Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 18 

Week Ending May 4, 2013

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

Forms -- initial Board review to extend with revision the Report of Selected Balance 

Sheet Items for Discount Window Borrowers (FR 2046) and to implement the 

Payments Research Survey (FR 3067).

- Proposed, April 28, 2013

Enforcement

The Baraboo Bancorporation, Inc., Baraboo, Wisconsin -- written agreement with the 

Federal Reserve Bank of Chicago.

- Announced, May 2, 2013

Harbor Bankshares Corporation, Baltimore, Maryland -- written agreement dated 

July 22, 2010, terminated April 26, 2013.

- Announced, May 2, 2013

NorCal Community Bancorp, Alameda, California -- written agreement dated 

December 20, 2010, terminated April 24, 2013.

- Announced, May 2, 2013

H.2 Board Actions April 28, 2013 to May 4, 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

April 28, 2013 to May 4, 2013

MA Monetary Affairs

Bank Branches, Domestic

American Security Bank, Newport Beach, California -- to establish a branch at 

495 East Rincon Street, Corona.

San Francisco

- Approved, May 3, 2013

Centennial Bank, Conway, Arkansas -- to establish a branch at 17 West Government 

Street, Pensacola, Florida.

St. Louis

- Approved, May 1, 2013

Commonwealth Business Bank, Los Angeles, California -- to establish a branch at 

3435 Wilshire Boulevard, Los Angeles, and to close a branch at 5055 Wilshire 

Boulevard.

San Francisco

- Approved, May 3, 2013

Fifth Third Bank, Cincinnati, Ohio -- to establish branches at 12002 Anderson Road, 

Tampa, Florida; 2810 Paces Ferry Road SE, Atlanta, Georgia; 732 Penn Avenue, 

Wilkinsburg, Pennsylvania; 6571 Broadway Avenue, Cleveland, Ohio; 116 West 

8th Avenue, Homestead, Pennsylvania; and 9019 Telegraph Road, Redford, 

Michigan (six notices).

Cleveland

- Approved, May 2, 2013

(A/C) = Addition or Correction Delegated - 1 of 6
Bank Branches, Domestic

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

July 18-21, 2013, at the Highland Meadows Golf Club, 7455 Erie Street, Sylvania.

Cleveland

- Approved, May 2, 2013

Bank Holding Companies

Empire Bancorp, Inc., Islandia, New York -- to become a bank holding company by 

acquiring Empire National Bank, Islandia.

New York

- Withdrawn, April 26, 2013

(A/C)

First Trust Financial Corporation, Clinton, Kentucky -- waiver of application to 

acquire Ballard Kevil Bancorp, Inc., Kevil, in connection with the merger of their 

respective subsidiaries, First Community Bank of Western Kentucky, Inc., Clinton, 

and The Kevil Bank, Kevil.

St. Louis

- Granted, April 29, 2013

Hillister Enterprises II, Inc., Beaumont, Texas; Umphrey II Family Limited 

Partnership; and CBFH, Inc., Orange -- to acquire VB Texas, Inc., Houston, and its 

subsidiary, Vista Bank Texas.

Dallas

- Approved, May 2, 2013

Louise Bancshares, Inc., Louise, Texas -- to acquire through its subsidiary, The First 

State Bank, Louise, an interest in Hancock Mortgage Partners, LLC, Sugar Land, and 

thereby engage in lending activities.

Dallas

- Approved, May 1, 2013

H.2 Actions under delegated authority April 28, 2013 to May 4, 2013

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

Tri-County Financial Group, Inc., Mendota, Illinois -- waiver from prior-approval 

requirements to acquire Lincoln Bancorp, Inc., Rochelle.

Chicago

- Withdrawn, April 30, 2013

Bank Premises

The Richwood Banking Company, Inc., Richwood, Ohio -- request to exceed the 

limit on investment in bank premises.

Cleveland

- Approved, April 30, 2013

Banks, State Member

Southern Bank, Poplar Bluff, Missouri -- to make a public welfare investment.

St. Louis

- Approved, April 30, 2013

Change in Bank Control

Ambanc Holding Company, Inc., Bowling Green, Kentucky -- to retain control of 

Ambanc Holding Company and its subsidiary, American Bank & Trust Company 

Inc., Bowling Green.

St. Louis

- Permitted, May 1, 2013

B.O.E. Bancshares, Inc., Lawton, Oklahoma -- change in bank control of B.O.E. 

Bancshares and its subsidiary, Liberty National Bank, Lawton.

