Federal Reserve Release

H.2

Actions of the Board, Its Staff,

and the Federal Reserve Banks; 

Applications and Reports Received

No. 49 

Week Ending December 8, 2012

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

Forms -- final Board review to implement the Retail Payments Surveys: Depository 

and Financial Institution Payments Survey (FR 3066a); Network, Processor, and 

Issuer Payments Surveys (FR 3066b); Check Sample Survey (FR 3066c); and Retail 

Payments Survey Supplement (FR 3066d).

- Approved, December 6, 2012

Personnel

Division of Reserve Bank Operations and Payment Systems -- appointment of 

Jennifer Lucier and Stuart Sperry as deputy associate directors, Susan Foley as senior 

associate director, Jeff Walker and Tim Maas as assistant directors, and Mike Stan as 

adviser; and division reorganization.

- Approved, December 3, 2012

Reserve Bank Operations

Reserve Bank Directors -- designation of chairs and deputy chairs of the Federal 

Reserve Banks for 2013.

- Announced, December 3, 2012

Enforcement

Anadarko Bank & Trust Company, Anadarko, Oklahoma -- written agreement dated 

August 13, 2007, terminated November 27, 2012.

- Announced, December 6, 2012

Hanmi Financial Corporation, Los Angeles, California, and Hanmi Bank -- written 

agreement dated November 2, 2009, terminated December 4, 2012.

- Announced, December 6, 2012

H.2 Board Actions December 2, 2012 to December 8, 2012

(A/C) = Addition or Correction Board - Page 1 of 2
Enforcement

NASB Financial, Inc., Grandview, Missouri -- written agreement with the Federal 

Reserve Bank of Kansas City.

- Announced, December 4, 2012

H.2 Board Actions December 2, 2012 to December 8, 2012

(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

December 2, 2012 to December 8, 2012

MA Monetary Affairs

Bank Branches, Domestic

American State Bank, Arp, Texas -- to establish a branch at 907 East Southeast 

Loop 323, Tyler.

Dallas

- Approved, December 3, 2012

Bank Holding Companies

Community Bank System, Inc., DeWitt, New York -- to establish BPAS Trust 

Company of Puerto Rico, Inc., San Juan, Puerto Rico, as a limited-purpose trust 

company and thereby engage in non-depository employee benefit trust services and 

activities.

New York

- Withdrawn, December 4, 2012

First State Bancorp of Monticello, Inc. Employee Stock Ownership Plan, Monticello, 

Illinois -- to increase its ownership of First State Bancorp of Monticello, Inc., 

Monticello, and thereby increase its indirect ownership of First State Bank and First 

State Bank of Bloomington, Bloomington.

Chicago

- Approved, December 7, 2012

Sound Financial Bancorp, Inc., Seattle, Washington -- to become a bank holding 

company on conversion of Sound Community Bank, Seattle, from a federal stock 

savings bank to a state-chartered commercial bank.

San Francisco

- Approved, December 7, 2012

(A/C) = Addition or Correction Delegated - 1 of 3
Change in Bank Control

Groesbeck Bancshares, Inc., Groesbeck, Texas -- to retain control of Groesbeck 

Bancshares and its subsidiary, Farmers State Bank, Groesbeck.

Dallas

- Permitted, December 4, 2012

Keystone Community Bancorporation, Keystone, Iowa -- change in bank control of 

Keystone Community Bancorporation and its subsidiary, Keystone Savings Bank, 

Keystone.

Chicago

- Permitted, December 5, 2012

Mid-Missouri Bancshares, Inc., Springfield, Missouri -- change in bank control of 

Mid-Missouri Bancshares and its subsidiary, Mid-Missouri Bank, Springfield.

St. Louis

- Withdrawn, December 5, 2012

RBB Bancorp, Los Angeles, California -- to acquire and retain control of RBB 

Bancorp and its subsidiary, Royal Business Bank, Los Angeles (three notices).

San Francisco

- Returned, December 6, 2012

Wessington Bankshares, Inc., Wessington, South Dakota -- change in bank control of 

Wessington Bankshares and its subsidiary, Heartland State Bank, Redfield.

