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Banking Department Annual Report Fiscal Year Ending June 30, 2011 Mick Thompson Commissioner On the Cover: The Lincoln Boulevard Renaissance Project began in 1998 with the intent to relocate state agencies to less-costly state-owned facilities near the Capitol. The Oklahoma State Banking Department was the first building completed, in 2008, as part of the Renaissance Project. The Banking Department was also one of the first state agencies to participate in the Art in Public Places Program by commissioning internationally-recognized artist Enoch Kelly Haney to create the bronze sculpture titled The Circle of Life that decorates the entrance to the building. Our cover photo this year captures the Banking Department and Chief Haney’s sculpture at sunrise. Photo credit: Regina Rainey Special Thanks to: Deron Brubaker, Rhonda Bruno, Dudley Gilbert, Sherbie Kiffin, Debbie Moore, Angela Morris, Regina Rainey, Tony Reel, Diane Ries, and Terry Slagle of the State Banking Department for the preparation and submission of the material used in this report and other contributions to the process of creating a finished product. This publication is produced by the Oklahoma State Banking Department as authorized by the Commissioner pursuant to §212 of the Oklahoma Banking Code. An electronic copy of the Annual Report has been provided to the Oklahoma Department of Libraries and published on the State Banking Department’s website at no cost to the Oklahoma Taxpayer. MICK THOMPSON BANK COMMISSIONER MARY FALLIN GOVERNOR STATE OF OKLAHOMA STATE BANKING DEPARTMENT October 1, 2011 The Honorable Mary Fallin Governor, State of Oklahoma Room 212, State Capitol Oklahoma City, Oklahoma 73105 Dear Governor Fallin: Pursuant to Title 6 O.S., Section 212 of the Oklahoma Banking Code, I am pleased to submit the State Banking Department’s 2011 Annual Report. This report contains information on the financial institutions the Department regulates as well as an update on the agency’s budget and regulatory activities during the past year. The State Banking Department is charged with regulating all state chartered banks, credit unions, savings and loan associations, trust companies, money order companies, and money transmission licensees in the State of Oklahoma. The total assets regulated by the State Banking Department are approximately $40.25 billion. I hope you find this report informative and should you have any questions regarding the contents of this publication, please do not hesitate to contact me. Sincerely, Mick Thompson Commissioner 2900 N. LINCOLN BLVD. OKLAHOMA CITY, OK 73105-3427 (405) 521-2782 www.ok.gov/banking FAX (405) 522-2993 1 Department Mission Statement 4 Organizational Chart 5 Department Personnel 6 2011 Banking Legislation 7 Comparative Statement of Expenditures and Receipts 8 Institutions Supervised 9 Banks State Banking Board 11 Consolidated Report of Condition of Oklahoma State Chartered Banks as of December 31, 2010 12 Consolidated Report of Condition of Oklahoma State Chartered Banks as of June 30, 2011 13 Consolidated Report of Condition of Oklahoma State Chartered Banks - Selected Performance and Condition Ratios 14 Summary of Changes – Oklahoma State Chartered Banks – July 1, 2010 through June 30, 2011 15 Applications Approved by the Bank Commissioner – July 1, 2010 through June 30, 2011 16 Applications Approved by the State Banking Board – July 1, 2010 through June 30, 2011 20 Oklahoma State Chartered Banks 22 Oklahoma State Chartered Banks with Branch Offices 28 2 Credit Unions State Credit Union Board 34 Consolidated Report of Condition of Oklahoma State Chartered Credit Unions as of December 31, 2010 35 Consolidated Report of Condition of Oklahoma State Chartered Credit Unions as of June 30, 2011 36 Summary of Changes – Oklahoma State Chartered Credit Unions – July 1, 2010 through June 30, 2011 37 Oklahoma State Chartered Credit Unions 38 Trust Companies State Chartered Trust Companies 40 Consolidated Report of Condition of Oklahoma State Chartered Trust Companies as of December 31, 2010 41 Consolidated Report of Condition of Oklahoma State Chartered Trust Companies as of June 30, 2011 42 Savings & loans State Savings and Loan Advisory Council 44 Savings and Loan Associations 45 Consolidated Report of Condition of Oklahoma State Chartered Savings and Loans as of December 31, 2010 46 Consolidated Report of Condition of Oklahoma State Chartered Savings and Loans as of June 30, 2011 47 Sale of checks Money Order Companies 49 Money transmission Money Transmission Licensees 51 3 4 Mission The mission of the State Banking Department is to allocate human and other resources to implement an effective regulatory program for financial institutions. The Department has been, and will continue to be, an advocate of financial institutions in the implementation of this program. However, our primary focus is to ensure the continuance of safe and sound financial practices in the State’s financial institutions. It would follow that the financial services offered by these sound institutions would foster economic growth and meet the public demand for these services in their communities. How Mission is Accomplished The Department is committed to the development of its staff through education, economic rewards, and the availability of a pleasant work environment. In that regard, the following objectives have been formulated by the Department: To strengthen the examination program by improving examination methods and procedures and by improving research and development to stay abreast of changes within the financial industry; To improve training programs for Department personnel by more efficient utilization of funds and resources, enhancement of internal training programs, and early detection and identification of external schools and seminars to be attended; To improve communication among bank management, regulatory agencies, public entities, and the general public; To acquire and maintain the required physical and human resources to allow more efficient and consistent operation; and To improve the work environment, benefits, and morale of Department personnel in order to enhance staff motivation and satisfaction, improve productivity, and reduce turnover. How Mission is Measured To accomplish its mission, the Banking Department examines banks, credit unions, and savings associations, and rates them based on safety and soundness. The Department also compares trends of capital requirements and assets of prior years. The Department can then recognize weaknesses and implement formal and informal supervisory action to ensure compliance with applicable laws and prevent the failure of a financial institution. The Department can also compare the results of each examination to evaluate the progress of each financial institution. With respect to its supervision of money order companies and money transmitters, the Department supervises such institutions to assure they maintain adequate security (such as a surety bond) and net worth. The Department’s supervision is directed at consumer protection and making sure that only those companies with sound business operations may conduct business in Oklahoma. 5 Governor Banking Board Commissioner Deputy Commissioner Assistant Deputy Commissioner -- Applications/ Complaints Assistant Deputy Commissioner-- Examinations Depository Non-Depository Assistant Deputy Commissioner -- Governmental/Enforcement Director of Administration Information Technology Administrative Assistant Executive Secretary Secretary File Clerk Credit Union Board 6 OOffffiiccee SSttaaffff Mick Thompson Commissioner Charles Griffith Deputy Commissioner Dudley Gilbert Assistant Deputy Commissioner Harold A. Reel Assistant Deputy Commissioner Sherbie Kiffin Assistant Deputy Commissioner Rhonda Bruno Director of Administration Regina Rainey Administrative Assistant Deron Brubaker Computer Support Specialist Angela Morris Executive Secretary Deborah Moore Secretary Diane Ries Secretary Zenia Fiddes Clerk Holly Wingfield Clerk EExxaammiinnaattiioonn SSttaaffff Regional Examiners Jeffrey Bagby K. Paul Qualls Examiners Chuck Harryman Justin Moore Morris Wilson Examiner Trainees Brooke Tripp Ashley Wilson Senior Examiners Wayne Arbuthnot R. Kurt Blair Roger Brock Shawn Burcham Mike Faulkenberry Deloris Finley Kenneth Fisher Kandace Huston Daryl Jones Doyle Jones Michael Kellum Senior Examiners Lance Lassiter Carter Mathews Jonathan Morphis Rick Nelson Laurie Ridgway Donna Shaw Terry Slagle Melanie Sparks Michael Truitt Randy Willard Gwen Wright Randy Willard 7 The Banking Department did not seek passage of any specific legislation affecting the banking industry or the Department during the First Regular Session of the 53rd Oklahoma Legislature. However, among the laws that were passed that affect the industry and/or the Banking Department are the following: 1. SB 246 amended section 906 of the Oklahoma Banking Code (Title 6 O.S. § 906) to increase the maximum amount of deposit that may be transferred to known heirs of the deceased owner of an account. The amount was increased from $5,000 to $20,000. 