Kansas City

- Permitted, April 29, 2013

H.2 Actions under delegated authority April 28, 2013 to May 4, 2013

(A/C) = Addition or Correction Delegated - 3 of 6
Change in Bank Control

Big Mac Bancshares, Inc., Hoxie, Kansas -- change in bank control of Big Mac 

Bancshares and its subsidiary, Peoples State Bank, McDonald.

Kansas City

- Withdrawn, April 29, 2013

IBT Bancorp, Inc., Irving, Texas -- change in bank control of IBT Bancorp and its 

subsidiary, Independent Bank of Texas, Irving.

Dallas

- Permitted, May 3, 2013

Niagara Bancorporation, Inc., Niagara, Wisconsin -- change in bank control of 

Niagara Bancorporation and its subsidiary, The First National Bank of Niagara, 

Niagara.

Chicago

- Permitted, May 1, 2013

Town & Country Bancshares, LLC, Guthrie, Oklahoma -- change in bank control of 

Town & Country Bancshares and its subsidiary, Oklahoma State Bank, Guthrie.

Kansas City

- Permitted, April 29, 2013

WVS Financial Corp., Pittsburgh, Pennsylvania -- change in bank control of 

WVS Financial Corp. and its subsidiary, West View Savings Bank, Pittsburgh.

Cleveland

- Permitted, April 30, 2013

H.2 Actions under delegated authority April 28, 2013 to May 4, 2013

(A/C) = Addition or Correction Delegated - 4 of 6
Extensions of Time

Santander Holdings USA, Inc., Boston, Massachusetts -- extension to May 14, 2013, 

to meet certain regulatory reporting requirements.

Secretary

- Granted, April 30, 2013

SmartBank, Pigeon Forge, Tennessee -- extension to November 2, 2013, to establish 

a branch at 302 North Peters Road, Knoxville.

Atlanta

- Granted, May 2, 2013

International Operations

JPMorgan Chase & Co., New York, New York -- waiver of remainder of prior-notice 

period for JPMorgan Chase Bank, N.A., Columbus, Ohio, and certain of its 

subsidiaries to make additional investments in J.P. Morgan Whitefriars, Inc., Newark, 

Delaware.

Director, BS&R

- Granted, April 29, 2013

Membership

The First National Bank of Seymour, Seymour, Texas -- to retain membership in the 

Federal Reserve System on conversion from a national to a state charter.

Dallas

- Approved, May 2, 2013

H.2 Actions under delegated authority April 28, 2013 to May 4, 2013

(A/C) = Addition or Correction Delegated - 5 of 6
Reserve Bank Operations

Federal Reserve Bank of St. Louis -- request to commit funds to complete the 

Phase 3 redevelopment program.

Director, RBOPS

- Approved, May 1, 2013

H.2 Actions under delegated authority April 28, 2013 to May 4, 2013

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

Federal Reserve Bank of Boston

Filings received during the week ending May 4, 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 May 4, 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 May 4, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

05/20/2013

Gregory M. Shepard, Bradenton, FL, to acquire 

up to 24.38 percent of Donegal Group Inc., 

Marietta, PA.

DONEGAL GROUP, 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 May 4, 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 May 4, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

* Branch

* 18C

Not applicable

Bank of Stanly, Albemarle, North Carolina, to 

merge with Anson Bank & Trust Co., 

Wadesboro, North Carolina, and Cabarrus Bank 

& Trust Company, Concord, North Carolina.

BANK OF STANLY

Newspaper:

Federal Register:

* 3A3 05/24/2013

05/23/2013

CapGen Capital Group III LLC and CapGen 

Capital Group III LP, both located in New York, 

New York, to increase their investment up to 

25% of the voting securities of Seacoast 

Banking Corporation of Florida, Stuart, Florida, 

and thereby indirectly control Seacoast National 

Bank, Stuart, Florida.

CAPGEN CAPITAL GROUP III 

LLC

* 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 May 4, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

05/17/2013

CedarStone Financial, Inc., to become a bank 

holding company by acquiring 100 percent of 

the outstanding shares of CedarStone Bank, 

both of Lebanon, Tennessee.

CEDARSTONE FINANCIAL, INC.

Newspaper:

Federal Register:

CIC Not available

04/04/2013

Prior change in control notice filed by William 

Henry Carr, Enterprise, Alabama, and Jerry 

Newman Carr, Cornelius, North Carolina, to 

acquire 31.12 percent of the outstanding shares 

of Enterprise Capital Corporation, Inc., and its 

subsidiary bank, The Citizens Bank, both of 

Enterprise, Alabama.

