Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 27 

Week Ending July 7, 2012

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

First Mutual of Richmond, Inc., Richmond, Indiana, and Richmond Mutual 

Bancorporation, Inc. -- written agreement with the Federal Reserve Bank of Chicago.

- Announced, July 5, 2012

Profinium Financial Holdings, Inc., Fairmont, Minnesota, and Profinium 

Financial, Inc., Truman -- written agreement dated July 9, 2009, terminated on 

June 25, 2012.

- Announced, July 3, 2012

Regal Bancorp, Inc., Owings Mills, Maryland -- written agreement with the Federal 

Reserve Bank of Richmond.

- Announced, July 3, 2012

West Coast Bancorp, Lake Oswego, Oregon -- written agreement dated 

December 18, 2009, terminated on June 27, 2012.

- Announced, July 3, 2012

H.2 Board Actions July 1, 2012 to July 7, 2012

(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

July 1, 2012 to July 7, 2012

MA Monetary Affairs

Bank Branches, Domestic

Sonabank, McLean, Virginia -- to establish a branch at 6719 Leaberry Way, Unit L, 

Haymarket.

Richmond

- Approved, July 5, 2012

Bank Holding Companies

Ally Financial Inc., Detroit, Michigan -- request for an exemption under the 

Depository Institution Management Interlocks Act and Regulation L.

General Counsel

- Granted, July 3, 2012

Boston Private Financial Holdings, Inc., Boston, Massachusetts -- to increase its 

interest in Anchor Capital Advisors LLC, Boston.

Boston

- Approved, July 2, 2012

RBB Bancorp, Los Angeles, California -- to form a subsidiary, RBB Asset 

Management Company, Los Angeles, to engage in extending credit and servicing 

loans.

San Francisco

- Approved, July 6, 2012

Southern Missouri Bancshares, Inc., Marshfield, Missouri -- to engage in lending 

activities.

St. Louis

- Approved, July 3, 2012

(A/C) = Addition or Correction Delegated - 1 of 2
Change in Bank Control

FNB Bancshares, Inc., Blue Earth, Minnesota -- to retain control of FNB Bancshares 

and its subsidiary bank, First Bank Blue Earth, Blue Earth.

Minneapolis

- Permitted, July 6, 2012

Extensions of Time

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

extension to October 4, 2012, to increase its ownership of Southeast Financial 

Bankstock Corporation, McGehee, and its subsidiary bank, McGehee Bank.

St. Louis

- Granted, July 3, 2012

Financial Holding Companies 

Horizon Bancorp, Michigan City, Indiana -- election to become a financial holding 

company.

Chicago

- Effective, July 3, 2012

Triumph Bancorp, Inc., Dallas, Texas -- election to become a financial holding 

company.

Dallas

- Effective, July 5, 2012

Membership

Jonah Bank of Wyoming, Casper, Wyoming -- to become a member of the Federal 

Reserve System.

Secretary

- Approved, July 6, 2012

H.2 Actions under delegated authority July 1, 2012 to July 7, 2012

(A/C) = Addition or Correction Delegated - 2 of 2
District: 1

Federal Reserve Bank of Boston

Filings received during the week ending July 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 Not available

* 3A3 07/30/2012

Application by Independent Bank Corp, 

Rockland, Massachusetts, to acquire Central 

Bancorp, Inc. and its subsidiary bank, Central 

Co-operative Bank, both of Somerville, 

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

and 3(a)(5) of the Bank Holding Company Act 

of 1956, as amended.

INDEPENDENT BANK CORP.

* 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

 379470 CANTON CO-OP BK, CANTON, MASSACHUSETTS 02/27/2012 06/10/2012 S Small Bank

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 July 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

The Bank of East Asia, Limited, Hong Kong, to 

upgrade its limited branch located in Alhambra, 

California to a full service branch.

BANK OF EAST ASIA, LIMITED, 

THE

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

Citibank, N.A., Sioux Falls, South Dakota, and 

Citibank Overseas Investment Corporation, New 

Castle, Delaware, pursuant to Section 211.9(f) of 

Regulation K, to make an additional investment 

in Citifin S.A. E.F.C., Madrid, Spain.

CITIBANK, N.A.