2. SB 287 amended section 4-401 of the Oklahoma Uniform Commercial Code (Title 12A O.S. § 4-401) to clarify when a customer’s claim accrues against a bank with respect to item that has been paid by the bank but was not properly payable due to a forged or unauthorized endorsement. As amended, the law states that the claim accrues when the item is finally paid by the bank. 8 EXPENDITURES FY-11 FY-10 Personal Services $4,615,922 $4,395,575 Professional Services 48,124 42,385 Travel 410,203 407,021 Equipment 57,498 15,820 Other Operating Expenses 249,601 264,058 Capital Expenditures 0 15,000 TOTAL $5,381,348 $5,139,859 RECEIPTS FY-11 FY-10 Assessments Deposited into GRF $653,400 $619,146 Assessments and Fees Deposited into the Banking Department's Revolving Funds - Banks 5,767,378 5,539,082 - Trust Companies 146,693 146,355 - Credit Unions 622,703 585,199 - Savings and Loan Associations 2,043 2,535 - Money Order Companies 36,940 35,610 - Money Transmitter Companies 176,300 226,502 - Cemeteries 0 60,850 - Misc. Fees 763 3,236 TOTAL ASSESSMENTS & FEES $7,406,220 $7,218,515 9 As of June 30, 2011 Type of Institutions Number of Institutions Examinations Performed 7/1/2010 to 6/30/2011 Commercial Banks* 168 62 Bank Trust Departments - Active 22 8 - Inactive** 7 N/A Savings and Loans 1 1 Trust Companies 9 4 Credit Unions 21 20 Money Order Companies # 22 22 Money Transmitter Companies ## 44 44 Total 294 161 *Commercial banks: 40 were independent exams and 22 joint with FDIC or Federal Reserve. **Trust Departments endowed with trust powers which do not at present provide fiduciary supervision for any trust accounts. # Money Order licensees submit audited financial statements at the time their license is renewed. The statements are reviewed internally along with other documentation required by statute at the time. ## Money Transmitter licensees are examined annually upon renewal of their license. The Banking Department reviews each licensee for purposes of financial safety and soundness. The Banking Department has entered into agreements with the Oklahoma Bureau of Narcotics and Dangerous Drugs Control and the Federal Department of Homeland Security to conduct investigations of agent locations for purposes of criminal conduct. 10 11 Mick Thompson, Chairman State Bank Commissioner Oklahoma City Term expires September 1, 2012 David Burrage President & CEO FirstBank Antlers Term expires May 6, 2012 Chris Conn Senior Executive Vice President The F&M Bank & Trust Company Tulsa Term expires June 1, 2015 Gordon Greer Vice Chairman BancFirst Tulsa Term expires June 1, 2017 Bradley Krieger EVP – Regional Manager Arvest Bank Oklahoma City Term expires June 1, 2014 Bob Newcomb Vice Chairman of the Board Bank of Western Oklahoma Elk City Term expires June 1, 2013 Bob Weaver Lay Member Shawnee Term expires June 1, 2012 12 As of December 31, 2010 Number of Banks – 171 ASSETS Thousands of Dollars Cash and Due from Banks 3,500,592 Securities 5,790,364 Federal Funds Sold 552,566 Loans – Net of Reserve 22,875,372 Bank Premises – F&F 751,189 Other Real Estate Owned 247,625 Intangible Assets 262,902 Other Assets 928,809 TOTAL ASSETS 34,909,419 LIABILITIES Thousands of Dollars DEPOSITS Noninterest-bearing Deposits 6,126,228 Interest-bearing Accounts 23,657,687 TOTAL DEPOSITS 29,783,915 Federal Funds Purchased 476,141 Other Borrowed Money 937,655 Subordinated Notes and Debentures 18,750 Other Liabilities 173,070 TOTAL LIABILITIES 31,389,531 EQUITY CAPITAL Thousands of Dollars Preferred Stock 22,000 Common Stock 137,701 Surplus 1,361,203 Undivided Profits 1,996,064 Noncontrolling Interests in Consolidated Subs. 2,920 TOTAL EQUITY CAPITAL 3,519,888 TOTAL LIABILITIES, PREFERRED STOCK AND EQUITY CAPITAL 34,909,419 12-31-2010 12-31-2009 12-31-2008 Percentage of Total Capital to Total Assets 10.08% 10.07% 9.98% Percentage of Total Capital to Total Deposits 11.82% 11.97% 12.11% Percentage of Total Loans to Total Deposits 76.80% 79.96% 82.96% Percentage of Cash Reserve to Total Deposits 11.75% 10.51% 6.53% 13 As of June 30, 2011 Number of Banks – 168 ASSETS Thousands of Dollars Cash and Due from Banks 4,161,180 Securities 6,373,883 Federal Funds Sold 696,667 Loans – Net of Reserve 22,905,593 Bank Premises – F&F 779,268 Other Real Estate Owned 250,580 Intangible Assets 267,796 Other Assets 942,202 TOTAL ASSETS 36,377,169 LIABILITIES Thousands of Dollars DEPOSITS Noninterest-bearing Deposits 7,077,318 Interest-bearing Accounts 24,106,269 TOTAL DEPOSITS 31,183,587 Federal Funds Purchased 519,323 Other Borrowed Money 786,791 Subordinated Notes and Debentures 18,750 Other Liabilities 172,189 TOTAL LIABILITIES 32,680,640 EQUITY CAPITAL Thousands of Dollars Preferred Stock 22,000 Common Stock 136,000 Surplus 1,367,088 Undivided Profits 2,168,489 Noncontrolling Interests in Consolidated Subs. 2,952 TOTAL EQUITY CAPITAL 3,696,529 TOTAL LIABILITIES, PREFERRED STOCK AND EQUITY CAPITAL 36,377,169 6-30-2011 6-30-2010 6-30-2009 Percentage of Total Capital to Total Assets 10.16% 10.32% 9.98% Percentage of Total Capital to Total Deposits 11.85% 12.20% 11.88% Percentage of Total Loans to Total Deposits 73.45% 78.23% 81.40% Percentage of Cash Reserve to Total Deposits 13.34% 10.96% 9.12% 14 Selected Performance and Condition Ratios 6-30-11 12-31-10 6-30-2010 12-31-2009 6-30-2009 12-31-2008 Number of Banks Reporting 168 171 173 174 174 174 Unprofitable Banks 3.57% 8.77% 7.51% 11.49% 8.05% 9.20% Banks with Earnings Gains 59.52% 57.31% 58.38% 44.25% 37.36% 50.57% Yield on Earning Assets 4.89% 5.23% 5.29% 5.63% 5.73% 6.45% Net Interest Margin 4.02% 4.14% 4.14% 4.15% 4.12% 4.19% Noninterest Inc./Earning Assets 1.13% 1.19% 1.13% 1.15% 1.14% 1.18% Noninterest Exp./Earning Assets 3.42% 3.57% 3.50% 3.59% 3.54% 3.52% Net Operating Income to Assets 1.15% 1.01% 1.04% 0.92% 0.93% 1.08% Cash Dividends to Net Income 45.89% 60.85% 45.76% 80.72% 69.23% 65.63% Return on Assets (ROA) 1.22% 1.02% 1.05% 0.93% 0.94% 1.09% Return on Equity (ROE) 12.05% 10.02% 10.27% 9.26% 9.42% 10.96% Loan Loss Reserve to Loans 1.48% 1.46% 1.44% 1.33% 1.30% 1.23% Noncurrent Loans to Loans 1.90% 1.98% 2.08% 1.96% 1.96% 1.52% Core Capital (Leverage) Ratio 9.27% 9.29% 9.39% 9.24% 9.16% 9.21% Tier 1 Risk-Based Capital Ratio 13.37% 13.01% 12.80% 12.37% 12.06% 11.80% Total Risk-Based Capital Ratio 14.59% 14.22% 14.01% 13.52% 13.17% 12.89% 15 July 1, 2010 through June 30, 2011 TOTAL STATE CHARTERED BANKS AS OF JUNE 30, 2010 173 NEW BANK CHARTERS 0 CONVERSIONS TO STATE BANKS 0 CONVERSIONS TO NATIONAL BANKS 0 ACQUISITIONS -State Banks acquired by Other State Banks (2) MERGERS - State Banks merged into Other State Banks (3) - State Banks merged into National Banks 0 -State Banks merged into Federal Savings Banks 0 TOTAL STATE CHARTERED BANKS AS OF JUNE 30, 2011 168 16 July 1, 2010 through June 30, 2011 DE NOVO BRANCHES Cornerstone Bank, Watonga, Oklahoma: branch at 2222 West Hefner Road, Oklahoma City, Oklahoma; approval date July 19, 2010 BancFirst, Oklahoma City, Oklahoma: branch at 1100 South Bryant Avenue, Edmond, Oklahoma; approval date August 2, 2010 All Nations Bank, Calumet, Oklahoma: branch at 2023 Gordon Cooper Boulevard, Shawnee, Oklahoma; approval date November 5, 2010 Summit Bank, Tulsa, Oklahoma: branch at 1001 NW 63rd Street, Oklahoma City, Oklahoma; approval date November 5, 2010 FirstBank, Antlers, Oklahoma: branch at 1501 East Jackson, Hugo, Oklahoma; approval date December 6, 2010 Bank of Commerce, Yukon, Oklahoma: branch at 120 South Mustang Road, Oklahoma City, Oklahoma; approval date March 31, 2011 Century Bank of Oklahoma, Pryor, Oklahoma: branch at 2201 East 21st Street, Tulsa, Oklahoma; approval date March 31, 2011 BancFirst, Oklahoma City, Oklahoma: branch at 410 Piedmont Road, Piedmont, Oklahoma; approval date June 8, 2011 MAIN OFFICE RELOCATIONS Bank of Commerce, Oklahoma City, Oklahoma: from 120 S. Mustang Road to 2500 S. Cornwell, Yukon, Oklahoma; approval date January 5, 2011 First Capital Bank, Guthrie, Oklahoma: from 224 E. Oklahoma Avenue to 601 S. Main Street, Kingfisher, Oklahoma; approval date June 13, 2011 BRANCH RELOCATIONS BancFirst, Oklahoma City, Oklahoma: from 2700 N. Kickapoo to 3401 N. Kickapoo, Shawnee, Oklahoma; approval date August 2, 2010 Cornerstone Bank, Watonga, Oklahoma: from 2222 W. Hefner Road to 8504 N. May Avenue, Oklahoma City, Oklahoma; approval date August 17, 2010 BancFirst, Oklahoma City, Oklahoma: from 110 N. 2nd Street to 224 N. Division Street, Guthrie, Oklahoma; approval date September 17, 2010 RCB Bank, Claremore, Oklahoma: from 2701 N. 14th Street to 2901 N. 14th Street, Ponca City, Oklahoma; approval date September 17, 2010 17 BancFirst, Oklahoma City, Oklahoma: from 510 N. Broadway, Davenport, Oklahoma to 602 W. Main Street, Stroud, Oklahoma; approval date January 13, 2011 BancFirst, Oklahoma City, Oklahoma: from 2414 N. Westminster Road to 12924 NE 23rd Street, Nicoma Park, Oklahoma; approval date January 13, 