ENTERPRISE CAPITAL 

CORPORATION, INC.

Newspaper:

Federal Register:

* 3A1 05/28/2013

05/24/2013

Oakworth Capital, Inc., to become a bank 

holding company by acquiring 100 percent of 

the outstanding shares of Oakworth Capital 

Bank, both of Birmingham, Alabama.

OAKWORTH CAPITAL, INC.

Newspaper:

Federal Register:

* 3A1 Not available

Not available

Progress Financial Corporation, notice to 

become a bank holding company by acquiring 

100 percent of the outstanding shares of 

Progress Bank and Trust, both of Huntsville, 

Alabama.

PROGRESS FINANCIAL 

CORPORATION

* 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 May 4, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

Central State Bank, Muscatine, Iowa, to merge 05/03/2013

with sister banks: West Chester Savings Bank, 

Washington, Iowa; and Freedom Security Bank, 

Coralville, Iowa. As a result of the proposed 

mergers, all offices of target banks will become 

offices of Central State Bank, Muscatine, Iowa.

CENTRAL STATE BANK

Newspaper:

Federal Register:

CIC Not available

05/07/2013

Notice by Daniel Kumley, Mount Vernon, Iowa, 

Matthew Kumley, Monticello, Iowa, and Sarah 

Jones, Dyer, Indiana, to join the Audrey G. 

Savage Family Control group and thereby gain 

control of Herky Hawk Financial Corp., 

Monticello, Iowa and thereby indirectly control 

Citizens State Bank, Monticello, Iowa.

HERKY HAWK FINANCIAL 

CORP.,

Newspaper:

Federal Register:

CIC 05/07/2013

04/26/2013

Mr. Leland E. Boren, Upland, Indiana, to acquire 

control above 10 percent of Independent 

Alliance Banks, Inc., Fort Wayne, Indiana, and 

thereby indirectly control IAB Financial Bank, 

Fort Wayne, Indiana, pursuant to the Change in 

Bank Control Act.

INDEPENDENT ALLIANCE 

BANKS, INC.

Newspaper:

Federal Register:

CIC Not available

05/14/2013

Notice filed by John D. Crouch, Fox Point, 

Wisconsin, to join the existing Lubar Family 

Control Group and retain voting shares of Ixonia 

Bancshares, Inc., Ixonia, Wisconsin, and 

thereby indirectly retain shares of Ixonia Bank, 

Ixonia, Wisconsin.

IXONIA BANCSHARES, INC.

Newspaper:

Federal Register:

* SLHC 

Acquisition

05/17/2013

05/31/2013

WCF Financial, M.H.C. and Webster City 

Federal Bancorp, both of Webster City, Iowa, to 

acquire Independence Federal Bank for Savings, 

Independence, Iowa.

WCF FINANCIAL, M.H.C.

* 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 May 4, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 05/09/2013

05/13/2013

Notice by Christopher C. Reid, Owensboro, 

Kentucky, acting individually and in concert 

with a control group, to retain control of 

Independence Bancshares, Inc., Owensboro, 

Kentucky. The control group consists of Mr. 

Reid, Beacon Insurance Agency, Inc., Janet 

Reid, Jacob Reid, Lauren Reid Patton, Cathy 

Switzer, Greg Mullican, Todd Switzer, Kyle Aud, 

Bridget Reid, Jennie Parker, Eve Holder, Matt 

Carter, Darrell Higginbotham, Gary White, all of 

Owensboro, Kentucky; Jim Davis, Scott Audas, 

Bob Cummins, Kay Bryant, all of Henderson, 

Kentucky; Danny Evitts, Scott Johnston, both 

of Paducah, Kentucky; Kelly Jackson, Alvaton, 

Kentucky; Tawna Wright, Calhoun, Kentucky; 

and Brad Howard, Bowling Green, Kentucky.

INDEPENDENCE BANCSHARES, 

INC.

Newspaper:

Federal Register:

* 3A1

Not available

Wildcat Bancshares, Inc., Rogersville, Missouri 06/03/2013

to acquire 100 percent of the CBR Bancshares, 

Corporation, Rogersville, Missouri, and thereby 

indirectly acquiring Citizens Bank of 

Rogersville, Rogersville, Missouri.

