Federal Reserve Release, H.2A, Notice of Formations and Mergers of, and Acquisitions by, Bank Holding Companies; Change in Bank Control; title with eagle logo links to home page
Release Date: November 6, 2009

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The following companies and individuals seek System approval to acquire a bank holding company, a bank, or a nonbanking company in a transaction that is subject to the Bank Holding Company Act of 1956 (12 U.S.C. 1841 et seq.), the Change in Bank Control Act (12 U.S.C.1817(j)), Regulation Y (12 CFR Part 225), or other applicable statutes and regulations. Comments regarding the applications and notices must be received in writing at the Reserve Bank indicated, or at the Board of Governors, no later than the end of the public comment period. Addresses for the Board and Federal Reserve Banks are listed at the end of this release.

The public portions of the applications and notices, as well as other related filings required by the Board, may be obtained on an expedited basis by contacting the appropriate Federal Reserve Bank; addresses are listed at the end of this release. Applications and notices also may be obtained from the Board. Additional information on all bank holding companies may be obtained from the National Information Center website at www.ffiec.gov/nic/.

Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of Comment Period
(mm/dd/yy)

Astrid Salim, Singapore, and Axton Salim, Jakarta, Indonesia to individually acquire voting shares of GBC Holdings, Inc., and thereby indirectly acquire voting shares of GBC International Bank, both of Los Angeles, California CIBC San Francisco 10/05/09
BancFirst Corporation, Oklahoma City, Oklahoma to acquire 100 percent of the voting shares of First Jones Bancorporation, Inc., and thereby indirectly acquire voting shares of First State Bank, both of Jones, Oklahoma 3 Kansas City 11/13/09
Banco de Sabadell, S.A., Sabadell, Spain has applied to acquire 100 percent of the voting shares of Mellon United National Bank, Miami, Florida 3 Atlanta 10/02/09
Banco do Brasil, S.A., Brasilia, Brazil, and Caixa de Previdencia dos Funcionarios do Banco do Brasil, Rio De Janiero, Brazil to engage in securities brokerage activities in the United States through Banco Votorantim Securities, Inc., Sao Paulo, Brazil, pursuant to sections 225.28(b)(6)(ii); (b)(6)(iii); (b)(6)(iv); (b)(7)(i); (b)(7)(ii); (b)(7)(iii) & (b)(7)(v) of Reg. Y 4 New York 09/22/09
Belva H. Rasmussen 2009 Grantor Retained Annuity Trust(1), Falcon Heights, MN; Eva B. Rasmussen, Edina, MN; Pamela M. Harris, Falcon Heights, MN; & Teresa Rasmussen Trangsrud, Orono, MN, trustees, to join a group acting in concert w/ Belva CONTINUED to acquire voting shares of Northeast Securities Corporation, and thereby indirectly acquire voting shares of Northeast Bank, both of Minneapolis, Minnesota CIBC Minneapolis 10/21/09
Belva H. Rasmussen 2009 Grantor Retained Annuity Trust(2), H. Rasmussen, individually, and with Belva H. Rasmussen, Teresa Rasmussen Trangsrud and Lyle Delwyche, trustees of the Walter C. Rasmussen Marital Trust CONTINUED to acquire voting shares of Northeast Securities Corporation, and thereby indirectly acquire voting shares of Northeast Bank, both of Minneapolis, Minnesota CIBC Minneapolis 10/21/09
Belva H. Rasmussen 2009 Grantor Retained Annuity Trust(3), Under Agreement dated December 26, 1985, and the Walter C. Rasmussen Family Trust Under Agreement dated December 26, 1985 (together, the "Rasmussen Family Group" to acquire voting shares of Northeast Securities Corporation, and thereby indirectly acquire voting shares of Northeast Bank, both of Minneapolis, Minnesota CIBC Minneapolis 10/21/09
BW Acquisition, LLC Fountain Green, Utah to become a bank holding company by acquiring 57.7 percent of the voting shares of Utah Community Bancorp, and thereby indirectly acquire Utah Community Bank, both of Sandy, Utah 3 San Francisco 10/19/09
CapGen Capital Group III LLC, and CapGen Capital Group III LP, both of New York, New York; to become bank holding companies by acquiring 10.2 percent of the voting shares of Seacoast Banking Corporation of Florida, and thereby indirectly acquire voting shares of Seacoast National Bank, both of Staurt, Florida 3 Richmond 10/02/09
CapGen Capital Group LLC, and CapGen Capital Group LP, both of New York, New York to acquire an additional 14.4 percent, for a total of 36.2 percent, of the voting shares of The BANKshares, Inc., and thereby indirectly acquire additional voting shares of BankFIRST, both of Winter Park, Florida 3 Richmond 10/26/09
CBM Florida Holding Company, Milan, New York to become a bank holding company by acquiring 51 percent of the voting shares of Community Bank of Manatee, Bradenton, Florida 3 Atlanta 07/06/09
Central Bancompany, Inc., Jefferson City, Missouri to acquire 100 percent of the voting shares of Overland Bancorp, Inc., and thereby indirectly acquire voting shares of Bank of Belton, both of Belton, Missouri 3 St. Louis 11/23/09
Charles River Bancorp, MHC and Charles River Bancorp, Inc., both of Medway, Massachusetts to become a mutual bank holding company and stock bank holding company, respectively, by acquiring 100 percent of the voting shares of Charles River Bank, Medway, Massachusetts 3 Boston 11/18/09
Community Bancorp of Louisiana, Inc., Raceland, Louisiana to merge with United Community Bancshares, Inc., and thereby indirectly acquire United Community Bank, both of Gonzales, Louisiana 3 Atlanta 12/07/09
Community First Bancshares, Inc., Harrison, Arkansas, and White River Bancshares Company, Fayetteville, Arkansas to engage directly in lending activities, pursuant to section 225.28(b)(1)of Regulation Y 4 St. Louis 10/27/09
Darin J. Latterall, Kelliher, Minnesota, to acquire 25 percent or more of the voting shares of Kelliher Bancshares, Inc., Kelliher, Minnesota, and thereby indirectly gain control of Citizens State Bank of Kelliher, Kelliher, Minnesota CIBC Minneapolis 10/24/09
Don Rhee, Bok Kyung Rhee, and the Rhee Family Trust, all of Los Angeles, California CORRECTION to acquire additional voting shares of Saehan Bancorp, and thereby indirectly acquire additional voting shares of Saehan Bank, both of Los Angeles, California CORRECTION CIBC San Francisco 05/08/09
Douglas N. Neighbor(1), Kent M. Neighbor, & Gene R. Neighbor, individually to acquire, and the Neighbor Family which consists of Doug & Marva Neighbor, Marion, IA; Gene & Betty Jean Neighbor, Alburnett, IA; Kent & Irene Neighbor, Winthrop, IA CONTINUED to retain voting shares of Neighbor Insurance Agency, Marion, Iowa, and thereby acquire, and or retain voting shares of Farmers State Bank, Marion, Iowa CIBC Chicago 09/30/09
Douglas N. Neighbor(2); Sandra K. Waring, Walker, IA; Steven K. Neighbor; Scott M. Neighbor; Mark A. Neighbor, all of Center Point, IA; Eldon L. Neighbor, Central City, IA; Konnie I. Borrett, Marion, IA; Stephanie R. Neighbor, Cedar Rapids, IA CONTINUED to retain voting shares of Neighbor Insurance Agency, Marion, Iowa, and thereby acquire, and or retain voting shares of Farmers State Bank, Marion, Iowa CIBC Chicago 09/30/09

Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of Comment Period
(mm/dd/yy)

Douglas N. Neighbor(3); Brent B. Neighbor, Tijeras, NM; Brad D. Neighbor, Espanola, NM; Todd D. Neighbor, Marion, IA; Jason M. Neighbor, Alburnett, IA; & Michael G. Neighbor, Bettendorf, IA; as a group acting in concert to retain voting shares of Neighbor Insurance Agency, Marion, Iowa, and thereby acquire, and or retain voting shares of Farmers State Bank, Marion, Iowa CIBC Chicago 09/30/09
Eagle Financial Corp., Casey, Illinois to become a bank holding company by acquiring 100 percent of the voting shares of Casey State Bank, Casey, Illinois, and First State Bank, Biggsville, Illinois 3 Chicago 09/03/09
EB Financial Group, Inc., Hinsdale, Illinois. to become a bank holding company by acquiring 100 percent of the voting shares of Baytree National Bank & Trust Company, Lake Forest, Illinois 3 Chicago 12/04/09
EdBancorp, Inc., and Educational Services of America, Inc., both of Knoxville, TN Community Bank of the Cumberlands, Jamestown, TN & EdSouth Funding, LLC, Knoxville, TN & engage in making, acquiring, and brokering loans, or other extensions of credit 225.28(b)(1) of Reg. Y 3 and 4 Atlanta 08/29/08
Educational Funding of the South, Inc., Knoxville, Tennessee to become a bank holding company by acquiring 100% of the voting shares of Community Bank of the Cumberlands, Jamestown, Tennessee 3 Atlanta 12/26/08
Educational Funding of the South, Inc., Knoxville, Tennessee to engage in making, acquiring, brokering, or servicing loans, or other extensions of credit, pursuant to section 225.28(b)(1) of Regulation Y 4 Atlanta 12/16/08
Educational Services of America, Inc. and Educational Funding of the South, Inc., both of Knoxville, Tennessee to engage in community development activities, pursuant to section 225.28(b)(12) of Regulation Y 4 Atlanta 03/16/09
FB Bancorp, San Diego, California to become a bank holding company by acquiring 100 percent of the voting shares of First Business Bank, National Association, San Diego, California 3 San Francisco 10/13/09
First American Financial Management Company, Salisbury, North Carolina to become a bank holding company by acquiring 100 percent of the voting shares of Community Bank of Rowan, Salisbury, North Carolina 3 Richmond 10/09/09
First National Security Company, Hot Springs, Arkansas to acquire 100 percent of the voting shares of Heritage Capital Corporation, and thereby indirectly acquire voting shares of Heritage Bank, both of Jonesboro, Arkansas 3 St. Louis 11/30/09
First Oklahoma Holdings, Inc., Tulsa, Oklahoma; to become a bank holding company by acquiring 100 percent of the voting shares of Glencoe State Bank, Glencoe, Oklahoma. 3 Kansas City 09/30/09
Franklin Resources, Inc., San Mateo, California to acquire up to 7 percent of the voting shares of State Bank and Trust Company, Pinehurst, Georgia. 3 Chicago 09/21/09
Gail S. Moran; Carroll E. and Holly L. Moran, individually; and Carroll E. Moran, as trustee of the Moran Irrevocable Trust, each of Rice, Texas; to acquire 23 percent or more of the outstanding shares of common stock and thereby control of Rice Bancshares, Inc., Rice, Texas, the parent company of The First State Bank, Rice, Texas. CIBC Dallas 11/18/09
Hantz Holdings, Inc., Southfield, Michigan to become a bhc by acquiring 100 % of the voting shares of Davison State Bank, Davison, MI & Tranex Financial, Inc., Southfield, MI, & thereby engage in making & servicing loans, pursuant to section 225.28(b)(1) of Reg. Y 3 and 4 Chicago 06/22/09
Harmon A. Brown, Chicago, Illinois; to become independent trustee of the LCK 1993 Trust; LCK Dynasty Trust; LCK Legacy Trust; the Katz Millennium Trust; and LCK Trust No. 2 acquire voting shares of First Community Bancshares, Inc., Killeen, Texas, and thereby indirectly acquire voting shares of FCBI Delaware Inc., Wilmington, Delaware, First National Bank Texas, Killeen, Texas, and Fort Hood National Bank, Fort Hood, Texas CIBC Dallas 10/13/09
Ida Grove Bancshares, Inc., Ida Grove, Iowa to engage de novo in leasing personal or real property, pursuant to section 225.28(b)(3) of Regulation Y 4 Chicago 11/16/09
Iowa Credit Union League, and Affiliates Management Company, both of Clive, Iowa to acquire 100% of the voting shares of The Members Group, Inc., Clive, IA, & thereby engage in data procesing, real estate leasing, & asset management, servicing, & collection activities, pursuant to 225.28(2)(vi), (b)(3), & (b)(14)(i) of Reg. Y 4 Chicago 10/29/09
Iowa Credit Union League, and Affiliates Management Company, both of Clive, Iowa to acquire 53 percent of the voting shares of Community Business Lenders, L.L.C., Clive, Iowa, and thereby engage in extending credit and servicing loans, pursuant to section 225.28(b)(1) of Regulation Y 4 Chicago 10/29/09
Iowa Credit Union League, and Affiliates Management Company, both of Clive, Iowa to acquire 89 percent of the voting shares of TMG Financial Services,Inc., Clive, Iowa, and thereby engage in extending credit and servicing loans, pursuant to section 225.28(b)(1) of Regulation Y 4 Chicago 10/29/09
Iowa Credit Union League, and Affiliates Management Company, both of Clive, Iowa to acquire 90 percent of the voting shares of Coopera Consulting, L.L.C., Clive, Iowa, and thereby engage in community development advisory activities, pursuant to section 225.28(b)(12)(ii) of Regulation Y 4 Chicago 10/29/09

Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of Comment Period
(mm/dd/yy)

Iowa Credit Union League, Clive, Iowa to become a bank holding company by acquiring 100 percent of the voting shares of Affiliates Management Company, Clive, Iowa, and thereby indirectly acquire CreditCard National Bank, Tucson, Arizona 3 Chicago 10/26/09
Jay Sidhu, Mohnton, Pennsylvania to acquire voting shares of New Century Bank, Phoenixville, Pennsylvania CIBC Philadelphia 10/05/09
JJR Holding Company, Brick, New Jersey to acquire 100 percent of the voting shares of First BankAmericano, Elizabeth, New Jersey 3 Philadelphia 06/29/09
Ladder Capital Finance Holdings LLC, and Ladder Midco LLC, both of New York, New York to engage in commercial real estate finance or commercial mortgage backed securities or swaps to hedge risks or related advisory, management or servicing activities, pursuant to sections 225.28(b)(1), (b)(2)(iv); (b)(7)(i), (iii) & (b)(8)(ii)(B) & (C) 4 New York 10/09/09
Ladder Capital Finance Holdings LLC, and Ladder Midco LLC, both of New York, New York to become bank holding companies by acquiring 100 percent of the voting shares of FirstCity Bank of Commerce, North Palm Beach, Florida 3 Atlanta 10/09/09
Laura G. Gard Revocable Living Trust, Laura G. Gard, Trustee, Marshall, Illinois to acquire additional voting shares of Herky Hawk Financial Corp., Monticello, Iowa, and thereby inidrectly acquire additional voting shares of Citizens State Bank, Monticello, Iowa, and New Vienna Savings Bank, New Vienna, Iowa CIBC Chicago 09/04/09
Linn County Bancshares, Inc., Brookfield, Missouri to become a bank holding company by acquiring 100 percent of the voting shares of, and thereby merge with, First Missouri Bancshares, Inc., and indirectly acquire voting shares of First Missouri National Bank, both of Brookfield, Missouri 3 Kansas City 10/13/09
Lovell Minnick Holdings, LLC; Lovell Minnick Partners, LLC; Lovell Minnick Equity Advisors II, LLC; Lovell Minnick Equity Partners II, L.P.; and LM-SNBT, LLC, all of El Segundo, California to acquire voting shares of Three Shores Bancorporation, Inc., and thereby indirectly acquire voting shares of Seaside National Bank & Trust, both of Orlando, Florida CIBC Atlanta 10/13/09
Manhattan Banking Corporation, Manhattan, Kansas to retain 5.85 percent of the voting shares of Sonoran Bank, N.A., Phoenix, Arizona. 3 Kansas City 09/24/09
Mary Jean Jensen, Lemmon, SD, to join a group acting in concert, consisting of Carveth and Margaret Thompson, Lead, SD; Gary and Nancy Vance, Faith, SD; Eldon Jensen, Lemmon, SD; & Morris Gustafson, Faith, SD and retain and acquire voting shares of Faith Bank Holding Company, and thereby indirectly retain and acquire voting shares of Farmers State Bank, both of Faith, South Dakota CIBC Minneapolis 11/17/09
Mason National Bank Employee Stock Ownership Plan and Trust, Mason, Texas; to acquire additional shares up to 34.7 percent of Mason National Bancshares, Inc., Mason, Texas, and indirectly acquire The Mason National Bank, Mason, Texas. 3 Dallas 09/30/09
Max Bancorp, LLC, New York, New York; to become a bank holding company by acquiring a majority of the voting shares of Sandhills Holding Company, Inc. and indirectly, Sandhills Bank, both of North Myrtle Beach, South Carolina. 3 New York 09/24/09
Middlefield Banc Corp, Inc., Columbus, Ohio to engage de novo through its subsidary, EMORECO, Inc., Dublin, Ohio, in activities related to extending credit and servicing loans, pursuant to sections 225.28(b)(1) and (b)(2) of Regulation Y 4 Cleveland 10/20/09
Mitsubishi UFJ Financial Group, Inc., The Bank of Tokyo-Mitsubishi UFJ, Ltd., both of Tokyo, Japan, and UnionBanCal Corporation, San Francisco, California CORRECTED to acquire Texas First Bank-Winnie, Winnie, Texas, and simultaneously merge it with and into Union Bank, National Association, San Francisco, California CORRECTED 3 San Francisco 08/28/09
Morgan Stanley, New York, New York to acquire up to 9.9% of the voting shares of the outstanding common stock of United Western Bancorp, Inc., & its subsidiary, United Western Bank, both of Denver, CO, & thereby engage in operating a savings association, 225.28(b)(4)(ii) 4 New York 05/26/09
Nantahala Bancshares, Inc., Franklin, North Carolina to become a bank holding company by acquiring 100 percent of the voting shares of Nantahala Bank & Trust Company, Franklin, North Carolina 3 Richmond 10/23/09
NB & T Financial Group, Inc., Employee Stock Ownership Plan, Wilmington, Ohio, and NB and T Financial Group, Inc., Wilmington, Ohio to acquire 100 percent of the voting shares of Community National Corporation, Franklin, Ohio and thereby indirectly acquire The Community National Bank, Franklin, Ohio. 3 Cleveland 09/23/09
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.; & Ira M. Lubert, W. Kirk Wycoff & James J. Lynch, Philadelphia, PA to acquire voting shares of TIB Financial Corp., and thereby indirectly acquire voting shares of TIB Bank, both of Naples, Florida CIBC Philadelphia 11/13/09
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.; & Ira M. Lubert; W. Kirk Wycoff & James J. Lynch, Philadelphia, PA to acquire voting shares of Heritage Oakes Bancorp, and thereby indirectly acquire voting shares of Heritage Bank, both in Paso Robles, California CIBC Philadelphia 10/27/09
PCAP Managers, LLC; Parthenon Investors III, L.P.; PCAP Associates; J&R Advisors F.F., LLC; J&R Founders Fund II, L.P.; and PCAP-SNBT, LLC, all of Boston, Massachusetts to acquire voting shares of Three Shores Bancorporation, Inc., and thereby indirectly acquire voting shares of Seaside National Bank & Trust, both of Orlando, Florida CIBC Atlanta 10/13/09

Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of Comment Period
(mm/dd/yy)