2011 Armstrong Bank, Muskogee, Oklahoma: from 501 Harrison Street to 551 Harrison Street, Pawnee, Oklahoma; approval date January 18, 2011 BancFirst, Oklahoma City, Oklahoma: from Main Street & Highway 77, Thackerville, Oklahoma to 105 SW 2nd Street, Marietta, Oklahoma; approval date April 27, 2011 BRANCH PURCHASE AND ASSUMPTIONS Welch State Bank, Welch, Oklahoma: purchase and assumption of South Coffeyville, Oklahoma branch of Regent Bank, Nowata, Oklahoma; approval date October 5, 2010 InterBank, Oklahoma City, Oklahoma: purchase and assumption of Guthrie branches and Cordell loan production office of First Capital Bank, Guthrie, Oklahoma; approval date June 13, 2011 ACQUIRED BRANCHES RCB Bank, Claremore, Oklahoma: acquired branch at 1350 West Doolin, Blackwell, Oklahoma; approval date July 9, 2010 Welch State Bank, Welch, Oklahoma: acquired branch at 3rd and Willow Street, South Coffeyville, Oklahoma; approval date October 5, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 525 Morse, Stinnett, Texas; approval date December 2, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 531 North Deahl, Borger, Texas; approval December 2, 2010 Bank 7, Oklahoma City, Oklahoma: acquired branch at 1001 Main Street, Camargo, Oklahoma; approval January 28, 2011 InterBank, Oklahoma City, Oklahoma: acquired branch at 224 East Oklahoma, Guthrie, Oklahoma; approval June 13, 2011 InterBank, Oklahoma City, Oklahoma: acquired branch at 110 East Cleveland, Guthrie, Oklahoma; approval June 13, 2011 18 OPERATING SUBSIDIARIES Alva State Bank & Trust Company, Alva, Oklahoma: located at 518 College Avenue, Alva, Oklahoma (ASB Land, LLC); approval date July 28, 2010 BancFirst, Oklahoma City, Oklahoma: located at 101 North Broadway, Oklahoma City, Oklahoma (Seattle One, LLC); approval date September 10, 2010 BancFirst, Oklahoma City, Oklahoma: located at 101 North Broadway, Oklahoma City, Oklahoma (Seattle Two, LLC); approval date September 10, 2010 BancFirst, Oklahoma City, Oklahoma: located at 101 North Broadway, Oklahoma City, Oklahoma (Seattle Three, LLC); approval date September 10, 2010 First Capital Bank, Guthrie, Oklahoma: located at 224 East Oklahoma Avenue, Guthrie, Oklahoma (DPC Investments, LLC); approval date September 30, 2010 Union Bank, Oklahoma City, Oklahoma: located at 455 Elm Street, Friona, Texas (OBS Loan Management Company, LLC); approval date December 2, 2010 Union Bank, Oklahoma City, Oklahoma: located at 1105 North Cleveland Avenue, Friona, Texas (Friona State Agricultural Credit Corporation); approval date December 2, 2010 The Citizens Bank of Edmond, Edmond, Oklahoma: located at One E. First Street, Edmond, Oklahoma (Citizens Holdings, LLC); approval date December 20, 2010 First Oklahoma Bank, Tulsa, Oklahoma: located at 2448 East 81st Street, Suite 5700, Tulsa, Oklahoma (First Oklahoma Mortgage, LLC); approval date December 29, 2010 First Bank & Trust Company, Wagoner, Oklahoma: located at 111 South Casaver Avenue, Wagoner, Oklahoma (Gunner Properties, LLC); approval date February 25, 2011 LOAN PRODUCTION/DEPOSIT PRODUCTION OFFICES Bank of Commerce, Duncan, Oklahoma: office at 1 SW 11th Street, Suite 190, Lawton, Oklahoma; approval date July 23, 2010 Stockmans Bank, Altus, Oklahoma: office at 15455 Dallas Parkway, Addison, Texas; approval date October 1, 2010 The F&M Bank & Trust Company, Tulsa, Oklahoma: office at 14185 Dallas Parkway, Suite 140, Dallas, Texas; approval date March 28, 2011 Evolve Bank & Trust, West Memphis, Arkansas: office at 4200 East Skelly Drive, Suite 540, Tulsa, Oklahoma; approval date April 29, 2011 InterBank, Oklahoma City, Oklahoma: office at 123 East Main Street, Cordell, Oklahoma; approval date June 13, 2011 19 The F&M Bank & Trust Company, Tulsa, Oklahoma: office at 2642 East 21st Street, Suite 170, Tulsa, Oklahoma; approval date June 17, 2011 Peoples Bank and Trust Company, Ryan, Oklahoma: office at 3060 Albert Pike, Suite D, Hot Springs, Arkansas; approval date June 24, 2011 BANK PURCHASE AND ASSUMPTIONS RCB Bank, Claremore, Oklahoma; purchase of assets of Home National Bank, Blackwell, Oklahoma; approval date July 9, 2010 Union Bank, Oklahoma City, Oklahoma; purchase of assets of Texas offices of First National Bank of Borger, Borger, Texas; approval date December 2, 2010 Peoples Bank, Tulsa, Oklahoma; purchase of assets of American State Bank, Tulsa, Oklahoma; approval date January 20, 2011 Bank 7, Oklahoma City, Oklahoma; purchase of assets of The First State Bank in Camargo, Camargo, Oklahoma; approval date January 28, 2011 NAME CHANGES Union Bank, Oklahoma City, Oklahoma; corporate name change to InterBank; approval date December 1, 2010. 20 July 1, 2010 through June 30, 2011 NEW BANK CHARTERS None CONVERSIONS FROM NATIONAL BANKS TO STATE BANKS None MERGERS Union Bank of Chandler, Chandler, Oklahoma: merger with and into BancFirst, Oklahoma City, Oklahoma; approval date October 20, 2010 Olney Bancshares subsidiary banks (9 banks): merger with and into Union Bank, Oklahoma City, Oklahoma; approval date December 1, 2010 Exchange National Bank of Moore, Moore, Oklahoma: merger with and into BancFirst, Oklahoma City, Oklahoma; approval date May 11, 2011 First National Bank of Borger, Panhandle, Texas: merger with and into InterBank, Oklahoma City, Oklahoma; approval date May 11, 2011 ACQUIRED BRANCHES BancFirst, Oklahoma City, Oklahoma: acquired branch at 1001 Manvel Avenue, Chandler, Oklahoma; approval date October 20, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 307 W. Main, Olney, Texas; approval date December 1, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 455 Elm Street, Graham, Texas; approval date December 1, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 1620 West Third, Elk City, Oklahoma; approval date December 1, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 1105 North Cleveland Avenue, Friona, Texas; approval date December 1, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 100 Commercial Avenue, Coleman, Texas; approval date December 1, 2010 21 Union Bank, Oklahoma City, Oklahoma: acquired branch at 115 Main Street, Canadian, Texas; approval date December 1, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 301 West Walker, Breckenridge, Texas; approval date December 1, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 100 North Washington, Seymour, Texas; approval date December 1, 2010 BancFirst, Oklahoma City, Oklahoma: acquired branch at 600 NW 5th Street, Moore, Oklahoma; approval date May 11, 2011 InterBank, Oklahoma City, Oklahoma: acquired branch at 400 North Main, Panhandle, Texas; approval date May 11, 2011 DE NOVO BRANCHES None MAIN OFFICE RELOCATIONS None 22 June 30, 2011 Total Number of Banks - 168 Ada Citizens Bank of Ada Allen Farmers State Bank, Allen, Oklahoma Altus Stockmans Bank Alva Alva State Bank & Trust Company Community Bank Anadarko Anadarko Bank and Trust Company First State Bank Antlers FirstBank Ardmore Citizens Bank and Trust Company of Ardmore Arnett Farmers and Merchants Bank Atoka AmeriState Bank Beaver The Bank of Beaver City The First Security Bank Bethany First Bethany Bank & Trust Bixby Citizens Security Bank & Trust Company Blair Peoples State Bank Boise City The First State Bank Bristow Community Bank Broken Arrow AVB Bank Patriot Bank Broken Bow 1st Bank & Trust Buffalo Oklahoma State Bank Burns Flat Washita State Bank C Calumet AllNations Bank Canton Community State Bank of Canton Canute The First State Bank Carnegie �� The Farmers Bank Carney The Carney State Bank Chandler First Bank of Chandler Chelsea Bank of Commerce Cherokee ACB Bank Farmers Exchange Bank A c B 23 June 30, 2011 Cheyenne Security State Bank Chickasha Chickasha Bank & Trust Company Chouteau Bank of Commerce (Continued) Claremore RCB Bank Cleo Springs Cleo State Bank Cleveland The Cleveland Bank Clinton First Bank and Trust Company Oklahoma Bank and Trust Company Collinsville American Bank of Oklahoma Commerce First State Bank Cordell Bank of Cordell Crescent Farmers & Merchants Bank Cushing Bank of Cushing and Trust Company Duke Farmers & Merchants Bank Duncan Bank of Commerce First Bank & Trust Co. Durant First United Bank and Trust Company Edmond The Citizens Bank of Edmond First Commercial Bank Kirkpatrick Bank Prime Bank El Reno The Bank of Union Elk City Bank of Western Oklahoma Elmore City First State Bank Erick First American Bank Eufaula Bank of Eufaula Fairfax The First State Bank Fairland The First Bank of Fairland Fort Cobb Washita Valley Bank Fort Gibson Fort Gibson State Bank Freedom The Freedom State Bank D e f c 24 June 30, 2011 Grandfield First State Bank Grove Bank of Grove Grand Savings Bank Guthrie First Capital Bank Oklahoma State Bank Guymon Bank of the Panhandle Hennessey Community State Bank Henryetta American Exchange Bank Hinton Legacy Bank Hopeton The Hopeton State Bank Hulbert Bank of Cherokee County Hydro Bank of Hydro Keyes High Plains Bank Kremlin The Bank of Kremlin Lamont The State Exchange Bank Laverne Bank of Laverne Lindsay American Exchange Bank, Lindsay, Oklahoma