Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks;

Applications and Reports Received

No. 33

Week Ending August 17, 2013

Board of Governors of the Federal Reserve System, Washington, DC 20551
Advisory Councils

Community Depository Institutions Advisory Council -- announcement of members

and designation of Drake Mills as president and John B. Dicus as vice president

for 2014.

- Announced, August 12, 2013

Bank Holding Companies

Hana Financial Group Inc., Seoul, Republic of Korea -- to acquire up to 71.4 percent

of the voting shares of BNB Financial Services Corporation, New York, New York.

- Approved, August 13, 2013

Live Oak Bancshares, Inc., Wilmington, North Carolina -- to engage in certain

nonbanking activities through the acquisition of Government Loan Solutions, Inc.,

Cleveland, Ohio.

- Approved, August 13, 2013

Forms

Forms -- final Board review (1) to extend with revision the Notices of Failure to

Meet Capital or Management Requirements (FR 4012) and (2) to extend without

revision the Declarations to Become a Financial Holding Company (FHC)

(FR 4010), Requests for Determinations and Interpretations Regarding Activities

Financial in Nature (FR 4011), Notices by State Member Banks to Invest in Financial

Subsidiaries (FR 4017), Regulatory Relief Requests Associated with Merchant

Banking Activities (FR 4019), and Recordkeeping Requirements Associated with

Merchant Banking Activities (FR 4023).

- Approved, August 12, 2013

H.2 Board Actions August 11, 2013 to August 17, 2013

(A/C) = Addition or Correction Board - Page 1 of 2
Regulations and Policies

Regulation TT (Supervision and Regulation Assessments of Fees) -- final rule on

collection of assessments for the supervision and regulation of bank holding

companies and savings and loan holding companies with $50 billion or more in total

consolidated assets and nonbank financial companies designated for Board

supervision by the Financial Stability Oversight Council, in accordance with the

Dodd-Frank Act.

- Announced, August 16, 2013

Enforcement

Bank of Virginia, Midlothian, Virginia -- written agreement dated January 14, 2010,

terminated August 13, 2013.

- Announced, August 15, 2013

Marquette Financial Companies, Minneapolis, Minnesota -- written agreement dated

February 17, 2011, terminated August 8, 2013.

- Announced, August 15, 2013

H.2 Board Actions August 11, 2013 to August 17, 2013

(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

August 11, 2013 to August 17, 2013

MA Monetary Affairs

Bank Branches, Domestic

ANB Bank, Denver, Colorado -- to establish a mobile branch to operate in and

around Johnson County, Kansas.

Kansas City

- Approved, August 16, 2013

CoBiz Bank, Denver, Colorado -- to establish a branch at 1099 18th Street, Denver.

Kansas City

- Approved, August 13, 2013

G.W. Jones Exchange Bank, Marcellus, Michigan -- to establish a branch at

332 North Main Street, Watervliet.

Chicago

- Approved, August 12, 2013

Libertyville Bank & Trust Company, Libertyville, Illinois -- to establish a branch at

169 North Lake Street, Mundelein.

Chicago

- Withdrawn, August 15, 2013

Bank Holding Companies

Athens, Tx Bancshares, Inc., Athens, Texas -- to become a bank holding company by

acquiring First State Bank, Athens; and for the Jane Austin Chapman Limited

Partnership, L.P., Frankston, and JSA Family Limited Partnership, Jacksonville, to

acquire shares of Athens, Tx Bancshares, Inc., Athens.

Dallas

- Approved, August 13, 2013

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

B.O.E. Bancshares, Inc., Lawton, Oklahoma -- to acquire, through its subsidiary,

B.O.E. Chickasha Corp., Lawton, Chickasha Bancshares, Inc., Chickasha, and

Chickasha Bank & Trust Company.

Kansas City

- Approved, August 15, 2013

BancFirst Corporation, Oklahoma City, Oklahoma -- request to bid to acquire shares

of preferred stock of Spirit Bankcorp, Inc., Bristow, at an auction sponsored by the

U.S. Department of the Treasury.

Kansas City

- Approved, August 15, 2013

Dacotah Banks, Inc., Aberdeen, South Dakota -- to merge with Donnelly Bancshares,

Inc., Morris, Minnesota, and thereby acquire United Farmers and Merchants State

Bank; and for Dacotah Bank, Aberdeen, to merge with United Farmers and

Merchants State Bank, Morris, and thereby establish branches in Morris and Chokio.