Minneapolis

- Permitted, December 6, 2012

H.2 Actions under delegated authority December 2, 2012 to December 8, 2012

(A/C) = Addition or Correction Delegated - 2 of 3
Extensions of Time

BB&T Corporation, Winston-Salem, North Carolina -- extension of time to meet 

certain regulatory reporting requirements.

Secretary

- Granted, December 5, 2012

Coastway Bancorp, MHC, Cranston, Rhode Island, and Coastway Bancorp, LLC -- 

extension to March 4, 2013, to become a mutual bank holding company and a stock 

bank holding company, respectively, by acquiring Coastway Community Bank, 

Cranston; and elections to become financial holding companies.

Boston

- Granted, December 4, 2012

East West Bank, Pasadena, California -- extension to February 23, 2013, to establish 

a branch at 9775 Baseline Road #109, Rancho Cucamonga.

San Francisco

- Granted, December 3, 2012

Liberty Bank of Arkansas, Jonesboro, Arkansas -- extension to March 19, 2013, to 

establish a branch at 1400 East Joyce Boulevard, Fayetteville.

Secretary

- Granted, December 4, 2012

International Operations

Lake Forest Bank & Trust Company, Lake Forest, Illinois -- through its Edge 

corporation subsidiary, FIFC Edge International Corp., Lake Forest, to make an 

additional capital contribution to First Insurance Funding of Canada, Inc., Toronto, 

Canada.

Chicago

- Withdrawn, November 30, 2012

(A/C)

H.2 Actions under delegated authority December 2, 2012 to December 8, 2012

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

Federal Reserve Bank of Boston

Filings received during the week ending December 8, 2012

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 December 8, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Canadian Imperial Bank of Commerce, Toronto, 

Ontario, Canada, to convert its existing agency 

to a branch in New York, New York, pursuant to 

Section 211.24(a)(2)(i)(A) of Regulation K.

CANADIAN IMPERIAL BANK 

OF COMMERCE

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

Community Bank System, Inc., DeWitt, New 

York, to establish BPAS Trust Company of 

Puerto Rico, Inc., San Juan, Puerto Rico, as a 

subsidiary, pursuant to Section 211.9(f) of 

Regulation K.

COMMUNITY BANK SYSTEM, 

INC.

Newspaper:

Federal Register:

FBSEA

Not applicable

RBC Investor Services Bank S.A., 01/02/2013

Esch-sur-Alzette, Luxembourg, to establish a 

representative office in New York, New York, 

pursuant to Section 10(a) of the International 

Banking Act, as amended, and Section 211.4(a)

(1) of Regulation K.

RBC INVESTOR SERVICES BANK 

S.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

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 December 8, 2012

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 December 8, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

Investment Not applicable

Not applicable

Prior Notice by Key Equipment Finance 

International, Inc., to Make an Additional 

Investment Pursuant to Section 211.9(f) of 

Regulation K

KEY EQUIPMENT FINANCE 

INTERNATIONAL INC.

* 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 December 8, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

FBSEA Not available

Not applicable

Banque Centrale Populaire, Casablanca, 

Morocco, to establish a representative office in 

Washington, D.C.

BANQUE CENTRALE 

POPULAIRE

Newspaper:

Federal Register:

4c8 Not applicable

12/26/2012

Live Oak Bancshares, Inc., Wilmington, North 

Carolina, to acquire 100% of the voting 

securities of Government Loan Solutions, Inc., 

Cleveland, Ohio, and thereby provide support 

services in connection with the settlement, 

accounting, and securitization processes for 

government guaranteed loans, including loans 

originated under the U.S. Small Business 

Administration loan programs and USDA loans; 

and to acquire 51% of the voting securities of 

Secondary Market Access, LLC, Cleveland, 

Ohio, and engage in activities related to 

extending credit and management consulting.

LIVE OAK BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A5 Not available

01/04/2013

Piedmont Community Bank Holdings, Inc., 

Raleigh, North Carolina, and Crescent Financial 

Bancshares, Inc., Raleigh, North Carolina, to 

acquire 100% of the voting securities of ECB 

Bancorp, Inc., Engelhard, North Carolina, and 

thereby indirectly acquire The East Carolina 

Bank, Engelhard, North Carolina.