Locust Grove Bank of Locust Grove Maysville Farmers and Merchants Bank Medford Grant County Bank Miami Security Bank and Trust Company Morris The Morris State Bank Morrison Citizens State Bank Muskogee Armstrong Bank Noble First State Bank Norman Great Nations Bank Republic Bank & Trust Nowata Regent Bank G h k l m n 25 June 30, 2011 Okarche The First Bank of Okarche Okeene State Guaranty Bank Okemah The Citizens State Bank Oklahoma City All America Bank BancFirst Bank 7 Bank 2 The Bankers Bank Coppermark Bank First Enterprise Bank First Liberty Bank First Security Bank and Trust Company Frontier State Bank InterBank NBC Oklahoma Valliance Bank Oologah Lakeside State Bank Owasso First Bank of Owasso Pawhuska Citizens Bank of Oklahoma Perkins The Payne County Bank Perry Exchange Bank and Trust Company First Bank & Trust Company, Perry, Oklahoma Pond Creek The First State Bank Porter The First State Bank of Porter Poteau The Community State Bank Pryor Century Bank of Oklahoma First Pryority Bank Purcell First American Bank McClain Bank Quinton The Farmers State Bank o p q 26 June 30, 2011 Roff Oklahoma Heritage Bank Ryan The First State Bank Peoples Bank and Trust Company Salina Lakeside Bank of Salina Sapulpa American Heritage Bank Sentinel Southwest State Bank Skiatook The Exchange Bank Snyder Bank of the Wichitas Spencer Advantage Bank Spiro Spiro State Bank Stilwell Bank of Commerce Stonewall First American Bank Sulphur Community Bank of the Arbuckles Tahlequah First State Bank Temple First State Bank in Temple Thomas The Bank of the West Tulsa American Bank and Trust Company The F & M Bank & Trust Company First Oklahoma Bank Freedom Bank of Oklahoma Grand Bank ONB Bank and Trust Company Peoples Bank Security Bank SpiritBank Summit Bank Tuttle Sooner State Bank Valliant First State Bank Verden The Bank of Verden Vici Bank of Vici Vinita Oklahoma State Bank r s t v 27 June 30, 2011 Wagoner The American Bank First Bank & Trust Company Walters Walters Bank and Trust Company Watonga Cornerstone Bank First State Bank Waynoka First State Bank Welch Welch State Bank of Welch, Okla. Westville Peoples Bank Wewoka Security State Bank of Wewoka, Oklahoma Wilburton Latimer State Bank Wilburton State Bank Woodward The Stock Exchange Bank Wyandotte Bank of Wyandotte Wynnewood The State Bank of Wynnewood Yukon Bank of Commerce First State Bank w y 28 June 30, 2011 CITY BANK BRANCH LOCATION AA Ada Citizens Bank of Ada Ada (2) Altus Stockmans Bank Gould, Hollis, Mangum Alva Alva State Bank & Trust Company Burlington, Enid Anadarko Anadarko Bank and Trust Company Anadarko, Binger First State Bank Gracemont Antlers FirstBank Atoka, Coalgate Ardmore Citizens Bank and Trust Company of Ardmore Ardmore, Dickson Atoka AmeriState Bank Atoka, Texas branch in Sherman BB Beaver The Bank of Beaver City Forgan, Turpin, Kansas branch in Liberal The First Security Bank Beaver Bethany First Bethany Bank & Trust Oklahoma City Bixby Citizens Security Bank & Trust Company Bixby, Haskell, Jenks, Muskogee (2), Okmulgee, Tulsa, Wetumka Blair Peoples State Bank Lawton Broken Arrow AVB Bank Broken Arrow Broken Bow 1st Bank & Trust Broken Bow (1), Wright City Buffalo Oklahoma State Bank Gage CC Calumet AllNations Bank Shawnee Canute The First State Bank Oklahoma City Chelsea Bank of Commerce Adair, Catoosa, Tulsa Cherokee ACB Bank Garver, Waukomis Farmers Exchange Bank Helena, Tonkawa, Wakita Cheyenne Security State Bank Hammon Chickasha Chickasha Bank & Trust Company Apache, Blanchard, Cement, Tuttle Claremore RCB Bank Blackwell, Broken Arrow (2), Catoosa (2), Claremore (3), Collinsville, Edmond, Inola, Oklahoma City (2), Owasso (2), Ponca City (4), Pryor (2), Skiatook Cleo Springs Cleo State Bank Carmen, Jet Clinton Oklahoma Bank and Trust Company Arapaho Collinsville American Bank of Oklahoma Muskogee (2), Ramona, Skiatook Crescent Farmers & Merchants Bank Edmond, Guthrie Cushing Bank of Cushing and Trust Company Cushing 29 June 30, 2011 CITY BANK BRANCH LOCATION DD Duncan First Bank & Trust Co. Ardmore (3), Duncan, Healdton, Norman, Waurika Durant First United Bank and Trust Company Ada (2), Bokchito, Calera, Colbert, Durant (3), Holdenville, Hugo, Madill, Oklahoma City, Pauls Valley, Sapulpa (2), Seminole, Shawnee (2), Tecumseh, Wewoka; Texas branches in Denton (4), Krum, McKinney, Sanger EE Edmond The Citizens Bank of Edmond Edmond (3) First Commercial Bank Norman, Oklahoma City (4), Colorado branches in Colorado Springs, Englewood, Littleton, Lone Tree Kirkpatrick Bank Edmond (2), Oklahoma City; Colorado branch in Colorado Springs El Reno The Bank of Union Union City Elk City Bank of Western Oklahoma Cordell, Geary, Vici, Weatherford, Woodward FF Fairfax The First State Bank Ralston GG Grandfield First State Bank Davidson Grove Grand Savings Bank Jay (2) Guthrie Oklahoma State Bank Coyle, Edmond, Mulhall HH Hennessey Community State Bank Cashion, Dover Hinton Legacy Bank Binger, Blanchard, Duncan, Edmond, Elk City, Marlow, Newcastle, Oklahoma City, Weatherford Hulbert Bank of Cherokee County Park Hill, Tahlequah Hydro Bank of Hydro Eakly KK Keyes High Plains Bank Alva, Boise City, Cordell Kremlin The Bank of Kremlin Drummond, Enid (2), Goltry 30 June 30, 2011 CITY BANK BRANCH LOCATION MM Miami Security Bank and Trust Company Miami Morrison Citizens State Bank Stillwater (2) Muskogee Armstrong Bank Bartlesville, Checotah, Dewey, Fort Gibson, Gore, Keys, Muldrow, Muskogee (2), Park Hill, Pawnee, Stilwell, Tahlequah (2), Vian, Wagoner, Warner NN Noble First State Bank Norman Norman Republic Bank & Trust Norman (2), Oklahoma City Nowata Regent Bank Nowata, South Coffeyville, Tulsa OO Okemah The Citizens State Bank Paden Oklahoma City All America Bank Mustang BancFirst Ardmore (2), Bartlesville, Blackwell (2), Chandler, Chattanooga, Coweta, Davenport, Del City, Duncan (3), Frederick (2), Glenpool, Guthrie (2), Harrah, Hobart (2), Hugo, Jenks, Jones, Kingfisher (2), Kingston, Konawa, Lawton (4), Lone Wolf, Madill, Marietta (2), Marlow (2), McAlester (2), McLoud, Meeker, Moore, Muskogee (3), Nicoma Park (2), Norman (3), Oklahoma City (14), Prague, Sand Springs (2), Seminole (2), Shawnee (3), Stillwater (4), Stratford, Stroud, Sulphur, Tahlequah (3), Tecumseh, Thackerville, Tishomingo, Tulsa (6), Weatherford Bank 7 Camargo, Medford, Woodward (2) The Bankers Bank Texas branch in McKinney Coppermark Bank Edmond, Norman, Oklahoma City (4); Texas branches in Dallas (2) First Enterprise Bank Oklahoma City (3) 31 June 30, 2011 CITY BANK BRANCH LOCATION Oklahoma City (Cont’d) InterBank Clinton, Edmond (2), El Reno (2), Elk City, Enid, Hennessey, Hobart, Kingfisher (2), Oklahoma City (4), Sayre; Texas branches in Borger, Breckenridge, Canadian, Childress, Coleman, Follett, Friona, Graham, Olney, Panhandle, Seymour, Stinnett, Vega NBC Oklahoma Altus (4), Duncan, Enid, Kingfisher, Oklahoma City, Tulsa Valliance Bank Norman Oologah Lakeside State Bank Chelsea Owasso First Bank of Owasso Owasso (2) PP Perry Exchange Bank and Trust Company Stillwater First Bank & Trust Company, Perry, Oklahoma Billings, Covington Pond Creek The First State Bank Enid Porter The First State Bank of Porter Locust Grove Poteau The Community State Bank Poteau, Spiro, Talihina, Wister Pryor Century Bank of Oklahoma Pryor, Tulsa Purcell First American Bank Garber, Maysville, Moore, Newcastle, Norman (2), Oklahoma City, Taloga, Woodward McClain Bank Lexington, Noble, Norman, Purcell QQ Quinton The Farmers State Bank Red Oak, Stigler RR Roff Oklahoma Heritage Bank Byng SS Sapulpa American Heritage Bank Beggs, Cleveland, Glenpool, Kiefer, Kellyville, Mannford, Mounds, Sand Springs (2), Sapulpa, Tulsa (2), Yale Skiatook The Exchange Bank Owasso, Sperry Snyder Bank of the Wichitas Cache, Elgin Spencer Advantage Bank Midwest City Spiro Spiro State Bank Talihina Sulphur Community Bank of the Arbuckles Davis 32 June 30, 2011 CITY BANK BRANCH LOCATION TT Tahlequah First State Bank Keys Thomas The Bank of the West Clinton, Leedey, Oklahoma City Tulsa American Bank and Trust Company Tulsa The F & M Bank & Trust Company Owasso, Tulsa (6) First Oklahoma Bank Glencoe, Tulsa Grand Bank Bixby, Claremore ONB Bank and Trust Company Edmond, Owasso, Sapulpa, Stillwater, Tulsa (3) Peoples Bank Tulsa SpiritBank Bristow, Cushing, Depew, Drumright, Edmond (1), Oilton, Oklahoma City, Sapulpa, Stillwater, Stroud, Tulsa (3) Tuttle Sooner State Bank Konawa, Newcastle, The Village VV Vinita Oklahoma State Bank Afton, Langley WW Wagoner First Bank & Trust Company Disney, Grove, Ketchum, Luther Watonga Cornerstone Bank Geary, Mustang, Oklahoma City, Watonga Welch Welch State Bank of Welch, Okla. Miami Westville Peoples Bank Arkansas branch in West Siloam Springs Wilburton Wilburton State Bank Wilburton Woodward The Stock Exchange Bank Woodward (2) yy Yukon Bank of Commerce El Reno, Mustang, Yukon 33 34 Mick Thompson State Bank Commissioner Oklahoma City Term expires September 1, 2012 Floyd Atha President & CEO Oklahoma Educators Credit Union Oklahoma City Term expires October 1, 2013 Mark W. Kelly