Minneapolis

- Approved, August 14, 2013

The McGehee Bank Employee Stock Ownership Plan, McGehee, Arkansas -- to

acquire additional shares of Southeast Financial Bankstock Corp., McGehee, and

thereby increase its indirect control of McGehee Bank.

St. Louis

- Approved, August 16, 2013

H.2 Actions under delegated authority August 11, 2013 to August 17, 2013

(A/C) = Addition or Correction Delegated - 2 of 6
Bank Holding Companies

Prudential Mutual Holding Company, Philadelphia, Pennsylvania, and Prudential

Bancorp, Inc. -- to merge with and into Prudential Bancorp, Inc. (a new bank holding

company), Philadelphia; and for the new Prudential to acquire Prudential Saving

Bank, in connection with the reorganization of Prudential Mutual Holding Company

from mutual to stock form.

Philadelphia

- Approved, August 13, 2013

Renasant Corporation, Tupelo, Mississippi -- to merge with First M & F Corporation,

Kosciusko, and thereby acquire Merchants & Farmers Bank.

St. Louis

- Approved, August 14, 2013

Savannah River Financial Corporation, Augusta, Georgia -- commitment relief

request.

Atlanta

- Granted, August 15, 2013

Sigma Holdings, Inc., Little Rock, Arkansas -- to become a bank holding company

by acquiring The Bank of Rison, Rison.

St. Louis

- Approved, August 12, 2013

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

acquire Ozarks Legacy Community Financial, Inc., Thayer, in connection with the

merger of their respective subsidiary banks, Southern Bank, Poplar Bluff, and Bank

of Thayer, Thayer.

St. Louis

- Granted, August 15, 2013

H.2 Actions under delegated authority August 11, 2013 to August 17, 2013

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

Town Center Bancorp, Inc., New Lenox, Illinois -- to become a bank holding

company by acquiring control of Town Center Bank, Frankfort.

Chicago

- Withdrawn, August 15, 2013

Bank Mergers

Cross County Bank, Wynne, Arkansas -- to purchase certain assets and assume

certain liabilities of the Brinkley branch of Evolve Bank & Trust, West Memphis,

and to retain the acquired facility as a branch.

St. Louis

- Approved, August 15, 2013

Banks, State Member

Goldman Sachs Bank USA, New York, New York -- to make a public welfare

investment.

Director, BS&R

- Approved, August 16, 2013

Change in Bank Control

Dubois Bankshares, Inc., Sauk Centre, Minnesota -- to retain control of DuBois

Bankshares, and its subsidiary, First State Bank of Sauk Centre, Sauk Centre.

Minneapolis

- Permitted, August 15, 2013

H.2 Actions under delegated authority August 11, 2013 to August 17, 2013

(A/C) = Addition or Correction Delegated - 4 of 6
Change in Bank Control

Georgia Community Bancorp, Incorporated, Dawson, Georgia -- to retain control of

Georgia Community Bancorp and its subsidiary, The Citizens State Bank of Taylor

County, Reynolds.

Atlanta

- Withdrawn, August 14, 2013

LWCBancorp, Inc., New Lenox, Illinois -- to retain control of LWCBancorp and its

subsidiary, LincolnWay Community Bank, New Lenox.

Chicago

- Permitted, August 16, 2013

Maple Banc Shares, Inc., Maple Plain, Minnesota -- to retain control of Maple Banc

Shares and its subsidiary, Bank of Maple Plain, Maple Plain.

Minneapolis

- Permitted, August 15, 2013

Extensions of Time

Ameris Bancorp, Moultrie, Georgia -- commenter's request to extend the comment

period on the application to merge with The Prosperity Banking Company,

St. Augustine, Florida, and thereby acquire Prosperity Bank.

Secretary

- Denied, August 16, 2013

H.2 Actions under delegated authority August 11, 2013 to August 17, 2013

(A/C) = Addition or Correction Delegated - 5 of 6
Extensions of Time

United Bankshares, Inc., Charleston, West Virginia; George Mason Bankshares, Inc.,

Fairfax, Virginia; and United Bank -- commenter's request to extend the comment

periods on the applications by United Bankshares and George Mason Bankshares to

acquire Virginia Commerce Bancorp, Inc., Arlington, Virginia, and by United Bank,

Fairfax, to merge with Virginia Commerce Bank, Arlington.