Wildcat 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 May 4, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

4c8 Not applicable

Not applicable

Big Sky Holding Company, Stanford, Montana 

to acquire 100% of N.B. Matthews Insurance 

Agency, Stanford, Montana, and thereby 

indirectly engage in insurance agency activities, 

in a place with a population not exceeding 5,000.

BIG SKY HOLDING COMPANY

Newspaper:

Federal Register:

CIC 04/26/2013

04/22/2013

Change in Control Notice by William P. Von 

Holtum, Edina, Minnesota, individually and as 

trustee of the voting trust of the John E. Von 

Holtum Estate, Edina, Minnesota, to retain 

control of 25% or more of Central Trust 

Company, Edina, Minnesota, and thereby 

indirectly retain control of Central Bank and 

Trust, Lander, Wyoming; CenBank, Buffalo 

Lake, Minnesota; and VH Bancorporation, Inc., 

Edina, Minnesota, which owns Grand Marais 

State Bank, Grand Marais, Minnesota. In 

addition, Megan E. Von Holtum and Christopher 

J. Von Holtum, both of Edina, Minnesota, to join 

the Von Holtum Family Group, which owns 25% 

or more of the shares of Central Trust Company.

CENTRAL TRUST COMPANY

Newspaper:

Federal Register:

CIC Not available

05/15/2013

Change in Control notice by Connie Jean 

Lonneman, Adrian, Minnesota, individually and 

as proposed co-trustee to acquire control of the 

First State Bank Southwest 2010 Amended and 

Restated KSOP Plan and Trust, and thereby 

acquire 25 percent or more of the shares of First 

Rushmore Bancorporation, Inc., Worthington, 

Minnesota, which controls First State Bank 

Southwest, Pipestone, Minnesota.

FIRST STATE BANK 

SOUTHWEST 2010 AMENDED 

AND RESTATED KSOP PLAN 

AND TRUST

Newspaper:

Federal Register:

* 3A1 Not available

06/03/2013

Lake Shore III Corporation, Glenwood City, 

Wisconsin, to become a bank holding company 

by acquiring 100 percent of Hiawatha National 

Bank, Hager City, Wisconsin.

LAKE SHORE III CORPORATION

Newspaper:

Federal Register:

CIC 05/07/2013

05/01/2013

Change in control notice by James Day, 

Menahga, Minnesota, and Justin Day, 

Menahga, Minnesota, to each retain 25% or 

more of the voting shares of Menahga 

Bancshares, Inc., Menahga, Minnesota, and 

thereby indirectly retain control of First National 

Bank of Menahga & Sebeka, Menahga, 

Minnesota.

MENAHGA BANCSHARES, INC.

Newspaper:

Federal Register:

CIC 04/24/2013

05/06/2013

Thomas W. Armstrong, Park Falls, Wisconsin, 

and Bradley A. Trimner, Park Falls, Wisconsin, 

individually and as Co-Trustees of the Arnold J. 

Stueber, Sr Revocable Trust, Park Falls, 

Wisconsin, and the Sadie A. Stueber Revocable 

Trust, Park Falls, Wisconson, and Mary 

Luethmers, Park Falls, Wisconsin, individually, 

to each retain control of 25% or more of the 

shares of Park Falls Agency, Inc., Park Falls, 

Wisconsin, and thereby indirectly retain control 

of The First National Bank of Park Falls, Park 

Falls, Wisconsin.

PARK FALLS AGENCY, INC.

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

Federal Reserve Bank of Minneapolis

Filings received during the week ending May 4, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 05/07/2013

05/08/2013

Notice of Change in Control by the Traxshares 

Trust U/A dated December 5, 2012, ("Trust") 

and Greg Gerard Traxler, Le Center, Minnesota, 

individually and as Co-Trustee of the Trust, to 

retain 25 percent or more of the shares of 

Traxshares, Inc., Le Center, Minnesota, and 

thereby indirectly retain control of The First 

National Bank of Le Center, Le Center, 

Minnesota.

TRAXSHARES, 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 May 4, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

05/21/2013

Aaron W. Anderson, Topeka, Kansas, Angela 

Anderson Swift, Overland Park, Kansas, Emery 

Kent Fager, Olathe, Kansas, John Fontron 

Fager, Auburn, Kansas, and Melissa Fager 

Hiestand, Topeka, Kansas, in their individual 

capacities, as fiduciaries and/or as grantors or 

trustees of the following trusts: Aaron W. 