PIEDMONT COMMUNITY BANK 

HOLDINGS, INC.

Newspaper:

Federal Register:

CIC 12/21/2012

12/19/2012

Mr. Paul Jerome Mitchell, Columbia, South 

Carolina, to acquire up to 43.43% of the 

outstanding voting shares of SCCB Financial 

Corporation, Coulmbia, South Carolina

SCCB FINANCIAL 

CORPORATION

* Subject to the provisions of the Community Reinvestment Act
District: 5

Federal Reserve Bank of Richmond

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

 713926 FARMERS & MERCHANTS BK, TIMBERVILLE, VIRGINIA 08/20/2012 11/22/2012 S Int Sm Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Atlanta

Filings received during the week ending December 8, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

Not available

4830 Acquistion Company, LLC, to become a 

bank holding company by acquiring 100 percent 

of the outstanding shares of Southern 

Commerce Bank, National Association, both of 

Tampa, Florida.

4830 ACQUISITION COMPANY, 

LLC

Newspaper:

Federal Register:

CIC 12/14/2012

12/24/2012

(12-191) Prior change in control notice filed by 

John D. DuBard and Carolyn DuBard, 

Tallahassee, Florida, to acquire an additional 

2.56 percent of the outstanding common stock 

of BSA Financial Services, Inc., and its 

subsidiary, Bank of St. Augustine, both of St. 

Augustine, Florida. Total pro forma ownership 

will equal 10.40 percent.

BSA FINANCIAL SERVICES, 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

 749635 AUBURNBANK, AUBURN, ALABAMA 08/13/2012 12/02/2012 S Int Sm Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Chicago

Filings received during the week ending December 8, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C

* Branch Not applicable

Central State Bank, Elkader, Iowa, to merge with 12/07/2012

Farmers Savings Bank, Walford, Iowa. As a 

result of the merger, Central State Bank, will 

establish a branch office at 345 Highway 151, 

Walford, Iowa.

CENTRAL STATE BANK

Newspaper:

Federal Register:

CIC Not available

12/18/2012

Members of the Irish and Hodgson family which 

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:

CIC Not available

12/04/2012

Notice by Roger D. Underwood, individually 

and acting in concert with Michael L. 

Underwood, both of Guthrie Center, Iowa, to 

gain control of Guthrie County Bancshares, Inc., 

Guthrie Center, Iowa and thereby Guthrie 

County State Bank, Panora, Iowa.

GUTHRIE COUNTY 

BANCSHARES, INC.

Newspaper:

Federal Register:

CIC Not available

12/12/2012

Notice of Change in Control by Horizon 

Bancorp Employee Stock Ownership Plan to 

acquire 10 percent or more of the outstanding 

voting shares of Horizon Bancorp, and thereby 

indirectly acquire additional shares of Horizon 

Bank, National Association, all of Michigan 

City, Indiana.

HORIZON BANCORP

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

Federal Reserve Bank of Chicago

Filings received during the week ending December 8, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

11/20/2012

Notice by the group consisting of: JPMorgan 

Chase Bank, N.A., Naperville, Illinois as Trustee 

of the Jerry C. Bradshaw Family Trust - GST 

Non-Exempt Trust and the Jerry C. Bradshaw 

Family Trust - GST Exempt Trust; Charles M. 

Shea, Wilmette, Illinois, as committee member of 

the Jerry C. Bradshaw Family Trust - GST 

Non-Exempt Trust and the Jerry C. Bradshaw 

Family Trust - GST Exempt Trust; Molly Boed, 

Wassenaar, Netherlands, as 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 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., and thereby 

retain indirect control Marseilles Bank, both of 

Marseilles, Illinois.

MARSEILLES 

BANCORPORATION, INC.