President & CEO Oklahoma Employees Credit Union Oklahoma City Term expires October 1, 2014 Richard Forshee Attorney Williams, Box, Forshee, & Bullard Oklahoma City Term expires October 11, 2012 Leslie Rector President & CEO Tulsa Teachers Credit Union Tulsa Term expires October 11, 2011 35 As of December 31, 2010 Number of Credit Unions – 21 Corporate Credit Unions – None ASSETS Thousands of Dollars Cash, Cash Equivalents and Cash on Deposit 200,148 Total Loans 1,989,675 Loans Held for Sale 3,239 Less: Allowance for Loan Losses (20,638) Total Investments (Market Value, AFS only) 1,364,184 Land & Building (Net of Depreciation) 87,582 Other Fixed Assets 11,111 Other Real Estate Owned 8,121 Share Insurance Capitalization Deposit 28,923 Other Assets (including Share Insurance Fund) 41,293 TOTAL ASSETS 3,713,638 LIABILITIES Thousands of Dollars Total Borrowings 220,914 Dividend/Interest Payable 811 Accounts Payable and Other Liabilities 36,379 TOTAL LIABILITIES 258,104 TOTAL SHARES AND DEPOSITS 3,044,900 EQUITY Thousands of Dollars Regular Reserves 72,301 Plus: Unrealized Gain on AFS Securities 16,372 Other Reserves and Miscellaneous Equity 5,149 Reserve for Nonconforming Investments 0 Undivided Earnings (including YTD Net Income) 316,812 TOTAL EQUITY 410,634 TOTAL LIABILITIES, SHARES, AND EQUITY 3,713,638 36 As of June 30, 2011 Number of Credit Unions – 21 Corporate Credit Unions – None ASSETS Thousands of Dollars Cash, Cash Equivalents and Cash on Deposit 210,095 Total Loans 2,052,221 Loans Held for Sale 1,072 Less: Allowance for Loan Losses (22,200) Total Investments (Market Value, AFS only) 1,457,252 Land & Building (Net of Depreciation) 90,007 Other Fixed Assets 9,797 Other Real Estate Owned 8,425 Share Insurance Capitalization Deposit 29,588 Other Assets (including Share Insurance Fund) 40,776 TOTAL ASSETS 3,877,033 LIABILITIES Thousands of Dollars Total Borrowings 221,859 Dividend/Interest Payable 725 Accounts Payable and Other Liabilities 51,739 TOTAL LIABILITIES 274,323 TOTAL SHARES AND DEPOSITS 3,174,461 EQUITY Thousands of Dollars Regular Reserves 69,233 Plus: Unrealized Gain on AFS Securities 20,622 Other Reserves and Miscellaneous Equity 5,553 Reserve for Nonconforming Investments 0 Undivided Earnings (including YTD Net Income) 332,841 TOTAL EQUITY 428,249 TOTAL LIABILITIES, SHARES AND EQUITY 3,877,033 . 37 July 1, 2010 through June 30, 2011 CONVERSIONS None MERGERS Tulsa Metro Federal Credit Union, Tulsa, Oklahoma: merged with and into Fraternal Order of Police Credit Union, Tulsa, Oklahoma, effective May 1, 2011. 38 June 30, 2011 Number Of Credit Unions - 21 Ada Ada Federal Employees Credit Union East Central Credit Union Anadarko Cooperative Employees Credit Union El Reno El Reno RIL Credit Union McAlester McAlester Credit Union Midwest City Midwest City Credit Union Oklahoma City Allegiance Credit Union Credit Union One Of Oklahoma FAA Credit Union ME/CU Oklahoma Educators Credit Union Oklahoma Employees Credit Union Oklahoma R. E. & T. Employees Credit Union Teachers Credit Union WEOKIE Credit Union Woods Credit Union Ponca City Cherokee Strip Credit Union Tulsa Fire Fighters Credit Union Fraternal Order Of Police Credit Union Oklahoma Central Credit Union Tulsa Teachers Credit Union 39 40 June 30, 2011 CITY TRUST COMPANY BRANCHES Duncan Investors Trust Company 0 Oklahoma City American First Title & Trust Company 0 Columbia Trust Co., L.L.C. 0 First American Title & Trust Company 7 Heritage Trust Company 0 MidFirst Trust Company 0 North Bay Trust Company 0 Tulsa AmeriTrust Corporation 0 The Trust Company of Oklahoma 4 41 As of December 31, 2010 Number of Trust Companies – 9 ASSETS Thousands of Dollars Cash & due from banks 30,642 Notes, Loans & Other Receivables 2,783 Stocks, Bonds, Securities & Investments 17,550 Trust Company premises, furniture, fixtures, and Other assets representing Trust Company premises 1,747 Other Real Estate 0 Investments in subsidiaries 5,998 Title records 2,071 Other Assets 3,124 TOTAL ASSETS 63,915 LIABILITIES Thousands of Dollars Certificates & Other Forms Representing Deposits of Individuals, Partnership and Corporations 0 Certificates & Other Forms representing deposits of Government and Political Subdivisions 0 Accounts Payable 1,628 Notes Payable 1,587 Custodial and Escrow Accounts Payable 4,064 Reserve provision for taxes, interest, etc… 156 Other Liabilities 307 TOTAL LIABILITIES 7,742 RESERVES ON LOANS & SECURITIES Thousands of Dollars Reserves for bad debt losses on loans 0 Reserves for losses on securities (356) TOTAL RESERVES ON LOANS & SECURITIES (356) CAPITAL ACCOUNTS Thousands of Dollars Capital Notes and Debentures (Specify interest & maturity each issue outstanding) 0 Preferred Stock-total par value 0 Common Stock-total par value 3,515 Surplus 39,279 Paid in Excess 0 Undivided Profits (2,072) Reserves for Contingency & Other Capital Reserves including provisions for abstract & title guarantees 15,807 TOTAL CAPITAL ACCOUNTS 56,529 TOTAL LIABILITIES, RESERVES & CAPITAL ACCOUNTS 63,915 42 As of June 30, 2011 Number of Trust Companies – 9 ASSETS Thousands of Dollars Cash & due from banks 32,322 Notes, Loans & Other Receivables 3,861 Stocks, Bonds, Securities & Investments 18,892 Trust Company premises, furniture, fixtures, and Other assets representing Trust Company premises 1,792 Other Real Estate 0 Investments in subsidiaries 4,178 Title records 2,068 Other Assets 3,133 TOTAL ASSETS 66,246 LIABILITIES Thousands of Dollars Certificates & Other Forms Representing Deposits of Individuals, Partnership and Corporations 0 Certificates & Other Forms representing deposits of Government and Political Subdivisions 0 Accounts Payable 1,746 Notes Payable 0 Custodial and Escrow Accounts Payable 6,678 Reserve provision for taxes, interest, etc… 1,737 Other Liabilities 111 TOTAL LIABILITIES 10,272 RESERVES ON LOANS & SECURITIES Thousands of Dollars Reserves for bad debt losses on loans 0 Reserves for losses on securities 0 TOTAL RESERVES ON LOANS & SECURITIES 0 CAPITAL ACCOUNTS Thousands of Dollars Capital Notes and Debentures (Specify interest & maturity each issue outstanding) 0 Preferred Stock-total par value 0 Common Stock-total par value 5,007 Surplus 35,529 Paid in Excess 0 Undivided Profits (1,044) Reserves for Contingency & Other Capital Reserves including provisions for abstract & title guarantees 16,482 TOTAL CAPITAL ACCOUNTS 55,974 TOTAL LIABILITIES, RESERVES & CAPITAL ACCOUNTS 66,246 43 44 Alvin C. Harrell Chairman, President, and CEO Home Savings and Loan Association of Oklahoma City Oklahoma City (Term ending at the pleasure of the State Bank Commissioner) Russell Pembrook President and CEO Fairview Savings and Loan Association Fairview (Term ending at the pleasure of the State Bank Commissioner) Harold Reel Savings & Loan Administrator/ Assistant Deputy Commissioner Oklahoma State Banking Department Oklahoma City (Term ending at the pleasure of the State Bank Commissioner) 45 June 30, 2011 July 1, 2010 through June 30, 2011 MERGERS None CITY ASSOCIATION Oklahoma City Home Savings and Loan Association of Oklahoma City* * Indicates stock association 46 As of December 31, 2010 Number of Savings & Loans – 1 ASSETS Thousands of Dollars Cash and Investment Securities 6,023 Other investment securities 603 Mortgage Loans 2,916 Non-Mortgage Loans 292 Repossessed Real Estate and Other Assets 1 Real Estate Held for Investment 282 Investment in Subsidiaries 0 Premises and Equipment 1 Other Assets 32 TOTAL ASSETS 10,150 LIABILITIES Thousands of Dollars Deposits 7,417 Advances from Federal Home Loan Bank 0 Other Borrowings 0 Other Liabilities -125 TOTAL LIABILITIES 7,292 EQUITY CAPITAL Thousands of Dollars Common Stock 100 Pain in Excess of Par 784 Unrealized Gains (Losses) on Available-for-Sale Securities 0 Retained earnings 1,974 TOTAL EQUITY CAPITAL 2,858 TOTAL LIABILITIES AND EQUITY CAPITAL 10,150 47 As of June 30, 2011 Number of Savings & Loans – 1 ASSETS Thousands of Dollars Cash and Investment Securities 6,219 Mortgage Pool Securities 0 Mortgage Loans 3,066 Non-Mortgage Loans 213 Repossessed Real Estate and Other Assets 1 Real Estate Held for Investment 258 Investment in Subsidiaries 0 Premises and Equipment 4 Other Assets 45 TOTAL ASSETS 9,806 LIABILITIES Thousands of Dollars Deposits 7,014 Advances from Federal Home Loan Bank 0 Other Borrowings 0 Other Liabilities (149) TOTAL LIABILITIES 6,865 EQUITY CAPITAL Thousands of Dollars Common Stock 100 Pain in Excess of Par 784 Unrealized Gains (Losses) on Available-for-Sale Securities 0 Undivided Profits 2,057 TOTAL EQUITY CAPITAL 2,941 TOTAL LIABILITIES AND EQUITY CAPITAL 9,806 48 49 (Money Order Companies) As of June 30, 2011 Title 6, Chapter 5, §2103(a) states in part, “no person shall engage in the business of selling or issuing checks as a service or for a fee or other consideration without first securing a license to do so from the Commissioner…” PRINCIPALS LOCATION AGENTS American Express Prepaid Card Management Corporation Phoenix, AZ 458 American Express Travel Related Services Co., Inc. New