Pennsylvania Commerce Bancorp, Inc., Harrisburg, Pennsylvania to merge with Republic First Bancorp, Inc., and thereby indirectly acquire Republic First Bank, both of Philadelphia, Pennsylvania 3 Philadelphia 04/09/09
Philip Eugene Jossi, and Marian Joanne Hardin, both of Kearney, Nebraska; James Andrew Bodyfield, Ericson, Nebraska; and Keith Weldon Carlson, Lincoln, Nebraska to acquire voting shares of Riverdale Bancshares, Inc., and thereby indirectly acquire voting shares of State Bank of Riverdale, both in Riverdale, Nebraska CIBC Kansas City 11/09/09
Porter Bancorp, Inc., Louisville, Kentucky; to acquire 100 percent of Citizens First Corporation, Bowling Green, Kentucky, and thereby indirectly acquire Citizens First Bank, Bowling Green, Kentucky. 3 St. Louis 11/30/09
Pratt Community Bancshares, Inc., Pratt, Kansas to become a bank holding company by acquiring 100 percent of the voting shares of, and thereby merge with First Pratt Bancshares, Inc., and indirectly acquire voting shares of First National Bank in Pratt, both in Pratt, Kansas 3 Kansas City 10/16/09
Private Bancorp of America, Inc., La Jolla, CA to become a bank holding company by acquiring 100 percent of the voting shares of San Diego Private Bank, La Jolla, CA 3 San Francisco 09/25/09
Richard A. Jensen, WaKeeney, KS; David J. Steeples, & Vicki A. Berkley, Stockton, KS; Lila J. Alexander, Houston, TX; all as trustees; Brian J. Berkley GST Trust; James E. Berkley GST Trust, both of Stockton, KS; as members of the Berkley family group to retain or acquire control of Relianz Bancshares, Inc., and thereby indirectly retain control of RelianzBank, both of Wichita, KS CIBC Kansas City 09/10/09
RMB Holdings, LLC, and ATB Management, LLC, both of Birmingham, Alabama to acquire up to 35.45 percent of the voting shares of Americus Financial Services, Inc., and thereby indirectly acquire voting shares of Red Mountain Bank, N.A., both of Birmingham, Alabama 3 Atlanta 10/02/09
Robert B. Dunkin, Sr., Harlingen, TX(1); Gilbert Garza, San Benito, TX; & Fred L. Cole, Jr., Harlingen, TX, as Trustees of a Voting Trust Agreement (Agreement) with respect to First San Benito Bancshares Corporation (the Company), CONTINUED to acquire voting shares of the Company, and thereby indirectly acquire voting shares of First Community Bank, National Association, San Benito, Texas CIBC Dallas 09/29/09
Robert B. Dunkin, Sr., Harlingen, TX(2); San Benito, Texas, along with the shareholders that are parties to the Agreement: James S. Benson; Fred and Martha Cole, Jr.; Elizabeth Ann Cole, all of Harlingen, Texas; Charles A. Cox, CONTINUED to acquire voting shares of the Company, and thereby indirectly acquire voting shares of First Community Bank, National Association, San Benito, Texas CIBC Dallas 09/29/09
Robert B. Dunkin, Sr., Harlingen, TX(3); Tampico, Tamaulipas, Mexico; Wendell J. Cox, Rockwall, Texas; Betty Joyce DeCarriere, San Benito, Texas; Annette Dillard; Lee Roy Dillard Jr., both of Georgetown, Texas; Robert B. Dunkin, Sr., CONTINUED to acquire voting shares of the Company, and thereby indirectly acquire voting shares of First Community Bank, National Association, San Benito, Texas CIBC Dallas 09/29/09
Robert B. Dunkin, Sr., Harlingen, TX(4); Harlingen, TX; Robert B. Dunkin, II, West Palm Beach, FL; Charles O. Eubanks, Harlingen, TX; Gilbert Garza, San Benito, TX; Sue Ann Holloman, Harlingen, TX; Estate of Warren Jackson; Angelia G. Leal, CONTINUED to acquire voting shares of the Company, and thereby indirectly acquire voting shares of First Community Bank, National Association, San Benito, Texas CIBC Dallas 04/01/09