Newspaper:

Federal Register:

CIC Not available

Not available

Trident SBI Holdings, LLC; Trident V, L.P.; 

Trident V Parallel Fund, L.P.; Trident V 

Professionals Fund, L.P.; Trident Capital V, L.P.; 

Trident Capital V-PF, L.P.; Stone Point GP Ltd; 

CD Trident V, LLC; and Charles A. Davis, all of 

Greenwich, Connecticut, as a group acting in 

concert, to acquire control of Standard 

Bancshares, Inc., Hickory Hills, Illinois, and 

thereby indirectly acquire control of Standard 

Bank and Trust Company, Hickory Hills, Illinois.

STANDARD BANCSHARES, INC.

Newspaper:

Federal Register:

* 4c8 11/30/2012

11/30/2012

Talmer Bancorp, Inc., Troy, Michigan, requests 

approval to acquire First Place Bank, Warren, 

Ohio, a savings Association.

TALMER BANCORP INC.

Newspaper:

Federal Register:

CIC Not available

12/24/2012

Notice by The Guttau Family consisting of 

Michael K. Guttau, Judith Ann Guttau, and the 

Heidi Guttau-Fox and Joshua Guttau Irrevocable 

Living Trust, Treynor, Iowa, Heidi Ann 

Guttau-Fox, Minden, Iowa, and Joshua Michael 

Guttau, Treynor, Iowa, as Trustees, as group 

acting in concert, to retain control of Treynor 

Bancshares, Inc., Treynor, Iowa, and thereby 

indirectly control Treynor State Bank, Treynor, 

Iowa.

TREYNOR BANCSHARES, INC.

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

Federal Reserve Bank of Chicago

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of St. Louis

Filings received during the week ending December 8, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

12/26/2012

Ozark Bancorp, Inc., Salem, Missouri, to become 

a bank holding company through the 

conversion of its wholly-owned subsidiary, 

Progressive Ozark Bank, Savings Bank, Salem, 

Missouri, from a federally chartered savings 

bank to a state chartered commercial bank.

OZARK BANCORP, INC.

Newspaper:

Federal Register:

Member Not applicable

Not applicable

Progressive Ozark Bank, FSB, Salem, Missouri, 

to become a member of the Federal Reserve 

System.

PROGRESSIVE OZARK BANK, 

F.S.B.

Newspaper:

Federal Register:

CIC 12/21/2012

12/18/2012

Notice by Thomas H. Brouster, Sr., St. Louis, 

Missouri, acting individually, and in concert 

with a control group, to gain control of Reliance 

Bancshares, Inc., Des Peres, Missouri. The 

control group consists of Mr. Brouster, Thomas 

H. Brouster Trust TTE, Thomas H. Brouster 

Family Trust and Meredith E. Brouster Trust, 

Brouster & Associates, LLC, Thomas H. 

Brouster Consulting Pension Trust, and 

Thomas H. Brouster Consulting Pension Trust 

II, all of St. Louis, Missouri; and Gaines S. 

Dittrich Self Directed IRA, Gaines S. Dittrich, 

Trustee of The Gaines S. Dittrich Revocable 

Trust dated May 6, 1997, as amended, and 

Dittrich & Associates, all of Rogers, Arkansas; 

and Lawrence P. Keeley, Jr., St. Louis, Missouri; 

Robert M. Cox, Jr., Frontenac, Missouri; Dr. 

Richard M. Demko, Chesterfield, Missouri; 

Allan D. Ivie, IV and Allan D. Ivie, IV Self 

Directed IRA, both of St. Louis, Missouri; Scott 

A. Sachtleben, Belleville, Illinois; Robert K. 

Jakel Living Trust, Robert Jakel Trustee, 

Highland, Illinois; Eric K. Jakel as trustee of the 

Eric K. Jakel Living Trust u/a dated 6/6/85, 

Highland, Illinois; Sterling K. Jakel Living Trust 

dated 5/3/85, Sterling Jakel Trustee, Naples, 

Florida; Otto K. Jakel Living Trust dated 

11/26/91, Otto K. Jakel Trustee, Clarmont, 

Georgia; Gordon Jakel, Scottsdale, Arizona; 

John W. Bradley Revocable Living Trust dated 

2/19/92 and John B. Bradley Revocable Living 

Trust dated 12/12/07, John Bradley, Trustee, 

Kirkwood, Missouri; Ned Stanley, Ladue, 

Missouri; and David Sindelar, St. Louis, 

Missouri.