Anderson Trust, Angela Anderson Swift Trust, 

Emery Kent Fager Trust, John Fontron Fager 

Trust, Melissa Fager Hiestand Trust, Adam 

William Anderson Trust, Joshua Robert 

Anderson Trust, Sydney Ellen Anderson Trust, 

Andrew Timothy Swift Trust, Sarah Ann Swift 

Trust, Samuel James Swift Trust, Amelia Lynn 

Fager Trust, Greysen Hartline Fager Trust, 

Holden Emery Fager Trust, Jackson Duane 

Fager Trust, Gabrielle Elizabeth Fager Trust, 

Kaitlin Elizabeth Hiestand Trust, Ella Claire 

Hiestand Trust and Blake Michael Hiestand 

Trust; and the Emery E. Fager Trust, the Duane 

Fager Special Trust, and the Jane Anderson 

Trust, all as members of the Fager Family Group 

to retain control of Commerce Bank and Trust 

Holding Company, parent of CoreFirst Bank & 

Trust, both in Topeka, Kansas.

COMMERCE BANK AND TRUST 

HOLDING COMPANY

Newspaper:

Federal Register:

CIC Not available

04/30/2013

Notification by Timothy H. Hume, Leslie J. 

Hume, James H. Hume, and Kay L. Hume, all of 

Walsh, Colorado; and Samuel A. Hume, Fort 

Worth, Texas; to acquire control of FarmBank 

Holding, Inc., parent of First FarmBank, both in 

Greeley, Colorado.

FARMBANK HOLDING, INC.

Newspaper:

Federal Register:

CIC 05/15/2013

05/14/2013

Notification by Gene R. Giles, Alliance, 

Nebraska, Sally J. Giles, Denver, Colorado, 

Randall D. Giles, San Diego, California, Nicholas 

G. Giles, Lincoln, Nebraska, and Lucas G. Giles, 

Lincoln, Nebraska, all of the Giles family group; 

the Bradley S. Norden Irrevocable Trust and the 

Brett A. Norden Irrevocable Trust, Brett A. 

Norden and Bradley S. Norden, as co-trustees 

of both trusts, all of Highlands Ranch, 

Colorado, and as members of the Norden family 

group; Cheryl L. Ryan, the Michael L. Ryan 

2011 Irrevocable Trust and the Cheryl L. Ryan 

2012 Irrevocable Trust, all of Minden, Nebraska, 

Jeffrey M. Ryan, Heartwell, Nebraska, and Jamie 

Johnson, Minden, Nebraska, as co-trustees of 

both trusts; and Walter D. Wood Revocable 

Trust, Walter D. Wood, trustee, both of Omaha, 

Nebraska, as part of the Ryan/Wood family 

group; to acquire control of First Central 

Nebraska Co., parent of Nebraska State Bank 

and Trust Company, both in Broken Bow, 

Nebraska.

FIRST CENTRAL NEBRASKA 

CO.

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

Federal Reserve Bank of Kansas City

Filings received during the week ending May 4, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch

Not applicable

KCB Bank, Kearney, Missouri, to establish a 05/13/2013

branch at Northridge Center, Suit J, 13100 

Kansas Avenue, Bonner Springs, Kansas.

KCB BANK

Newspaper:

Federal Register:

CIC 05/12/2013

05/21/2013

Notification by Robert V. Haderlein, Girard, 

Kansas, to retain control of Mid-America 

Bancshares, Inc., parent of First National Bank 

of Girard, both in Girard, Kansas.

MID-AMERICA BANCSHARES, 

INC.

Newspaper:

Federal Register:

4c8 Not applicable

Not applicable

Regent Capital Corporation, Nowata, Oklahoma, 

proposes to continue to engage in lending 

activities.

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 May 4, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* Branch Not available

Not applicable

Frost Bank, San Antonio, Texas, to establish a 

branch to be located at 9300 Kirby Drive, Suite 

600, Houston, Texas 77054.

FROST BANK

Newspaper:

Federal Register:

* 3A3 Not available

05/09/2013

Henderson Citizens Bancshares, Inc., 

Henderson, Texas, to acquire 100 percent of the 

common stock of The East Texas National Bank 

of Palestine, Palestine, Texas.

HENDERSON CITIZENS 

BANCSHARES, INC.

Newspaper:

Federal Register:

4c8 Not applicable

05/20/2013

Prior notice pursuant to Section 4 (c)(8) of the 

BHC Act and Section 225.24 of Regulation Y 

filed by Southwest Bancshares, Inc., San 

Antonio, Texas, to acquire San Antonio Capital 

& Trust Holdings, LLC, San Antonio, Texas, 

and therefore indirectly, San Antonio Capital & 

Trust Company, LLC; San Antonio Trust 

Company, LTA; and San Antonio Capital 

Management, LLC, all of San Antonio, Texas, 

and therefore engage in 'trust company 

functions' and 'financial and investment 

advisory activities' pursuant to Section 

225.28(b)(5) and Section 225.28(b)(6) , 

respectively, of Regulation Y.