Robert B. Dunkin, Sr., Harlingen, TX(5); both of San Benito, TX; Tracey M. Longshore, Friendswood, TX; Elisa or Joe E. Lopez, Harlingen, TX; Joaquin L. Lopez, McAllen, TX; F.L. or Concepcion Lopez, Jr.; Carlos Muniz, both of Harlingen, TX CONTINUED to acquire voting shares of the Company, and thereby indirectly acquire voting shares of First Community Bank, National Association, San Benito, Texas CIBC Dallas 09/29/09
Robert B. Dunkin, Sr., Harlingen, TX(6); Janet Miles Murphy, Birmingham, AL; John F. & Ann K. Phillips, Jr., Harlingen, TXs; Beto & Carmen Ramirez, San Benito, TX; Phyllis M. Robinson, Burlington, IA; Beatriz Rodriguez, San Benito, TX CONTINUED to acquire voting shares of the Company, and thereby indirectly acquire voting shares of First Community Bank, National Association, San Benito, Texas CIBC Dallas 09/29/09
Robert B. Dunkin, Sr., Harlingen, TX(7); Harry Shimotsu, La Feria, TX; Kenneth Shimotsu; Robert L. Tumberlinson, both of San Benito, TXs; Thomas C. Washmon, Austin, TXs; Lucy Ann Wolthoff, Harlingen, TX; and Joe C. Weaver, Dallas, TX to acquire voting shares of the Company, and thereby indirectly acquire voting shares of First Community Bank, National Association, San Benito, Texas CIBC Dallas 09/29/09
Robert D. Fleming and Phyllis A. Fleming, both of Ipava, Illinois, as a group acting in concert, and Joseph J. Dietz, Lewistown, Illinois to retain voting shares of ISB Bancshares, Inc., and thereby indirectly retain voting shares of Ipava State Bank, both of Ipava, Illinois CIBC Chicago 10/14/09
Robert E. Kirkland, Union City TN, individually & as member of the Kirkland family control group which consists of himself; REK, LP Union City, TN; the Christopher R. Kirkland Revocable Trust (Christopher R. Kirkland as trustee) Brentwood TN & others to acquire voting shares of Community First Bancshares, Inc., Union City, TN & the Kirkland Family Control Group to also acquire voting shares of Community First Bancshares CORRECTED 3 St. Louis 09/16/09
Roger and Mary Angela Baker, Cedar Rapids, Iowa(1), individually as husband and wife, and as a group acting in concert with Bruce and Janice Anderson, Marion, Iowa; The Elizabeth K. Dummermuth Revocable Trust, Elizabeth K. Dummermuth, Trustee, CONTINUED to acquire control of City State Bancorporation, Inc., Central City, Iowa, and thereby indirectly control of M.S.B. Corporation and City State Bank, both of Central City, Iowa CONTINUED CIBC Chicago 11/03/09
Roger and Mary Angela Baker; Cedar Rapids, Iowa(2) Cedar Rapids, Iowa; Kay S. Hill; Kent M. Hill; Brian C. and Molly E. Scott; Thomas C. and Clare L. Slattery; and Monica W. Vernon, all of Cedar Rapids, Iowa; to acquire control of City State Bancorporation, Inc., Central City, Iowa, and thereby indirectly control of M.S.B. Corporation and City State Bank, both of Central City, Iowa. CIBC Chicago 11/03/09
Rommel R. Medina and Ruell R. Medina, both of San Bruno, California to acquire additional voting shares of MNB Holdings Corporation, and thereby indirectly acquire additional voting shares of Mission National Bank, both of San Francisco, California CIBC San Francisco 08/06/09
Ronald R. Reed, St. Clair, Michigan to retain voting shares of Michigan Community Bancorp, Ltd., and thereby indirectly retain voting shares of Lakeside Community Bank, both of Sterling Heights, Michigan CIBC Chicago 11/12/09

Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of Comment Period
(mm/dd/yy)

Samad Yaltaghian, Rushden, Northants, England to acquire voting shares of New Richmond Bancorporation, Inc., and thereby indirectly acquire voting shares of River Hills Bank, National Association, both of New Richmond, Ohio CIBC Cleveland 12/10/07
SP Acquisition Holdings, Inc., New York, New York to become a bank holding company by acquiring 100 percent of the voting shares of Frontier Financial Corporation, and thereby indirectly acquire voting shares of Frontier Bank, both of Everett, Washington 3 San Francisco 09/14/09
Stockmens Financial Corporation and Stockmens Limited Partnership, both of Rapid City, South Dakota to acquire 100 percent of the voting shares of Valentine Bancorporation, and thereby indirectly acquire voting shares of First National Bank of Valentine, both of Valentine, Nebraska 3 Kansas City 11/30/09
Stockmens Financial Corporation, Rapid City, South Dakota to acquire 100 percent of the voting shares of Valentine Bancorporation, and thereby indirectly acquire voting shares of First National Bank of Valentine, both of Valentine, Nebraska 3 Kansas City 11/16/09
The Bonita M. Hegemann Irrevocable Trust, Newman Grove, Nebraska, and Bonita M. Hegemann, Lindsay, Nebraska, and James B. Hegemann, Newman Grove, Nebraska, as trustees to acquire voting shares of Lindsay State Company, and thereby indirectly acquire voting shares of Bank of Lindsay, both of Lindsay, Nebraska CIBC Kansas City 11/03/09
The Davis family(1), consisting of Clay Parker Davis; Jodie Davis Owings; Scott H. Owings; Charles W. Owings; The Cooper Family, consisting of Cornelia D. Cooper, individually, and as Executrix of The Estate of Richard E. CONTINUED to acquire voting shares of Citizens Bancshares, Inc., and thereby indirectly acquire voting shares of Citizens National Bank of Somerset, both of Somerset, Kentucky CIBC Cleveland 11/20/09
The Davis family(2); Cooper, all of Somerset Kentucky; Cornelia C. Vaughan; Frank D. Cain, both of Lexington, KY; The Merrick family, consisting of Odell Merrick; Deborah L. Merrick-Eades; CONTINUED to acquire voting shares of Citizens Bancshares, Inc., and thereby indirectly acquire voting shares of Citizens National Bank of Somerset, both of Somerset, Kentucky CIBC Cleveland 11/20/09
The Davis Family(3); Cameron D. Merrick; Stephanie D. Merrick; Stephen D. Merrick; The Rakestraw family, consisting of Harris Rakestraw, III; Angel L. Rakestraw-Godby; Joy B. Carroll; Harris Rakestraw, CONTINUED to acquire voting shares of Citizens Bancshares, Inc., and thereby indirectly acquire voting shares of Citizens National Bank of Somerset, both of Somerset, Kentucky CIBC Cleveland 11/20/09
The Davis Family(4); III and Connie Belle Harris-Rakestraw, as Co-Trustees of The Benjamin H. Rakestraw-Godby Irrevocable Trust; The Waddle family, consisting of Cy Waddle, individually, and as Trustee of The Cy Waddle CONTINUED to acquire voting shares of Citizens Bancshares, Inc., and thereby indirectly acquire voting shares of Citizens National Bank of Somerset, both of Somerset, Kentucky CIBC Cleveland 11/20/09
The Davis Family(5); Revocable Living Trust; Gary C. Waddle; Thomas P. Waddle; Jean Waddle, individually, and as Trustee of The Jean Waddle Revocable Living Trust; The Hawkins Family, consisting of Virginia Hawkins, individually, CONTINUED to acquire voting shares of Citizens Bancshares, Inc., and thereby indirectly acquire voting shares of Citizens National Bank of Somerset, both of Somerset, Kentucky CIBC Cleveland 11/20/09
The Davis Family(6); and as Trustee of the James F. Hawkins Revocable Living Trust; James F. Hawkins, III; Judith A. Holtzclaw; James Hawkins, IV; Samantha Jo Hawkins, Amy Barnett all of Somerset, KY; & Marsha E. Hawkins-Barnett of Corbin, KY to acquire voting shares of Citizens Bancshares, Inc., and thereby indirectly acquire voting shares of Citizens National Bank of Somerset, both of Somerset, Kentucky CIBC Cleveland 11/20/09
The Goldman Sachs Group, Inc., New York, New York to retain its indirect interest in The First Marblehead Corporation, & thereby acquire Union Federal Savings Bank both of Boston, MA and engage in operating a S&L association, 225.28(b)(4) of Regulation Y 3 and 4 New York 10/19/09
The Goldman Sachs Group, Inc., New York, New York to retain 9.8 percent of the voting shares of Avenue Financial Holdings, Inc., and thereby indirectly retain voting shares of Avenue Bank, both of Nashville, Tennessee 3 New York 10/19/09
The Goldman Sachs Group, Inc., New York, New York to retain 9 percent of the voting shares of Atlantic Capital Bancshares, Inc., and thereby indirectly acquire voting shares of Atlantic Capital Bank, both of Atlanta, Georgia 3 New York 10/19/09
The Goldman Sachs Group, Inc., New York, New York to retain 6.6% of the v.s. of Doral Holdings, L.P., & thereby indirectly retain v.s. of Doral Bank, both of San Juan, Puerto Rico & to retain Doral Holdings, L.P., and Doral Bank, FSB, NY, NY, a a federal savings assoc. & engage in operating a S&L-(b)(4) 3 and 4 New York 10/19/09
The Sumitomo Trust & Banking Co., Ltd., Osaka, Japan to acquire Nikko Asset Management Co., Ltd., Tokyo, Japan, and thereby indirectly acquire Nikko Asset Management Americas, Inc., New York, New York, and engage in investment advisory activities, pursuant to Section 225.28(b)(6) of Regulation Y 4 New York 09/24/09
Thomas A. and Maureen Sue Ellison, Bellevue, Washington to acquire additional voting shares of Foundation Bancorp, Inc., and thereby indirectly acquire voting shares of Foundation Bank, both of Bellevue, Washington CIBC San Francisco 10/21/09
Thomas M. Annesley, Norman, Oklahoma, as trustee of the William R. Oliver GST Exempt Trust and the Jackson T. Oliver GST Exempt Trust to retain control of Valliance Financial Corporation, and thereby indirectly retain control of Valliance Bank, both in Oklahoma City, Oklahoma CIBC Kansas City 11/23/09
Tri-Valley Bank Shares, Inc., Lincoln, Nebraska to become a bank holding company by acquiring 100 percent of the voting shares of Tri-Valley Bank, Talmage, Nebraska. 3 Kansas City 08/07/09
TRSD Holdings, LP, Warren, Michigan, and Thomas Fabbri, as trustee of The Thomas Fabbri Revocable Trust, both of Sterling Heights, Michigan to acquire voting shares of Level One Bancorp, Inc., and thereby indirectly acquire voting shares of Level One Bank, both of Farmington Hills, Michigan CIBC Chicago 10/09/09