RELIANCE 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

 728742 FARMERS BK & CAPITAL TC, FRANKFORT, KENTUCKY 05/07/2012 12/03/2012 S Int Sm 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 December 8, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC 12/12/2012

11/15/2012

Notice of Change in Control by the Philip G. 

Amundson 2012 Irrevocable Grantor Trust, 

Sioux Falls, South Dakota, Matt Amundson, 

Trustee, Hendricks, Minnesota, Angie Mixner, 

Trustee, Sioux Falls, South Dakota, and Blair 

Folkens, Trustee, Brandson, South Dakota, to 

acquire 25 percent or more of the shares of 

Beulah Bancorporation, Inc., Sioux Falls, South 

Dakota, and thereby indirectly acquire control 

of First Security Bank - West, Beulah, North 

Dakota, and Valley Bank and Trust, Mapleton, 

Iowa. In addition, Philip G. Amundson 2012 

Irrevocable Grantor Trust and its trustees, 

propose to join the Amundson Family group, 

which controls Beulah Bancorporation, Sioux 

Falls, South Dakota, and thereby indirectly 

controls, First Security Bank - West, Beulah, 

North Dakota, and Valley Bank and Trust, 

Mapleton, Iowa.

BEULAH BANCORPORATION, 

INC.

Newspaper:

Federal Register:

CIC Not available

12/17/2012

Change in Control notice by Stephen 

Wellington, Jr., Saint Paul, Minnesota, to 

acquire 10 percent or more of the shares of Plato 

Holdings, Inc., Saint Paul, Minnesota, and 

thereby indirectly gain control of Drake Bank, 

Saint Paul, Minnesota. This proposal is related 

to the proposed redemption of subordinated 

debt issued by Plato Holdings under the TARP 

CPP.

PLATO HOLDINGS, 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 December 8, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

CIC Not available

Not available

Notice submitted by Troy and Crystal 

Faulkender, Oakley, Kansas; Jay and Brandy 

Todd, Hoxie, Kansas; Darvin and Tammi Strutt, 

Colby, Kansas; Sharon and Ronnie 

Schamberger, Hoxie, Kansas; Crystal Ann 

Trauer, trustee of the Laurence Duane Trauer 

Tax Shelter Trust and the Crystal Ann Trauer 

Revocable Trust, both in Hays, Kansas; Nichole 

and Bret Tremblay, Manhattan, Kansas; Leslea 

and Brett Oelke, Hoxie, Kansas; Brittany 

Schamberger, Hoxie, Kansas, Taylore 

Schamberger, Hoxie, Kansas; Jerry and Melissa 

Spresser, Hoxie, Kansas; Larry and Julie 

Spresser, Pittsburg, Kansas; and Brian and 

Sheri Baalman, Menlo, Kansas; as a group 

acting in concert, to acquire control of Big Mac 

Bancshares, Inc., Hoxie, Kansas, parent of 

Peoples State Bank, McDonald, Kansas.

BIG MAC BANCSHARES, INC.

Newspaper:

Federal Register:

* 3A5 12/19/2012

12/20/2012

Hope Bancshares, Inc., Hope, Kansas, to 

acquire 100 percent of the voting shares of 

ABM Holding Company, parent of The Citizens 

State Bank, both in Miltonvale, Kansas.

HOPE BANCSHARES, INC.

Newspaper:

Federal Register:

* Branch

Not applicable

KCB Bank, Kearney, Missouri, to establish a 12/15/2012

branch at 110 S. Stewart Road, Liberty, 

Missouri.

KCB BANK

Newspaper:

Federal Register:

CIC Not available

12/28/2012

Notice submitted by Ellen Records Morgan, 

Oklahoma City, Oklahoma, as co-trustee, to 

acquire control of the Martha E. Records 2009 

GST Exempt Family Trust, the Martha E. 