* 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

 101671 ADIRONDACK BK, UTICA, NEW YORK 08/22/2011 06/25/2012 S Int Sm Bank

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 July 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* MHC Not available

Conversion

* SLHC 

Formation

07/09/2012

Northfield Bancorp, MHC, Staten Island, NY, 

proposes to convert to stock form and merge 

with and into Northfield Bancorp, Inc, 

Woodbridge, New Jersey, which proposes to 

become a savings and loan holding company by 

acquiring Northfield Bank, Staten Island, NY.

NORTHFIELD BANCORP, INC

Newspaper:

Federal Register:

CIC Not available

09/21/2011

Patriot Financial Partners, GP, L.P., Patriot 

Financial Partners, L.P., Patriot Financial 

Partners Parallel, L.P., Patriot Financial Partners, 

GP, LLC, Patriot Financial Managers, L.P., 

Patriot Financial Manager, LLC. and Messrs. Ira 

M. Lubert, W. Kirk Wycoff and James J. Lynch, 

all of Philadelphia, Pennsylvania, to purchase 

up to 24.9 percent of Porter Bancorp, Inc., 

Louisville, KY.

PATRIOT FINANCIAL 

PARTNERS LP

Newspaper:

Federal Register:

* MHC Not available

Conversion

* SLHC 

Formation

07/09/2012

Polonia MHC, Huntingdon Valley, PA, 

proposes to convert to stock form and merge 

with and into Polonia Bancorp, Huntingdon 

Valley, PA, which will subsequently merge with 

and into Polonia Bancorp, Inc., Huntingdon, 

Valley, PA, which proposes to become a 

savings and loan holding company by acquiring 

100 percent of Polonia Bank, Huntingdon 

Valley, PA.

POLONIA 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 July 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* SLHC 

Acquisition

MHC Minority 

Stock Issuance

07/12/2012

07/16/2012

Application by First Federal MHC, Hazard, KY; 

Kentucky First Federal Bancorp, Hazard, KY; 

and Frankfort First Bancorp, Inc., Frankfort, KY 

to acquire CKF Bancorp, Inc., Danville, KY and 

its wholly-owned subsidiary, Central Kentucky 

Federal Savings Bank, Danville, KY and 

Application by Kentucky First Federal Bancorp, 

Hazard, KY for approval of a minority stock 

issuance by a savings association subsidiary of 

a mutual holding company.

KENTUCKY FIRST FEDERAL 

BANCORP

* 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 July 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* SLHC Merger Not available

* SLHC 

Formation

07/26/2012

Financial Services Partners Fund I LLC, Hovde 

Acquisition I LLC, and Hovde Private Equity 

Advisors LLC, all of Washington, DC 

(collectively the "Hovde Group"), to acquire 

control of a savings and loan holding company, 

Carrolton Bancorp, Columbia, Maryland, upon 

Carrolton Bancorp's conversion to a savings 

and loan holding company through a merger 

with Jefferson Bancorp, Inc., Washington, DC, a 

subsidiary of the Hovde Group, pursuant to 

Section 10 of the Home Owners Loan Act.

HOVDE PRIVATE EQUITY 

ADVISORS LLC

Newspaper:

Federal Register:

* Branch

Not applicable

Middleburg Bank, Middleburg, Virginia, to 07/20/2012

establish a branch at 315 Libbie Avenue, 

Richmond, Virginia

MIDDLEBURG BANK

* 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 July 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

07/25/2012

After-the-fact change in control notice filed by 

John Hinton Waters, Madalyn Kathlene 

Waters, Michael Thomas Waters, John Andrew 

Waters, Michael Jason Waters, Brittaney Laine 

McConkey, Charles Hilton Richards, Jr., Ted 

Rembert Townsend, all of Chatsworth, Georgia, 

and Jodi Waters Matter, Marietta, Georgia, to 

collectively retain 54.75 percent of the 

outstanding shares of First Chatsworth 

Bankshares, Inc., and its subsidiary, First 

National Community Bank, both of Chatsworth, 

Georgia.

FIRST CHATSWORTH 

BANKSHARES, INC.

Newspaper:

Federal Register:

CIC 07/30/2012

07/25/2012

After-the-fact change in control notice by the 

Robert Roschman Revocable Trust, Robert 

Roschman, trustee; the Lorrie Lei Roschman 

Revocable Trust, Lorrie Roschman, trustee; the 

Revocable Trust Created by Jeffrey S. 