Applicant or notificant

Acquiree or activity

Section of law

Reserve Bank

End of Comment Period
(mm/dd/yy)

Truman Investment Group, Inc., St. Louis, Missouri to become a bank holding company by acquiring 25.3 percent of the voting shares of Truman Bancorp, Inc., Clayton, Missouri, and thereby indirectly acquire Truman Bank, St. Louis, Missouri 3 St. Louis 09/03/09
TWO ROA, LLC, Huntsville, Alabama to become a bank holding company by acquiring 51 percent of the voting shares of RB Bancorporation, and Reliance Bank, both of Athens, Alabama 3 Atlanta 11/20/09
Union Bankshares Corporation(1), Bowling Green, Virginia CONTINUED to acquire 100% of the voting shares of FMB UBSH Interim Bank, Bowling Green, VA & First Market Bank, FSB, Richmond, VA, & thereby engage in extending credit & servicing loans; activities related to extending credit; CONTINUED 3 and 4 Richmond 10/09/09
Union Bankshares Corporation(2), Bowling Green, Virginia CONTINUED operating a savings association; financial and investment advisory activities; and agency transactional services for customer investments; pursuant to sections 225.28(b)(1), (b)(2); (b)(4)(ii); (b)(6) & (b)(7) of Reg. Y & FMB UBSH Interim Bank will merge 3 and 4 Richmond 04/11/09
Union Bankshares Corporation(3), Bowling Green, Virginia CONTINUED with First Market Bank, FSB 3 and 4 Richmond 10/09/09
USAmeriBancorp, Inc., Largo, Florida to acquire 49.7 percent of the outstanding voting shares of Aliant Financial Corporation and thereby indirectly acquire Aliant Bank, both of Alexander City, Alabama. 3 Atlanta 09/22/09
Warbury Pincus Private Equity X, L.P., and Warbury Pincus X Partners, L.P., and their controlling affiliates which consist of, Warburg Pincus X, L.P., general partner of notificants, & others to acquire additional voting shares of Webster Financial Corporation, Waterbury, Connecticut and thereby indirectly acquire Webster Bank, National Association, Waterbury, Connecticut. CIBC Boston 08/25/09
West Suburban Bancorp, Inc., Lombard, Illinois to engage de novo in extending credit and servicing loans, pursuant to section 225.28(b)(1) of Regulation Y 4 Chicago 06/09/09

Addresses for Comments and Information Requests
Addresses for comments differ from those for information requests.