Records 2009 Non-Exempt Family Trust, the 

Kathryn R. Ryan 2007 GST Exempt Family Trust, 

and the Kathryn R. Ryan 2007 Non-Exempt 

Family Trust, all of Oklahoma City, Oklahoma, 

and thereby acquire control of additional shares 

of Midland Financial Co., parent of MidFirst 

Bank, both of Oklahoma City, Oklahoma.

MARTHA E. RECORDS 2009 GST 

EXEMPT FAMILY TRUST

Newspaper:

Federal Register:

3A1 Not applicable

Not applicable

Premier Bancshares, Inc., to become a bank 

holding company through the acquisition of 100 

percent of the voting shares of Premier Bank, 

both in Omaha, Nebraska.

PREMIER BANCSHARES, INC.

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

Federal Reserve Bank of Kansas City

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

 1421161 BANK OF BLUE VALLEY, OVERLAND PARK, KANSAS 08/13/2012 11/26/2012 S Int Sm Bank

 2396604 BANK OF STAR VALLEY, AFTON, WYOMING 08/27/2012 11/26/2012 S Small Bank

 64552 BANK2, OKLAHOMA CITY, OKLAHOMA 08/13/2012 11/15/2012 S Small Bank

 177957 PEOPLES BK, LAWRENCE, KANSAS 08/06/2012 11/19/2012 S Int Sm Bank

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

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

Federal Reserve Bank of Dallas

Filings received during the week ending December 8, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 18C Not available

* Branch Not applicable

American State Bank, Arp, Texas, to acquire by 

merger East Texas National Bank of Palestine, 

Palestine, Texas; to establish branches at 207 

West Spring Street, Palestine, Texas 75801; 1718 

11th Street, Huntsville, Texas 77340; and 101 

North McKinney Street, Mexia, Texas 76667; 

and for consent to exercise trust powers 

pursuant to 12 C.F.R. Section 208.3(d)(2).

AMERICAN STATE BANK

Newspaper:

Federal Register:

* 3A3 Not available

12/19/2012

Quanah Financial Corporation Employee Stock 

Ownership Plan, Quanah, Texas, to retain 32.73 

percent of Quanah Financial Corporation, 

Quanah, Texas, and indirectly First Capital 

Bank, Quanah, Texas.

QUANAH FINANCIAL 

CORPORATION EMPLOYEE 

STOCK OWNERSHIP PLAN

* 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 December 8, 2012

Filer Filing Type Filing Proposal End of Comment Period

Newspaper:

Federal Register:

* 3A1 Not available

12/28/2012

First Northwest Bancorp, Port Angeles, 

Washington, to become a bank holding 

company upon the conversion of First Federal 

Savings and Loan Association of Port Angeles, 

Port Angeles, Washington, from a mutual to 

stock savings bank.

FIRST NORTHWEST BANCORP

Newspaper:

Federal Register:

CIC Not available

10/30/2012

Notice by Thomas Galt Atwood, Glen Ellen, 

California, and Cypress Abbey Company, 

Colma, California, to retain 10 percent or more of 

the outstanding shares of capital stock of FNB 

Bancorp, and thereby indirectly retain 10 perent 

or more of the voting shares of First National 

Bank of Northern California, both of South San 

Francisco, California.

FNB BANCORP

Newspaper:

Federal Register:

CIC Not available

11/21/2012

Notice of Change in Control by Barbara Marie 

Kershaw, Newport Beach, California, to retain 

her controlling interest of approximately 17.1% 

of the voting common stock of Malaga Financial 

Corporation and thereby indirectly Malaga 

Bank, FSB, both of Palos Verdes Estates, 

California.

MALAGA FINANCIAL 

CORPORATION

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

Federal Reserve Bank of San Francisco

Availability of CRA Public Evaluations 

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

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

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

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

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

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

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

O = Outstanding

S = Satisfactory

NI = Needs to improve

SN = Substantial noncompliance

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

Exam Method

CRA

Institution / Location Exam Date Rating

RSSD

ID

CRA

Public Date

NONE

CRA Examinations scheduled for Quarter of 

Institution Location

NONE

* Subject to the provisions of the Community Reinvestment Act