Roschman, Jeffrey Roschman, trustee; CT 

Foundation, Betty Roschman, Roschman 

Restaurant Administration, and Kerry 

Roschman, all of Fort Lauderdale, Florida, to 

collectively retain 25 percent or more of the 

shares and thereby control of Giant Holdings, 

Inc., and Landmark Bank, N.A., both of Fort 

Lauderdale, Florida.

GIANT HOLDINGS, 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 July 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

07/17/2012

Sidney J. Lee, as an individual, and together 

with his sisters, Medora Lee and Serena Lee, as 

a group acting in concert to acquire control of 

3,621,708 shares or 82.48 percent of American 

Metro Bancorp, Inc., Chicago, Illinois (BHC), 

and thereby indirectly acquire American Metro 

Bank, Chicago, Illinois.

AMERICAN METRO BANCORP, 

INC.

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

Chemical Bank, Midland, Michigan, to purchase 

the assets and assume the liabilities of 21 

branches of Independent Bank, Ionia, Michigan, 

and thereby establish 21 branches.

CHEMICAL BANK

Newspaper:

Federal Register:

* 18C Not available

Not applicable

First Community Bank, Harbor Springs, 

Michigan, to merge with Select Bank, Grand 

Rapids, Michigan.

FIRST COMMUNITY BANK

Newspaper:

Federal Register:

* 3A3 Not available

07/23/2012

Heartland Bancorp, Inc., Bloomington, Illinois,

to acquire Farmer City State Bank, Farmer City,

Illinois.

HEARTLAND BANCORP, INC.

Newspaper:

Federal Register:

* MHC Not available

Conversion

* SLHC 

Formation

07/20/2012

LaPorte Savings Bank, MHC, La Porte, Indiana, 

a mutual holding company, proposes to convert 

to stock form and merge with LaPorte Bancorp, 

Inc., an existing savings and loan holding 

company. The existing LaPorte Bancorp, Inc., 

will merge with a new company, also called 

LaPorte Bancorp, Inc., which will become a 

savings and loan holding company through the 

acquisition of 100 percent of the outstanding 

stock of The LaPorte Savings Bank, all of La 

Porte, Indiana.

LAPORTE SAVINGS BANK, MHC

Newspaper:

Federal Register:

* Branch Not available

Not applicable

State Bank of the Lakes, Antioch, Illinois, to 

establish a branch facility to be located at 10 

East Rollins Road, Round Lake Beach, Illinois 

60073.

STATE BANK OF THE LAKES

* 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

 1917301 LAKE FOREST B&TC, LAKE FOREST, ILLINOIS 09/19/2011 06/26/2012 O Large Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of St. Louis

Filings received during the week ending July 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

The Bank of Fayette County, Piperton, 07/30/2012

Tennessee, (formerly Moscow, Tennessee) to 

purchase certain assets and assume certain 

liabilities of the Whiteville, Tennessee branch 

location of Merchants & Planters Bank, Bolivar, 

Tennessee, and to retain the acquired facility as 

a branch.

BANK OF FAYETTE COUNTY, 

THE

Newspaper:

Federal Register:

* 3A3 08/02/2012

08/02/2012

First Security Bancorp, Searcy, Arkansas, to 

increase its ownership in CrossFirst Holdings, 

LLC, Leawood, Kansas, from 9.63 percent to 9.9 

percent through the purchase of additional 

common member units.

FIRST SECURITY BANCORP

Newspaper:

Federal Register:

* Branch

Not applicable

Liberty Bank of Arkansas, Jonesboro, 07/02/2012

Arkansas, to establish a branch facility to be 

located at 1895 Harrison Street, Batesville, 

Arkansas.

LIBERTY BANK OF ARKANSAS

* 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

 898140 BANK OF MCCRORY, MCCRORY, ARKANSAS 03/26/2012 06/15/2012 S Small Bank

 535641 CITIZENS BK, HARTFORD, KENTUCKY 03/19/2012 06/18/2012 O Small Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending July 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

Not available

Beall Bancshares Inc., Velva, North Dakota, to 

become a bank holding company by acquiring 

100 percent of Peoples State Bank of Velva, 

Velva, North Dakota.

BEALL BANCSHARES INC.

Newspaper:

Federal Register:

CIC Not available

07/25/2012

Change in control notice by Todd J. Zaun, 

Sartell, Minnesota, to retain and acquire 25% or 

more, and Steven M. Zaun, Marina Del Ray, 

California, to acquire 25% or more of the shares 

of Eden Valley Bancshares, Eden Valley, 

Minnesota, and thereby indirectly control State 

Bank in Eden Valley, Eden Valley, Minnesota.