York, NY 18 Barri Money Services, LLC Houston, TX 14 BCV Holdings, LP d/b/a American Money Order Company Broken Arrow, OK 11 Blackhawk Network California, Inc. Pleasanton, CA 17 Continental Exchange Solutions, Inc. Buena Park, CA 0 Convenience Express Money Orders, LLC Oklahoma City, OK 109 DolEx Dollar Express, Inc. Arlington, TX 2 E-Z Mart Stores, Inc. Texarkana, TX 79 Global Cash Access, Inc. Las Vegas, NV 34 Grocers Express, LLC Oklahoma City, OK 12 GSC Enterprises, Inc. d/b/a Fidelity Express Money Order Company Sulphur Springs, TX 25 Integrated Payment Systems, Inc. Englewood, CO 0 Intermex Wire Transfer, LLC Miami, FL 2 JK&K Corporation d/b/a Retailers Express Money Order Company Tuttle, OK 155 Michael F. “Mick” LaFevers Poteau, OK 10 MoneyGram Payment Systems, Inc. Minneapolis, MN 624 Order Express, Inc. Chicago, IL 2 Stripes, LLC Corpus Christi, TX 19 Travelex Currency Services, Inc. Toronto, Ontario 0 Travelex Global Business Payments, Inc. Washington DC 0 Western Union Financial Services, Inc. Englewood, CO 992 50 51 As of June 30, 2011 Pursuant to the Oklahoma Financial Transaction Reporting Act and the rules promulgated under that Act, the following companies have been issued a license to engage in money transmission in Oklahoma. PRINCIPALS LOCATION AGENT AND COMPANY-OWNED LOCATIONS* Ace Cash Express Irving, TX 35 ADP Payroll Services, Inc. Roseland, NJ 0 Amazon Payments, Inc. Seattle, WA 0 American Express Travel Related Services Company, Inc. New York, NY 12 Barri Remittance Corporation Houston, TX 14 Blackhawk Network California, Inc. Pleasanton, CA 0 Braz Transfers, Inc. Saugus, MA 0 Cambridge Mercantile Corp. Princeton, NJ 0 CheckFreePay Corporation Wallingford, CT 311 Continental Exchange Solutions, Inc. d/b/a Ria Financial Services and Associated Foreign Exchange Cerritos, CA 110 Custom House (USA) Ltd. Seattle, WA 1 DolEx Dollar Express, Inc. Arlington, TX 0 Enramex, Inc. Wheatridge, CO 14 Ethos Group Payment Services, Inc./Pegasus Pay Irving, TX 12 Google Payment Corp. Mountain View, CA 0 GSC Enterprises, Inc. d/b/a Fidelity Express Sulphur Springs, TX 108 Hong Lan Services, Inc. Westminster, CA 3 Integrated Payment Systems, Inc. Englewood, CO 1 Intermex Wire Transfer, LLC Miami, FL 27 ITC Financial Licenses, Inc. Columbus, GA 713 Keefe Commissary Network, LLC St. Louis, MO 1 Kwik Dollar, Inc. d/b/a “Dinex” Houston, TX 26 Maxitransfers Corporation Irving, TX 17 52 Mexico Transfers,Inc. Irving, TX 10 Moneybookers USA, Inc. Brooklyn, NY 0 MoneyGram Payment Systems, Inc. Minneapolis, MN 354 Nationwide Biweekly Administration, Inc. Xenia, Ohio 0 Note World, LLC Tacoma, WA 0 OboPay Redwood City, CA 0 Official Payments Corporation Reston, VA 0 Order Express, Inc. Chicago, IL 1 PayPal San Jose, CA 0 PreCash, Inc. Houston, TX 220 Servicio Uniteller, Inc. Rochelle Park, NJ 10 Sigue Corporation Sylmar, CA 125 Softgate Systems, Inc. Fairfield, NJ 173 Tempus Consulting, Inc. Washington, DC 0 Trans-Fast Remittance LLC New York, NY 4 Travelex Currency Services, Inc. Omaha, NE 0 Travelex Global Business Payments, Inc. Washington, DC 0 Unidos Financial Services, Inc. New York, NY 10 Viamericas Corporation Bethesda, MD 12 Western Union Englewood, CO 809 *Agent locations do not include financial institution agents such as banks, credit unions and savings associations. 53
Object Description
Description
Title | 2011 Banking Department annual report |
OkDocs Class# | B300.3 A615 2010/11 |
Digital Format | PDF, Adobe Reader required |
ODL electronic copy | Downloaded from agency website: http://www.ok.gov/banking/documents/Annual%20Report%202011.pdf |
Rights and Permissions | This Oklahoma state government publication is provided for educational purposes under U.S. copyright law. Other usage requires permission of copyright holders. |
Language | English |
Full text | Banking Department Annual Report Fiscal Year Ending June 30, 2011 Mick Thompson Commissioner On the Cover: The Lincoln Boulevard Renaissance Project began in 1998 with the intent to relocate state agencies to less-costly state-owned facilities near the Capitol. The Oklahoma State Banking Department was the first building completed, in 2008, as part of the Renaissance Project. The Banking Department was also one of the first state agencies to participate in the Art in Public Places Program by commissioning internationally-recognized artist Enoch Kelly Haney to create the bronze sculpture titled The Circle of Life that decorates the entrance to the building. Our cover photo this year captures the Banking Department and Chief Haney’s sculpture at sunrise. Photo credit: Regina Rainey Special Thanks to: Deron Brubaker, Rhonda Bruno, Dudley Gilbert, Sherbie Kiffin, Debbie Moore, Angela Morris, Regina Rainey, Tony Reel, Diane Ries, and Terry Slagle of the State Banking Department for the preparation and submission of the material used in this report and other contributions to the process of creating a finished product. This publication is produced by the Oklahoma State Banking Department as authorized by the Commissioner pursuant to §212 of the Oklahoma Banking Code. An electronic copy of the Annual Report has been provided to the Oklahoma Department of Libraries and published on the State Banking Department’s website at no cost to the Oklahoma Taxpayer. MICK THOMPSON BANK COMMISSIONER MARY FALLIN GOVERNOR STATE OF OKLAHOMA STATE BANKING DEPARTMENT October 1, 2011 The Honorable Mary Fallin Governor, State of Oklahoma Room 212, State Capitol Oklahoma City, Oklahoma 73105 Dear Governor Fallin: Pursuant to Title 6 O.S., Section 212 of the Oklahoma Banking Code, I am pleased to submit the State Banking Department’s 2011 Annual Report. This report contains information on the financial institutions the Department regulates as well as an update on the agency’s budget and regulatory activities during the past year. The State Banking Department is charged with regulating all state chartered banks, credit unions, savings and loan associations, trust companies, money order companies, and money transmission licensees in the State of Oklahoma. The total assets regulated by the State Banking Department are approximately $40.25 billion. I hope you find this report informative and should you have any questions regarding the contents of this publication, please do not hesitate to contact me. Sincerely, Mick Thompson Commissioner 2900 N. LINCOLN BLVD. OKLAHOMA CITY, OK 73105-3427 (405) 521-2782 www.ok.gov/banking FAX (405) 522-2993 1 Department Mission Statement 4 Organizational Chart 5 Department Personnel 6 2011 Banking Legislation 7 Comparative Statement of Expenditures and Receipts 8 Institutions Supervised 9 Banks State Banking Board 11 Consolidated Report of Condition of Oklahoma State Chartered Banks as of December 31, 2010 12 Consolidated Report of Condition of Oklahoma State Chartered Banks as of June 30, 2011 13 Consolidated Report of Condition of Oklahoma State Chartered Banks - Selected Performance and Condition Ratios 14 Summary of Changes – Oklahoma State Chartered Banks – July 1, 2010 through June 30, 2011 15 Applications Approved by the Bank Commissioner – July 1, 2010 through June 30, 2011 16 Applications Approved by the State Banking Board – July 1, 2010 through June 30, 2011 20 Oklahoma State Chartered Banks 22 Oklahoma State Chartered Banks with Branch Offices 28 2 Credit Unions State Credit Union Board 34 Consolidated Report of Condition of Oklahoma State Chartered Credit Unions as of December 31, 2010 35 Consolidated Report of Condition of Oklahoma State Chartered Credit Unions as of June 30, 2011 36 Summary of Changes – Oklahoma State Chartered Credit Unions – July 1, 2010 through June 30, 2011 37 Oklahoma State Chartered Credit Unions 38 Trust Companies State Chartered Trust Companies 40 Consolidated Report of Condition of Oklahoma State Chartered Trust Companies as of December 31, 2010 41 Consolidated Report of Condition of Oklahoma State Chartered Trust Companies as of June 30, 2011 42 Savings & loans State Savings and Loan Advisory Council 44 Savings and Loan Associations 45 Consolidated Report of Condition of Oklahoma State Chartered Savings and Loans as of December 31, 2010 46 Consolidated Report of Condition of Oklahoma State Chartered Savings and Loans as of June 30, 2011 47 Sale of checks Money Order Companies 49 Money transmission Money Transmission Licensees 51 3 4 Mission The mission of the State Banking Department is to allocate human and other resources to implement an effective regulatory program for financial institutions. The Department has been, and will continue to be, an advocate of financial institutions in the implementation of this program. However, our primary focus is to ensure the continuance of safe and sound financial practices in the State’s financial institutions. It would follow that the financial services offered by these sound institutions would foster economic growth and meet the public demand for these services in their communities. How Mission is Accomplished The Department is committed to the development