Secretary

- Denied, August 16, 2013

Savings and Loan Holding Companies

AJS Bancorp, MHC, Midlothian, Illinois -- to convert to stock form and to merge

with AJS Bancorp, Inc., Midlothian; for AJS Bancorp, Inc. to merge into a new

Maryland corporation named AJS Bancorp, Inc.; and for that company to become a

savings and loan holding company by acquiring A.J. Smith Federal Savings Bank,

Midlothian.

Chicago

- Approved, August 12, 2013

SI Financial Group Inc., Willimantic, Connecticut -- waiver of application to acquire

Newport Bancorp, Inc., Newport, Rhode Island, in connection with the merger of

their respective subsidiaries, Savings Institute Bank and Trust Company,

Willimantic, and Newport Federal Savings Bank, Newport.

Boston

- Granted, August 16, 2013

H.2 Actions under delegated authority August 11, 2013 to August 17, 2013

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

Federal Reserve Bank of Boston

Filings received during the week ending August 17, 2013

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Boston

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of New York

Filings received during the week ending August 17, 2013

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 August 17, 2013

Filer Filing Type Filing Proposal End of Comment Period

NONE

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

Federal Reserve Bank of Philadelphia

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Cleveland

Filings received during the week ending August 17, 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 August 17, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 4c8 Not available

Not available

Western Acquisition Partners LLC, 

Washington, D.C. (to be relocated and renamed 

H Bancorp, Columbia, Maryland) proposes to: 

1) acquire 22.83% of the voting securities of 

Carrollton Bancorp, Lutherville, Maryland, and 

thereby indirectly acquire a controlling interest 

in Bay Bank, FSB, Lutherville, Maryland; and 2) 

acquire 6.84% of FirstAtlantic Financial 

Holdings, Inc., Jacksonville, Florida, and 

thereby indirectly acquire a similar interest in 

FirstAtlantic Bank, Jacksonville, Florida.

WESTERN ACQUISITIONS, 

L.L.C.

* 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 August 17, 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:

* 3A1 Not available

09/12/2013

First Florida Bancorp, Inc., to become a bank 

holding company by acquiring 100 percent of 

the outstanding shares of First Florida Bank, 

both of Destin, Florida.

FIRST FLORIDA BANCORP, INC.

Newspaper:

Federal Register:

CIC Not available

07/12/2013

After-the-fact change of control notice filed by 

Louisiana Bancorp, Inc. Employee Stock 

Ownership Plan (ESOP), George Vernon Curry, 

Jr., and Lisa Rae Whittington, the trustees of 

the ESOP, both of Metairie, Louisiana, to retain 

approximately 17.9 percent of the outstanding 

shares and to acquire additional shares not to 

exceed 24.9 percent of the shares of Louisiana 

Bancorp, Inc. and its subsidiary, Bank of New 

Orleans, both of Metairie, Louisiana.

LOUISIANA BANCORP, 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.

* 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 August 17, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC

Not available

Members of the Irish and Hodgson family which 08/22/2013

include: Ann Kennedy Irish, Harbor Springs, 

Michigan, as trustee of the Ann Kennedy Irish 

Trust; the Ann Kennedy Irish Trust, Harbor 

Springs, Michigan, David H. Irish, Harbor 

Springs, Michigan, as trustee of the David H. 

Irish Trust; the David H. Irish Trust, Harbor 

Springs, Michigan; Tracy Irish Texter, 

Middleville, Michigan and John F. Texter, 

Middleville, Michigan, as trustees of the John F. 

Texter and Tracy I. Texter Trust; the John F. 

Texter and Tracy I. Texter Trust, Middleville, 

Michigan; Susan Irish Stewart, Harbor Springs, 

Michigan, as trustee of the Susan Irish Stewart 

Revocable Intervivos Trust; the Susan Irish 

Stewart Revocable Intervivos Trust, Harbor 

Springs, Michigan; Colin David Irish, 

Marquette, Michigan; Perry Irish Hodgson, 

Charlevoix, Michigan; Liam Foster Hodgson, 

Beaver Island, Michigan; Alexander Irish 

Hodgson, Charlevoix, Michigan; and Raymond 

Earhart Hodgson, Charlevoix, Michigan, to be 

added to the Hodgson Family Control Group 

and to thereby retain control of 25 percent or 

more of Charlevoix First Corporation, 

Charlevoix, Michigan and indirectly Charlevoix 

State Bank, Charlevoix, Michigan.

