E9-12545. Formations of, Acquisitions by, and Mergers of Bank Holding Companies

The companies listed in this notice have applied to the Board for approval, pursuant to the Bank Holding Company Act of 1956 (12 U.S.C. 1841 et seq.) (BHC Act), Regulation Y (12 CFR Part 225), and all other applicable statutes and regulations to become a bank holding company and/or to acquire the assets or the ownership of, control of, or the power to vote shares of a bank or bank holding company and all of the banks and nonbanking companies owned by the bank holding company, including the companies listed below.

The applications listed below, as well as other related filings required by the Board, are available for immediate inspection at the Federal Reserve Bank indicated. The applications also will be available for inspection at the offices of the Board of Governors. Interested persons may express their views in writing on the standards enumerated in the BHC Act (12 U.S.C. 1842(c)). If the proposal also involves the acquisition of a nonbanking company, the review also includes whether the acquisition of the nonbanking company complies with the standards in section 4 of the BHC Act (12 U.S.C. 1843). Unless otherwise noted, nonbanking activities will be conducted throughout the United States. Additional information on all bank holding companies may be obtained from the National Information Center website at www.ffiec.gov/​nic/​.

Unless otherwise noted, comments regarding each of these applications must be received at the Reserve Bank indicated or the offices of the Board of Governors not later than June 25, 2009.

A. Federal Reserve Bank of Kansas City (Todd Offenbacker, Assistant Vice President) 1 Memorial Drive, Kansas City, Missouri 64198-0001:

1. International Brotherhood of Boilermakers, Iron Ship Builders, Blacksmiths, Forgers and Helpers, Kansas City, Kansas; to acquire up to 51 percent of the voting shares of Brotherhood Bancshares, Inc., and thereby indirectly acquire voting shares of The Brotherhood Bank & Trust Company, both in Kansas City, Kansas.

B. Federal Reserve Bank of San Francisco (Kenneth Binning, Vice President, Applications and Enforcement) 101 Market Street, San Francisco, California 94105-1579:

1. Franklin Resources, Inc., San Mateo, California; to acquire 9.90 percent of the voting shares of Black River BancVenture, Inc., Memphis, Tennessee, and thereby indirectly acquire voting shares of Allegiance Bank of North America, Bala Cynwyd, Pennsylvania; Bay Commercial Bank, Walnut Creek, California; Community Shores Bank, Muskegon, Michigan; Cornerstone Bank, Moorestown, New Jersey; Lakeside Community Bank, Sterling Heights, Michigan; and Quaint Oak Bank, Southhampton, Pennsylvania.

Board of Governors of the Federal Reserve System, May 26, 2009.

Robert deV. Frierson,

Deputy Secretary of the Board.