of its staff through education, economic rewards, and the availability of a pleasant work environment. In that regard, the following objectives have been formulated by the Department: To strengthen the examination program by improving examination methods and procedures and by improving research and development to stay abreast of changes within the financial industry; To improve training programs for Department personnel by more efficient utilization of funds and resources, enhancement of internal training programs, and early detection and identification of external schools and seminars to be attended; To improve communication among bank management, regulatory agencies, public entities, and the general public; To acquire and maintain the required physical and human resources to allow more efficient and consistent operation; and To improve the work environment, benefits, and morale of Department personnel in order to enhance staff motivation and satisfaction, improve productivity, and reduce turnover. How Mission is Measured To accomplish its mission, the Banking Department examines banks, credit unions, and savings associations, and rates them based on safety and soundness. The Department also compares trends of capital requirements and assets of prior years. The Department can then recognize weaknesses and implement formal and informal supervisory action to ensure compliance with applicable laws and prevent the failure of a financial institution. The Department can also compare the results of each examination to evaluate the progress of each financial institution. With respect to its supervision of money order companies and money transmitters, the Department supervises such institutions to assure they maintain adequate security (such as a surety bond) and net worth. The Department’s supervision is directed at consumer protection and making sure that only those companies with sound business operations may conduct business in Oklahoma. 5 Governor Banking Board Commissioner Deputy Commissioner Assistant Deputy Commissioner -- Applications/ Complaints Assistant Deputy Commissioner-- Examinations Depository Non-Depository Assistant Deputy Commissioner -- Governmental/Enforcement Director of Administration Information Technology Administrative Assistant Executive Secretary Secretary File Clerk Credit Union Board 6 OOffffiiccee SSttaaffff Mick Thompson Commissioner Charles Griffith Deputy Commissioner Dudley Gilbert Assistant Deputy Commissioner Harold A. Reel Assistant Deputy Commissioner Sherbie Kiffin Assistant Deputy Commissioner Rhonda Bruno Director of Administration Regina Rainey Administrative Assistant Deron Brubaker Computer Support Specialist Angela Morris Executive Secretary Deborah Moore Secretary Diane Ries Secretary Zenia Fiddes Clerk Holly Wingfield Clerk EExxaammiinnaattiioonn SSttaaffff Regional Examiners Jeffrey Bagby K. Paul Qualls Examiners Chuck Harryman Justin Moore Morris Wilson Examiner Trainees Brooke Tripp Ashley Wilson Senior Examiners Wayne Arbuthnot R. Kurt Blair Roger Brock Shawn Burcham Mike Faulkenberry Deloris Finley Kenneth Fisher Kandace Huston Daryl Jones Doyle Jones Michael Kellum Senior Examiners Lance Lassiter Carter Mathews Jonathan Morphis Rick Nelson Laurie Ridgway Donna Shaw Terry Slagle Melanie Sparks Michael Truitt Randy Willard Gwen Wright Randy Willard 7 The Banking Department did not seek passage of any specific legislation affecting the banking industry or the Department during the First Regular Session of the 53rd Oklahoma Legislature. However, among the laws that were passed that affect the industry and/or the Banking Department are the following: 1. SB 246 amended section 906 of the Oklahoma Banking Code (Title 6 O.S. § 906) to increase the maximum amount of deposit that may be transferred to known heirs of the deceased owner of an account. The amount was increased from $5,000 to $20,000. 2. SB 287 amended section 4-401 of the Oklahoma Uniform Commercial Code (Title 12A O.S. § 4-401) to clarify when a customer’s claim accrues against a bank with respect to item that has been paid by the bank but was not properly payable due to a forged or unauthorized endorsement. As amended, the law states that the claim accrues when the item is finally paid by the bank. 8 EXPENDITURES FY-11 FY-10 Personal Services $4,615,922 $4,395,575 Professional Services 48,124 42,385 Travel 410,203 407,021 Equipment 57,498 15,820 Other Operating Expenses 249,601 264,058 Capital Expenditures 0 15,000 TOTAL $5,381,348 $5,139,859 RECEIPTS FY-11 FY-10 Assessments Deposited into GRF $653,400 $619,146 Assessments and Fees Deposited into the Banking Department's Revolving Funds - Banks 5,767,378 5,539,082 - Trust Companies 146,693 146,355 - Credit Unions 622,703 585,199 - Savings and Loan Associations 2,043 2,535 - Money Order Companies 36,940 35,610 - Money Transmitter Companies 176,300 226,502 - Cemeteries 0 60,850 - Misc. Fees 763 3,236 TOTAL ASSESSMENTS & FEES $7,406,220 $7,218,515 9 As of June 30, 2011 Type of Institutions Number of Institutions Examinations Performed 7/1/2010 to 6/30/2011 Commercial Banks* 168 62 Bank Trust Departments - Active 22 8 - Inactive** 7 N/A Savings and Loans 1 1 Trust Companies 9 4 Credit Unions 21 20 Money Order Companies # 22 22 Money Transmitter Companies ## 44 44 Total 294 161 *Commercial banks: 40 were independent exams and 22 joint with FDIC or Federal Reserve. **Trust Departments endowed with trust powers which do not at present provide fiduciary supervision for any trust accounts. # Money Order licensees submit audited financial statements at the time their license is renewed. The statements are reviewed internally along with other documentation required by statute at the time. ## Money Transmitter licensees are examined annually upon renewal of their license. The Banking Department reviews each licensee for purposes of financial safety and soundness. The Banking Department has entered into agreements with the Oklahoma Bureau of Narcotics and Dangerous Drugs Control and the Federal Department of Homeland Security to conduct investigations of agent locations for purposes of criminal conduct. 10 11 Mick Thompson, Chairman State Bank Commissioner Oklahoma City Term expires September 1, 2012 David Burrage President & CEO FirstBank Antlers Term expires May 6, 2012 Chris Conn Senior Executive Vice President The F&M Bank & Trust Company Tulsa Term expires June 1, 2015 Gordon Greer Vice Chairman BancFirst Tulsa Term expires June 1, 2017 Bradley Krieger EVP – Regional Manager Arvest Bank Oklahoma City Term expires June 1, 2014 Bob Newcomb Vice Chairman of the Board Bank of Western Oklahoma Elk City Term expires June 1, 2013 Bob Weaver Lay Member Shawnee Term expires June 1, 2012 12 As of December 31, 2010 Number of Banks – 171 ASSETS Thousands of Dollars Cash and Due from Banks 3,500,592 Securities 5,790,364 Federal Funds Sold 552,566 Loans – Net of Reserve 22,875,372 Bank Premises – F&F 751,189 Other Real Estate Owned 247,625 Intangible Assets 262,902 Other Assets 928,809 TOTAL ASSETS 34,909,419 LIABILITIES Thousands of Dollars DEPOSITS Noninterest-bearing Deposits 6,126,228 Interest-bearing Accounts 23,657,687 TOTAL DEPOSITS 29,783,915 Federal Funds Purchased 476,141 Other Borrowed Money 937,655 Subordinated Notes and Debentures 18,750 Other Liabilities 173,070 TOTAL LIABILITIES 31,389,531 EQUITY CAPITAL Thousands of Dollars Preferred Stock 22,000 Common Stock 137,701 Surplus 1,361,203 Undivided Profits 1,996,064 Noncontrolling Interests in Consolidated Subs. 2,920 TOTAL EQUITY CAPITAL 3,519,888 TOTAL LIABILITIES, PREFERRED STOCK AND EQUITY CAPITAL 34,909,419 12-31-2010 12-31-2009 12-31-2008 Percentage of Total Capital to Total Assets 10.08% 10.07% 9.98% Percentage of Total Capital to Total Deposits 11.82% 11.97% 12.11% Percentage of Total Loans to Total Deposits 76.80% 79.96% 82.96% Percentage of Cash Reserve to Total Deposits 11.75% 10.51% 6.53% 13 As of June 30, 2011 Number of Banks – 168 ASSETS Thousands of Dollars Cash and Due from Banks 4,161,180 Securities 6,373,883 Federal Funds Sold 696,667 Loans – Net of Reserve 22,905,593 Bank Premises – F&F 779,268 Other Real Estate Owned 250,580 Intangible Assets 267,796 Other Assets 942,202 TOTAL ASSETS 36,377,169 LIABILITIES Thousands of Dollars DEPOSITS Noninterest-bearing Deposits 7,077,318 Interest-bearing Accounts 24,106,269 TOTAL DEPOSITS 31,183,587 Federal Funds Purchased 519,323 Other Borrowed Money 786,791 Subordinated Notes and Debentures 18,750 Other Liabilities 172,189 TOTAL LIABILITIES 32,680,640 EQUITY CAPITAL Thousands of Dollars Preferred Stock 22,000 Common Stock 136,000 Surplus 1,367,088 Undivided Profits 2,168,489 Noncontrolling Interests in Consolidated Subs. 2,952 TOTAL EQUITY CAPITAL 3,696,529 TOTAL LIABILITIES, PREFERRED STOCK AND EQUITY CAPITAL 36,377,169 6-30-2011 6-30-2010 6-30-2009 Percentage of Total Capital to Total Assets 10.16% 10.32% 9.98% Percentage of Total Capital to Total Deposits 11.85% 12.20% 11.88% Percentage of Total Loans to Total Deposits 73.45% 78.23% 