Addresses for Comments
Comments on the applications and notices may be sent to the appropriate Federal Reserve Bank or the Board.
Federal Reserve Bank of Boston
Richard Walker, Community Affairs Officer, P.O. Box 55882, Boston, MA 02205
Federal Reserve Bank of New York
Ivan J. Hurwitz, Vice President, 33 Liberty Street, New York, NY 10045-0001
Federal Reserve Bank of Philadelphia
Dede Myers, Vice President and Community Affairs Officer, 100 North 6th Street, Philadelphia, PA 19105-1521
Federal Reserve Bank of Cleveland
Nadine Wallman, Vbice President, 1455 East Sixth Street, Cleveland, OH 44101-2566
Federal Reserve Bank of Richmond
A. Linwood Gill, III, Vice President, 701 East Byrd Street, Richmond, VA 23261-4528
Federal Reserve Bank of Atlanta
Steve Foley, Vice President, 1000 Peachtree Street, N.E., Atlanta, GA 30309-4470
Federal Reserve Bank of Chicago
Colette A. Fried, Assistant Vice President, 230 South LaSalle Street, Chicago, IL 60604-1413
Federal Reserve Bank of St. Louis
Glenda Wilson, Community Affairs Officer, P.O. Box 442, St. Louis, MO 63166
Federal Reserve Bank of Minneapolis
Jacqueline G. King, Community Affairs Officer, 90 Hennepin Avenue, Minneapolis, MN 55480-0291
Federal Reserve Bank of Kansas City
Todd Offenbacker, Assistant Vice President, 1 Memorial Drive, Kansas City, MO 64198-0001
Federal Reserve Bank of Dallas
E. Ann Worthy, Vice President, 2200 North Pearl Street, Dallas, TX 75201-2272
Federal Reserve Bank of San Francisco
Kenneth Binning, Vice President, Applications and Enforcement, 101 Market Street, San Francisco, CA 94105-1579
Board of Governors of the Federal Reserve System
Jennifer J. Johnson, Secretary, 20th & Constitution Avenue, N.W., Washington, DC 20551-0001

Information Requests
The public portions of the applications and notices currently listed in this release are available on an expedited basis from the appropriate Federal Reserve Bank. The public portion of the application also may be obtained from the Board.
Federal Reserve Bank of Boston
Maureen B. Savage Federal Reserve Bank of Boston P.O. Box 55882 Boston, MA 02205 (TELE: 617-973-3467; FAX: 617-973-3238)
Federal Reserve Bank of New York
Public Information 33 Liberty Street New York City, New York 10045 (TEL: 212-720-6130; FAX: 212-720 -7459)
Federal Reserve Bank of Philadelphia
William L. Gaunt Assistant Vice President Federal Reserve Bank of Philadelphia Ten Independence Mall Philadelphia, PA 19106-1574 (TEL: 215-574-6167; FAX: 215-574-3754)
Federal Reserve Bank of Cleveland
Jim Terlop Applications Analyst Banking Supervision & Regulation Department Federal Reserve Bank of Cleveland 1455 East 6th Street Cleveland, OH 44114 (TEL: 216-579-2197; FAX: 216-579-3123)
Federal Reserve Bank of Richmond
Gaile Clark Federal Reserve Bank of Richmond P.O. Box 85029 Richmond, VA 23261 (TEL: 804-697-8825; FAX: 804-697-4021)
Federal Reserve Bank of Atlanta
Nicky Hennings -- Director of Applications Risk Federal Reserve Bank of Atlanta Department of Supervision and Regulation 1000 Peachtree Street N.E. Atlanta, Georgia 30309-4470 (TEL: Phone: 404/498-7221; FAX: 404/498-7342)
Federal Reserve Bank of Chicago
Tom Naughton Freedom of Information Office S&R Applications Unit - 14 C Federal Reserve Bank of Chicago 230 South LaSalle Street Chicago, Illinois 60604 (TEL: 312-322-8294; FAX: 312-322-5894)
Federal Reserve Bank of St. Louis
Cathie Windsor Federal Reserve Bank of St. Louis P.O. Box 442 St. Louis, MO 63166 (TEL: 314-444-4638; FAX: 314-444-8740)
Federal Reserve Bank of Minneapolis
Sandy Sventek 90 Hennepin Avenue Minnepolis, MN 55480-0291 (TEL: 612-204-5156; FAX: 612-204-5163)
Federal Reserve Bank of Kansas City
Todd Offenbacker Federal Reserve Bank of Kansas City 1 Memorial Drive Kansas City, Missouri 64198-0001 (TELE: 816-881-2657; FAX: 816-881-2252)
Federal Reserve Bank of Dallas
Vince Pacheco Director - Applications Federal Reserve Bank of Dallas P.O. Box 655906 Dallas, Texas 75265-5906 (TEL: 214-922-6244; FAX: 214-922-6302)
Federal Reserve Bank of San Francisco
Patrick Weiss Senior Manager, Applications & Enforcement Banking Supervision and Regulation Federal Reserve Bank of San Francisco 101 Market Street, MS #610 San Francisco, CA 94105 (TEL: 415-974-3013; FAX: 415-974-3031)
Board of Governors of the Federal Reserve System
Board of Governors of the Federal Reserve System Freedom of Information Office 20th & C Street, N.W. Washington, D.C 20551 (TEL: 202-452-3684; FAX: 202-872-7562, and 202-872-7565)

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Last update: November 6, 2009, 4:15 PM