CHARLEVOIX FIRST 

CORPORATION

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

Clear Lake Bank & Trust Co., Clear Lake, Iowa, 07/06/2013

to purchase the assets and assume the liabilities 

of two Mason City, Iowa, branch offices of 

Community National Bank, Waterloo, Iowa. 

Clear Lake Bank & Trust Co. will establish a 

branch at 100 E State Street, Mason City, Iowa. 

The office located at 3124 Fourth Street SW, will 

immediately be consolidated with Clear Lake 

Bank & Trust Co.'s branch office located at 425 

Tiffany Drive, both of Mason City, Iowa.

CLEAR LAKE BANK AND 

TRUST COMPANY

Newspaper:

Federal Register:

CIC Not available

Not available

Jay D. Bergman, Joliet, Illinois, to acquire up to 

100 percent of the outstanding voting stock of 

Community Holdings Corp., Palos Hills, Illinois.

COMMUNITY HOLDINGS 

CORPORATION

Newspaper:

Federal Register:

CIC Not available

08/28/2013

Stanley Dickson, Jr., Gross Pointe Park, 

Michigan, as an individual, and the group 

consisting of Stanley Dickson, Jr., Gross Pointe 

Park, Michigan, Steven Dickson, Rancho Santa 

Fe, California, Kathryn J. Dickson, Howell, 

Michigan and Riddle Limited Partnership, 

Howell, Michigan ("Riddle LP"), propose to 

acquire control of FNBH Bancorp, Inc., Howell, 

Michigan ("FNBH"), and thereby indirectly 

control First National Bank in Howell, Howell, 

Michigan.

FNBH BANCORP, INC.

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

Federal Reserve Bank of Chicago

Filings received during the week ending August 17, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

09/03/2013

Charles M. Shea, of Wilmette, Illinois, as an 

individual, and the group consisting of JP 

Morgan Chase Bank, N.A., Naperville, Illinois, 

as Trustee of the Jerry C. Bradshaw Family 

Trust-GST Non-Exempt Trust, Naperville, 

Illinois, and the Jerry C. Bradshaw Family TrustGST Exempt Trust, Naperville, Illinois; Charles 

M. Shea, Wilmette, Illinois, as a committee 

member of the Jerry C. Bradshaw Family TrustGST Non-Exempt Trust and the Jerry C. 

Bradshaw Family Trust-GST Exempt Trust; 

Molly Baed, Wassenaar, Netherlands, as a 

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 a 

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., 

Marseilles, Illinois. Marseilles Bancorporation, 

Inc., Marseilles, Illinois, controls Marseilles 

Bank, Marseilles, Illinois.

MARSEILLES 

BANCORPORATION, INC.

Newspaper:

Federal Register:

* 18C Not available

Not applicable

North Shore Community Bank & Trust 

Company, Wilmette, Illinois, to merge with or 

purchase the assets and assume the liabilities of 

Diamond Bank, FSB, Schaumburg, Illinois.

NORTH SHORE COMMUNITY 

BANK & TRUST COMPANY

Newspaper:

Federal Register:

* 3A3

Not available

Wintrust Financial Corporation, Rosemont, 09/16/2013

Illinois, to acquire 100 per cent of issued and 

outstanding stock of Diamond Bancorp, Inc., 

Schaumburg, Illinois, and thereby indirectly 

acquire Diamond Bank FSB, Schaumburg, 

Illinois, pursuant to section 3(a)(3) of the Bank 

Holding Company Act.

WINTRUST FINANCIAL 

CORPORATION

* 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 August 17, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 09/16/2013

09/16/2013

Greenville Bancshares, Inc., Piedmont, Missouri, 

to merge with Ripley County Bancshares, Inc., 

Piedmont, Missouri, and thereby indirectly 

acquire Peoples Community State Bank, 

Doniphan, Missouri.

GREENVILLE BANCSHARES, 

INC.

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

Federal Reserve Bank of St. Louis

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending August 17, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

First Interstate Bank, Billings, Montana, to 08/23/2013

establish a branch facility to be located at 830 

Shiloh Crossing Boulevard, Billings, Montana.

FIRST INTERSTATE BANK

Newspaper:

Federal Register:

* 3A3 Not available

Not available

Lake Shore III Corporation, Glenwood City, 

Wisconsin, to acquire 100 perfect of Union 

Bank of Blair, Blair, Wisconsin.