EDEN VALLEY BANCSHARES, 

INC.

Newspaper:

Federal Register:

CIC Not available

07/16/2012

Notice by Thomas Watson, Grand Forks, North 

Dakota, as an individual and as trustee of the 

Bank Forward Employee Stock Ownership Plan, 

Hannaford, North Dakota ("ESOP"), to gain 

control of Security State Bank Holding 

Company, Fargo, North Dakota ("Company"), 

and thereby indirectly gain control of Bank 

Forward, Hannaford, North Dakota ("Bank"). 

Additionally, notice by Thomas Watson, Toby 

Kommer, Fargo, North Dakota, as trustee of 

ESOP, and ESOP as a group acting in concert to 

gain control of Company and thereby indirectly 

gain control of Bank.

SECURITY STATE BANK 

HOLDING COMPANY

* 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

 374653 FIRST PREMIER BK, SIOUX FALLS, SOUTH DAKOTA 01/09/2012 06/25/2012 S Int Sm Bank

 615253 FIRST ST BK OF MALTA, MALTA, MONTANA 03/13/2012 06/28/2012 S Small 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 July 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A3 Not available

* 3A1

* 18C

* Branch

06/21/2012

CIC Bancshares, Inc., Denver, Colorado, to 

acquire, through its subsidiary CIC Merger Sub, 

Inc., Denver, Colorado, 100 percent of the 

voting shares of Millennium Bancorp, Inc., 

parent of Millennium Bank, both in Edwards, 

Colorado. Immediately thereafter, CIC Merger 

Sub, Inc., Denver, Colorado, will merge into 

Millennium Bancorp, Inc. Centennial Bank, 

Centennial, Colorado, to merge with Millennium 

Bank, Edwards, Colorado, and incident thereto, 

to establish branches in Breckenridge, Edwards, 

Englewood, Steamboat Springs, Vail, and Fraser, 

all in Colorado.

CIC BANCSHARES, INC.

Newspaper:

Federal Register:

CIC Not available

07/25/2012

Notification by Kevin D. Postier and J. B. 

Suddarth, both of York, Nebraska, to acquire 

control of Henderson State Company, parent of 

Henderson State Bank, both in Henderson, 

Nebraska.

HENDERSON STATE COMPANY

Newspaper:

Federal Register:

CIC Not available

Not available

Notice by High Plains Banking Group, Inc. 

KSOP, Flagler, Colorado; Thomas Creighton, Jr., 

Denver, Colorado, individually and as trustee of 

High Plains Banking Group, Inc. KSOP; Lucy 

Loomis, Denver, Colorado; John and Johnita 

Creighton, Longmont, Colorado; Virginia 

Newton, Snowmass, Colorado; Ann Creighton, 

Sammamish, Washington; and Lavina 

Creighton, Atwood, Kansas, all to become 

members of the Creighton Family Group, to 

acquire control of High Plains Banking Group, 

Inc., parent of High Plains Bank, both in Flagler, 

Colorado. High Plains Banking Group, Inc., 

Flagler, Colorado, to redeem 19.4 percent of its 

outstanding common stock.

HIGH PLAINS BANKING GROUP, 

INC.

Newspaper:

Federal Register:

* MHC 

Conversion

* SLHC 

Formation

07/16/2012

07/16/2012

Madison County Holding Company, MHC, 

proposes to convert to stock form and merge 

with Madison County Financial Corporation, 

which proposes to become a savings and loan 

holding company by acquiring 100 percent of 

Madison County Bank, all of Madison, 

Nebraska.

MADISON COUNTY HOLDING, 

MHC

Newspaper:

Federal Register:

3A1 Not applicable

Not applicable

Tri-County Financial Corporation, to become a 

bank holding company through the acquisition 

of 75 percent of the voting shares of The Bank 

of Commerce and Trust Company, both in 

Wellington, Kansas.

TRI-COUNTY FINANCIAL 

CORPORATION

Newspaper:

Federal Register:

* 3A1 Not available

08/02/2012

Yorktown Financial Holdings, Inc., Tulsa, 

Oklahoma, to become a bank holding company 

through the acquisition of 100 percent of the 

voting shares of CNBO Bancorp, Inc., parent of 

Century Bank of Oklahoma, both in Pryor, 

Oklahoma.