SOUTHWEST BANCSHARES, 

INC.

Newspaper:

Federal Register:

4c8 Not applicable

05/21/2013

Strategic Growth Bank Incorporated and 

Strategic Growth Bancorp Incorporated, both of 

El Paso, TX, to acquire 100 percent of Marsh 

Associates, Inc., Charlotte, NC, pursuant to 

Section 4(c)(8) of the BHC Act and Regulation 

Y, and thereby engage in the making, acquiring, 

brokering or servicing of mortgage loans or 

other extensions of credit; acting as agent for 

the private placement of securities; and 

engaging under contract with a third party in 

asset management, servicing, and collection of 

assets.

STRATEGIC GROWTH BANK 

INCORPORATED

* 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 May 4, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

4c8 Not applicable

Not available

CITIC Group Corporation and CITIC Limited, 

both of Bejing, The People's Republic of China, 

to indirectly acquire CLSA Americas, LLC, New 

York, New York, and thereby engage in certain 

permissible nonbanking activities under Section 

225.28(b)(6) and b(7) of Regulation Y.

CITIC GROUP CORPORATION

Newspaper:

Federal Register:

* Branch

Not applicable

East West Bank, Pasadena, California, to 05/06/2013

establish a branch office at 4711 Spring 

Mountain Road, Pad A, Las Vegas, Nevada.

EAST WEST BANK

Newspaper:

Federal Register:

CIC 02/26/2013

02/15/2013

Interagency Notice of Change in Control by the 

Thian Control Group, including Yee Phong 

(Alan) Thian, Fen Fen Thian, Min Yaw Thian, 

Min Tat Thian, and Gim Tie (Tony) Kheng, all of 

Arcadia, California; Fui Ming (Catherine) Thian, 

Lawrence S K Law, and Jor Leong Law all of 

Calabasas, California; Yee Chin (Victor) Thian of 

Glendale, California; Jennifer Wei Lim Kheng of 

San Francisco, California; Jor Teck Law of 

Beijing, China; Min Yang Thian of Kuala 

Lumpur, Malaysia; Min Jie Thian of New York, 

New York; United Overseas Investment, Inc. 

and Eastern Union, Inc., both of Sherman Oaks, 

California; and their related family members and 

interests, to retain 10 percent or more of the 

voting stock of RBB Bancorp, and thereby 

indirectly retain 10 percent or more of the voting 

stock of Royal Business Bank, both of Los 

Angeles, California.

RBB BANCORP

Newspaper:

Federal Register:

CIC 02/26/2013

02/15/2013

Interagency Notice of Change in Control by the 

Kao Control Group, including Dr. Ruey Chyr 

Kao, Je Tsu Kao, and James Kao, all of Las 

Vegas, Nevada; Dr. Min Hwan Kao and Yu Fan 

Kao of Leawood, Kansas; Daniel J. Kao and 

Linda Lee Kao of La Jolla, California; Christina 

Kao of Piscataway, New Jersey; and their 

related family members, to acquire 10 percent or 

more of the voting stock of RBB Bancorp, and 

thereby indirectly acquire 10 percent or more of 

the voting stock of Royal Business Bank, both 

of Los Angeles, California.

RBB BANCORP

Newspaper:

Federal Register:

CIC 02/26/2013

02/15/2013

Interagency Notice of Change in Control by the 

Chang Control Group, including Louis C. Chang 

and Su-Cheng C. Chang, both of Palos Verdes 

Estates, California; Peter Ming Chang of Los 

Alamitos, California; and their related family 

members, to acquire 10 percent or more of the 

voting stock of RBB Bancorp, and thereby 

indirectly acquire 10 percent or more of the 

voting stock of Royal Business Bank, both of 

Los Angeles, California.

RBB BANCORP

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

Federal Reserve Bank of San Francisco

Filings received during the week ending May 4, 2013

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 05/27/2013

05/31/2013

Washington Federal, Inc., Seattle, Washington, 

to become a bank holding company through the 

conversion of Washington Federal from a 

federal savings bank to a national bank, both of 

Seattle, Washington.

WASHINGTON FEDERAL, 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