LAKE SHORE III CORPORATION

Newspaper:

Federal Register:

CIC Not available

09/03/2013

Change in Control Notice by Jay Charles Erie, 

Rochester, Minnesota, John Kenneth Erie, 

Fargo, North Dakota, and Jane Kathryn Erie 

Moen, Eden Prairie, Minnesota, to retain voting 

shares of MEDR Bancshares, Inc., Erskine, 

Minnesota, and join the Erie Family Shareholder 

group which owns 25 percent or more of MEDR 

Bancshares, Inc., and thereby indirectly 

controls American State Bank of Erskine, 

Erskine, Minnesota.

MEDR BANCSHARES, INC.

Newspaper:

Federal Register:

CIC Not available

Not available

Change in Control notice by Krista B. Ryan, 

individually and as trustee of the KBR 2008 

Irrevocable Trust, Byron, Minnesota, to acquire 

25 percent or more of the voting shares of 

Olmsted Bancorporation, Inc., Byron, 

Minnesota, and thereby indirectly gain control 

of First Security Bank, Byron, Minnesota.

OLMSTED BANCORPORATION, 

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 August 17, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 08/27/2013

09/03/2013

Notification by the Jennifer L. Wolgamott 2012 

Legacy Trust, Cathleen R. Hefti, as trustee and 

individually, both of Scottsbluff, Nebraska; the 

Christie L. Coletti Christensen 2012 Legacy 

Trust and the Michael P. Coletti 2012 Legacy 

Trust, both of Greeley, Colorado; and the Kay 

Lorraine Hefti Coletti Living Trust, Kay L. 

Coletti and David C. Coletti, trustees, all of 

Cheyenne, Wyoming; to acquire control of First 

State Bancshares, Inc., parent of First State 

Bank, both of Scottsbluff, Nebraska, and 

Security First Bank, Cheyenne, Wyoming.

FIRST STATE BANCSHARES, 

INC.

Newspaper:

Federal Register:

CIC Not available

09/05/2013

Notification by Scott R. Bird and Sheryl L. Bird, 

to retain control of KansasLand Bancshares, 

Inc., parent of KansasLand Bank, all of Quinter, 

Kansas.

KANSASLAND BANCSHARES, 

INC.

Newspaper:

Federal Register:

CIC 08/27/2013

09/03/2013

Notification by Norman W. Waitt, Jr., Dakota 

Dunes, South Dakota; Christopher M. Mayer, 

Omaha, Nebraska; the John S. Schuele 

Irrevocable Trust, Mary A. Schuele and Dana C. 

Bradford, co-trustees, all of Omaha, Nebraska; 

Todd P. Clevenger, Omaha, Nebraska; and the 

Dana C. Bradford IV Revocable Trust, Dana C. 

Bradford, trustee, both of Omaha, Nebraska; all 

as members of a group acting in concert, to 

acquire control of Premier Bancshares, Inc., 

parent of Premier Bank, both in Omaha, 

Nebraska.

PREMIER BANCSHARES, INC.

Newspaper:

Federal Register:

CIC 08/06/2013

08/05/2013

Notification by Dow R. Hughes, Tulsa, 

Oklahoma, individually and as fiduciary, to 

retain control of Regent Capital Corporation, 

parent of Regent Bank, both in Nowata, 

Oklahoma. In addition, notification by the 

following members of the Hughes Family Group 

acting in concert to retain control of Regent 

Capital Corporation, parent of Regent Bank, 

both in Nowata, Oklahoma: the Dow R. Hughes 

Revocable Trust, Dow Hughes, trustee; the 

Deanne D. Hughes Revocable Trust, Deanne D. 

Hughes, trustee; DRH, LLC; Dave Hughes; 

Michelle Hughes; and the David G. Dutton 

Living Trust, David Dutton, trustee; all of Tulsa, 

Oklahoma.

REGENT CAPITAL 

CORPORATION

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

Federal Reserve Bank of Kansas City

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Dallas

Filings received during the week ending August 17, 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:

CIC Not available

Not available

Richard John Forrest, Sr., individually, as 

Trustee of the Richard J. Forrest, Sr. and Betty J. 

Forrest Revocable Trust, and as Trustee of the 

Forrest Tire Company, Inc. Profit Sharing Plan; 

Betty J. Forrest, individually and as Trustee of 

the Richard J. Forrest, Sr. and Betty J. Forrest 

Revocable Trust; Robert Hudnall Forrest, Sr., 

individually, as Trustee of the Robert H. Forrest, 

Sr. and Barbara J. Forrest Revocable Trust and 

as Trustee of the Forrest Tire Company, Inc. 