YORKTOWN FINANCIAL 

HOLDING, 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

 625850 BANK OF VERSAILLES, VERSAILLES, MISSOURI 02/27/2012 06/05/2012 S Small Bank

 389059 TILDEN BK, TILDEN, NEBRASKA 03/12/2012 06/21/2012 S Small Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Dallas

Filings received during the week ending July 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

4c8

* 4c8

4c8

07/09/2012

Diamond A Financial, L.P., Hilltop Holdings, 

Inc., and Meadow Corporation, all of Dallas, 

Texas, to become bank holding companies by 

acquiring 100 percent of PlainsCapital 

Corporation and its subsidiary bank, 

PlainsCapital Bank, both of Dallas, Texas, 

pursuant to section 3 of the Bank Holding 

Company Act.;

Diamond A Financial, L.P., Hilltop Holdings, 

Inc., and Meadow Corporation, all of Dallas, 

Texas, to engage in mortgage lending activities 

pursuant to section 4(c)(8) of the Bank Holding 

Company Act through PrimeLending, A 

PlainsCapital Company, and its direct and 

indirect subsidiaries, PirmeLending Ventures 

Management, LLC, and PrimeLending Ventures, 

LLC, all of Dallas, Texas;

Diamond A Financial, L.P., and Hilltop 

Holdings, Inc., both of Dallas, Texas, to retain a 

noncontrolling interest in SWS Group, Inc., and 

its subsidiary savings association, Southwest 

Securities, FSB, both of Dallas, Texas, and 

thereby engage in the operation of a savings 

association pursuant to Section 4(c)(8) of the 

BHC Act; and

Diamond A Financial, L.P., and Hilltop 

Holdings, Inc., both of Dallas, Texas, through a 

retention of a noncontrolling interest in SWS 

Group, Inc., and indirect controlling interests in 

the subsidiaries of Southwest Securities, FSB, 

pursuant to sections 4(c)(8) of the BHC Act and 

Regulation Y, and thereby engage indirectly in 

certain nonbanking activities of those 

subsidiaries pursuant to section 4(c)(8) of the 

BHC Act, to consist of extending credit and 

servicing loans; activities related to extending 

credit; financial and investment advisory 

activities; agency transactional services for 

customers, including providing securities 

brokerage services, acting as riskless-principal 

and providing private-placement services and 

other transactional services as agent for 

customers; underwriting and dealing in 

government obligations and money market 

investments; community development 

activities; and issuing and selling money orders, 

savings bonds, traveler's checks and similar 

consumer payment instruments.

DIAMOND A FINANCIAL, LP

Newspaper:

Federal Register:

* 3A3 Not available

07/20/2012

FVNB Corp., MOW/RPW II, Ltd., and 

MOW/RPW Holdings II, LLC, all of Victoria, 

Texas, to acquire 100 percent of First State 

Bank, New Braunfels, Texas.

FVNB CORP.

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

Federal Reserve Bank of Dallas

Filings received during the week ending July 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

07/21/2012

Odessa SouthWest Bancshares, Inc., Odessa, 

Texas, to become a bank holding company by 

acquiring 100 percent of SouthWest Bank, 

Odessa, Texas; AND Odessa SouthWest 

Bancshares, Inc., Odessa, Texas, elects to 

become a financial holding company.

ODESSA SOUTHWEST 

BANCSHARES, 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 July 7, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A5 Not available

07/26/2012

First PacTrust Bancorp, Inc., Irvine, California, 

to merge with Gateway Bancorp, Santa Ana, 

California, with First PacTrust Bancorp, Inc., 

surviving and thereby indirectly acquire 

Gateway Business Bank, Cerritos, California.

FIRST PACTRUST BANCORP, 

INC.

Newspaper:

Federal Register:

CIC 07/20/2012

07/25/2012

Interagency Notice of Change in Control filed 

by Harlan D. Douglass, Maxine D. Douglass 

and Harlan D. Douglass, Inc., all of Spokane, 

Washington, to retain 13.98 percent of the 

voting shares of Northwest Bancorporation, 

Inc. and indirectly Inland Northwest Bank, both 

of Spokane, Washington.

NORTHWEST 

BANCORPORATION, 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

 3281510 BAY CMRL BK, WALNUT CREEK, CALIFORNIA 03/05/2012 06/26/2012 S Small Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act