Profit Sharing Plan; Barbara J. Forrest, 

individually and as Trustee of the Robert H. 

Forrest, Sr. and Barbara J. Forrest Revocable 

Trust; Robert Hudnall Forrest, Jr., individually 

and as Trustee of the Forrest Tire Company, 

Inc. Profit Sharing Plan; Brenda Elaine Forrest, 

individually; Richard John Forrest, Jr., as 

Trustee of the Forrest Tire Company, Inc. Profit 

Sharing Plan; the Forrest Tire Company, Inc. 

Profit Sharing Plan, all of Carlsbad, New Mexico, 

and Michael Dale Forrest, individually and 

JoAnn Forrest, individually, both of Odessa, 

Texas, all together a group acting in concert, to 

acquire 25 percent or more of Carlsbad 

Bancorporation, Inc., Carlsbad, New Mexico, 

and indirectly, Carlsbad National Bank, 

Carlsbad, New Mexico.

CARLSBAD 

BANCORPORATION, INC.

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

Federal Reserve Bank of Dallas

Filings received during the week ending August 17, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

08/29/2013

Retroactive notice by James A. Hopson, Delhi, 

Louisiana; W. Briggs Hopson, MD, Vicksburg, 

Mississippi; W. Briggs Hopson, III, Vicksburg, 

Mississippi; James W. Hopson, Vicksburg, 

Mississippi; Stacey Hopson Burgess, Haltom 

City, Texas; David Doughty, Rayville, 

Louisiana; Suzette Hopson Doughty, Rayville, 

Louisiana; James O. Doughty, Rayville, 

Louisiana; Mary C. Doughty, Rayville, 

Louisiana; and Mary K. Ricks, Vicksburg, 

Mississippi; collectively a group acting in 

concert, to control, retain, and acquire more 

than 25 percent of Delhi Bancshares, Inc., Delhi, 

Louisiana, and indirectly, Guaranty Bank & 

Trust Company of Delhi, Louisiana, Delhi, 

Louisiana.

DELHI BANCSHARES, INC.

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Frost Bank, San Antonio, Texas, to establish a 

branch to be located at 1204A West 38th Street, 

Austin, Texas 78705-1007.

FROST BANK

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Frost Bank, San Antonio, Texas, to establish a 

branch to be located at 10767 Kuykendahl Road, 

The Woodlands, Texas 77382-2772.

FROST BANK

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Frost Bank, San Antonio, Texas, to establish a 

branch to be located at Promenade Boulevard 

and U.S. Highway 90, Stafford, Texas 77477.

FROST BANK

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Frost Bank, San Antonio, Texas, to establish a 

branch to be located at 6319 Hillcrest Avenue, 

Suite 400, Dallas, Texas 78205-1850.

FROST BANK

Newspaper:

Federal Register:

* Branch

Not applicable

Peoples Bank, Lubbock, Texas, to establish a 08/17/2013

branch to be located at 615 North Broadway, 

Post, Texas 79356.

PEOPLES BANK

Newspaper:

Federal Register:

CIC Not available

08/16/2013

Prior notice by George W. Cummings, III and 

Nanette Weaver Cummings, both of Monroe, 

Louisiana, to acquire and control greater than 10 

percent of Progressive Bancorp, Inc., Monroe, 

Louisiana, and indirectly, Progressive Bank, 

Monroe, Louisiana.

PROGRESSIVE BANCORP, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

WestStar Bank, El Paso, Texas, to establish a 08/26/2013

branch to be located at 1790 North Lee Trevino 

Drive, El Paso, Texas 79936.

WESTSTAR BANK

* 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 August 17, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

Bank of Hawaii, Honolulu, Hawaii, to establish a 08/08/2013

branch located within the Safeway Maui Lani 

Store at 58 Maui Lani Parkway, Wailuku, Hawaii.

BANK OF HAWAII

Newspaper:

Federal Register:

* 3A3 Not available

08/15/2013

CBOA Financial, Inc., Tucson, Arizona, to 

acquire First Scottsdale Bank, National 

Association, Scottsdale, Arizona.

CBOA FINANCIAL, INC.

Newspaper:

Federal Register:

* 3A3 Not available

Not available

Wilshire Bancorp, Inc. to acquire Saehan 

Bancorp, both of Los Angeles, California.

WILSHIRE 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

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act