81.40% Percentage of Cash Reserve to Total Deposits 13.34% 10.96% 9.12% 14 Selected Performance and Condition Ratios 6-30-11 12-31-10 6-30-2010 12-31-2009 6-30-2009 12-31-2008 Number of Banks Reporting 168 171 173 174 174 174 Unprofitable Banks 3.57% 8.77% 7.51% 11.49% 8.05% 9.20% Banks with Earnings Gains 59.52% 57.31% 58.38% 44.25% 37.36% 50.57% Yield on Earning Assets 4.89% 5.23% 5.29% 5.63% 5.73% 6.45% Net Interest Margin 4.02% 4.14% 4.14% 4.15% 4.12% 4.19% Noninterest Inc./Earning Assets 1.13% 1.19% 1.13% 1.15% 1.14% 1.18% Noninterest Exp./Earning Assets 3.42% 3.57% 3.50% 3.59% 3.54% 3.52% Net Operating Income to Assets 1.15% 1.01% 1.04% 0.92% 0.93% 1.08% Cash Dividends to Net Income 45.89% 60.85% 45.76% 80.72% 69.23% 65.63% Return on Assets (ROA) 1.22% 1.02% 1.05% 0.93% 0.94% 1.09% Return on Equity (ROE) 12.05% 10.02% 10.27% 9.26% 9.42% 10.96% Loan Loss Reserve to Loans 1.48% 1.46% 1.44% 1.33% 1.30% 1.23% Noncurrent Loans to Loans 1.90% 1.98% 2.08% 1.96% 1.96% 1.52% Core Capital (Leverage) Ratio 9.27% 9.29% 9.39% 9.24% 9.16% 9.21% Tier 1 Risk-Based Capital Ratio 13.37% 13.01% 12.80% 12.37% 12.06% 11.80% Total Risk-Based Capital Ratio 14.59% 14.22% 14.01% 13.52% 13.17% 12.89% 15 July 1, 2010 through June 30, 2011 TOTAL STATE CHARTERED BANKS AS OF JUNE 30, 2010 173 NEW BANK CHARTERS 0 CONVERSIONS TO STATE BANKS 0 CONVERSIONS TO NATIONAL BANKS 0 ACQUISITIONS -State Banks acquired by Other State Banks (2) MERGERS - State Banks merged into Other State Banks (3) - State Banks merged into National Banks 0 -State Banks merged into Federal Savings Banks 0 TOTAL STATE CHARTERED BANKS AS OF JUNE 30, 2011 168 16 July 1, 2010 through June 30, 2011 DE NOVO BRANCHES Cornerstone Bank, Watonga, Oklahoma: branch at 2222 West Hefner Road, Oklahoma City, Oklahoma; approval date July 19, 2010 BancFirst, Oklahoma City, Oklahoma: branch at 1100 South Bryant Avenue, Edmond, Oklahoma; approval date August 2, 2010 All Nations Bank, Calumet, Oklahoma: branch at 2023 Gordon Cooper Boulevard, Shawnee, Oklahoma; approval date November 5, 2010 Summit Bank, Tulsa, Oklahoma: branch at 1001 NW 63rd Street, Oklahoma City, Oklahoma; approval date November 5, 2010 FirstBank, Antlers, Oklahoma: branch at 1501 East Jackson, Hugo, Oklahoma; approval date December 6, 2010 Bank of Commerce, Yukon, Oklahoma: branch at 120 South Mustang Road, Oklahoma City, Oklahoma; approval date March 31, 2011 Century Bank of Oklahoma, Pryor, Oklahoma: branch at 2201 East 21st Street, Tulsa, Oklahoma; approval date March 31, 2011 BancFirst, Oklahoma City, Oklahoma: branch at 410 Piedmont Road, Piedmont, Oklahoma; approval date June 8, 2011 MAIN OFFICE RELOCATIONS Bank of Commerce, Oklahoma City, Oklahoma: from 120 S. Mustang Road to 2500 S. Cornwell, Yukon, Oklahoma; approval date January 5, 2011 First Capital Bank, Guthrie, Oklahoma: from 224 E. Oklahoma Avenue to 601 S. Main Street, Kingfisher, Oklahoma; approval date June 13, 2011 BRANCH RELOCATIONS BancFirst, Oklahoma City, Oklahoma: from 2700 N. Kickapoo to 3401 N. Kickapoo, Shawnee, Oklahoma; approval date August 2, 2010 Cornerstone Bank, Watonga, Oklahoma: from 2222 W. Hefner Road to 8504 N. May Avenue, Oklahoma City, Oklahoma; approval date August 17, 2010 BancFirst, Oklahoma City, Oklahoma: from 110 N. 2nd Street to 224 N. Division Street, Guthrie, Oklahoma; approval date September 17, 2010 RCB Bank, Claremore, Oklahoma: from 2701 N. 14th Street to 2901 N. 14th Street, Ponca City, Oklahoma; approval date September 17, 2010 17 BancFirst, Oklahoma City, Oklahoma: from 510 N. Broadway, Davenport, Oklahoma to 602 W. Main Street, Stroud, Oklahoma; approval date January 13, 2011 BancFirst, Oklahoma City, Oklahoma: from 2414 N. Westminster Road to 12924 NE 23rd Street, Nicoma Park, Oklahoma; approval date January 13, 2011 Armstrong Bank, Muskogee, Oklahoma: from 501 Harrison Street to 551 Harrison Street, Pawnee, Oklahoma; approval date January 18, 2011 BancFirst, Oklahoma City, Oklahoma: from Main Street & Highway 77, Thackerville, Oklahoma to 105 SW 2nd Street, Marietta, Oklahoma; approval date April 27, 2011 BRANCH PURCHASE AND ASSUMPTIONS Welch State Bank, Welch, Oklahoma: purchase and assumption of South Coffeyville, Oklahoma branch of Regent Bank, Nowata, Oklahoma; approval date October 5, 2010 InterBank, Oklahoma City, Oklahoma: purchase and assumption of Guthrie branches and Cordell loan production office of First Capital Bank, Guthrie, Oklahoma; approval date June 13, 2011 ACQUIRED BRANCHES RCB Bank, Claremore, Oklahoma: acquired branch at 1350 West Doolin, Blackwell, Oklahoma; approval date July 9, 2010 Welch State Bank, Welch, Oklahoma: acquired branch at 3rd and Willow Street, South Coffeyville, Oklahoma; approval date October 5, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 525 Morse, Stinnett, Texas; approval date December 2, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 531 North Deahl, Borger, Texas; approval December 2, 2010 Bank 7, Oklahoma City, Oklahoma: acquired branch at 1001 Main Street, Camargo, Oklahoma; approval January 28, 2011 InterBank, Oklahoma City, Oklahoma: acquired branch at 224 East Oklahoma, Guthrie, Oklahoma; approval June 13, 2011 InterBank, Oklahoma City, Oklahoma: acquired branch at 110 East Cleveland, Guthrie, Oklahoma; approval June 13, 2011 18 OPERATING SUBSIDIARIES Alva State Bank & Trust Company, Alva, Oklahoma: located at 518 College Avenue, Alva, Oklahoma (ASB Land, LLC); approval date July 28, 2010 BancFirst, Oklahoma City, Oklahoma: located at 101 North Broadway, Oklahoma City, Oklahoma (Seattle One, LLC); approval date September 10, 2010 BancFirst, Oklahoma City, Oklahoma: located at 101 North Broadway, Oklahoma City, Oklahoma (Seattle Two, LLC); approval date September 10, 2010 BancFirst, Oklahoma City, Oklahoma: located at 101 North Broadway, Oklahoma City, Oklahoma (Seattle Three, LLC); approval date September 10, 2010 First Capital Bank, Guthrie, Oklahoma: located at 224 East Oklahoma Avenue, Guthrie, Oklahoma (DPC Investments, LLC); approval date September 30, 2010 Union Bank, Oklahoma City, Oklahoma: located at 455 Elm Street, Friona, Texas (OBS Loan Management Company, LLC); approval date December 2, 2010 Union Bank, Oklahoma City, Oklahoma: located at 1105 North Cleveland Avenue, Friona, Texas (Friona State Agricultural Credit Corporation); approval date December 2, 2010 The Citizens Bank of Edmond, Edmond, Oklahoma: located at One E. First Street, Edmond, Oklahoma (Citizens Holdings, LLC); approval date December 20, 2010 First Oklahoma Bank, Tulsa, Oklahoma: located at 2448 East 81st Street, Suite 5700, Tulsa, Oklahoma (First Oklahoma Mortgage, LLC); approval date December 29, 2010 First Bank & Trust Company, Wagoner, Oklahoma: located at 111 South Casaver Avenue, Wagoner, Oklahoma (Gunner Properties, LLC); approval date February 25, 2011 LOAN PRODUCTION/DEPOSIT PRODUCTION OFFICES Bank of Commerce, Duncan, Oklahoma: office at 1 SW 11th Street, Suite 190, Lawton, Oklahoma; approval date July 23, 2010 Stockmans Bank, Altus, Oklahoma: office at 15455 Dallas Parkway, Addison, Texas; approval date October 1, 2010 The F&M Bank & Trust Company, Tulsa, Oklahoma: office at 14185 Dallas Parkway, Suite 140, Dallas, Texas; approval date March 28, 2011 Evolve Bank & Trust, West Memphis, Arkansas: office at 4200 East Skelly Drive, Suite 540, Tulsa, Oklahoma; approval date April 29, 2011 InterBank, Oklahoma City, Oklahoma: office at 123 East Main Street, Cordell, Oklahoma; approval date June 13, 2011 19 The F&M Bank & Trust Company, Tulsa, Oklahoma: office at 2642 East 21st Street, Suite 170, Tulsa, Oklahoma; approval date June 17, 2011 Peoples Bank and Trust Company, Ryan, Oklahoma: office at 3060 Albert Pike, Suite D, Hot Springs, Arkansas; approval date June 24, 2011 BANK PURCHASE AND ASSUMPTIONS RCB Bank, Claremore, Oklahoma; purchase of assets of Home National Bank, Blackwell, Oklahoma; approval date July 9, 2010 Union Bank, Oklahoma City, Oklahoma; purchase of assets of Texas offices of First National Bank of Borger, Borger, Texas; approval date December 2, 2010 Peoples Bank, Tulsa, Oklahoma; purchase of assets of American State Bank, Tulsa, Oklahoma; approval date January 20, 2011 Bank 7, Oklahoma City, Oklahoma; purchase of assets of The First State Bank in Camargo, Camargo, Oklahoma; approval date January 28, 2011 NAME CHANGES Union Bank, Oklahoma City, Oklahoma; corporate name change to InterBank; approval date December 1, 2010. 20 July 1, 2010 through June 30, 2011 NEW BANK CHARTERS None CONVERSIONS FROM NATIONAL BANKS TO STATE BANKS None MERGERS Union Bank of Chandler, Chandler, Oklahoma: merger with and into BancFirst, Oklahoma City, Oklahoma; approval date October 20, 2010 Olney Bancshares subsidiary banks (9 banks): merger with and into Union Bank, Oklahoma City, Oklahoma; approval date December 1, 2010 Exchange National Bank of Moore, Moore, Oklahoma: merger with and into BancFirst, Oklahoma City, Oklahoma; approval date May 11, 2011 First National Bank of Borger, Panhandle, Texas: merger with and into InterBank, Oklahoma City, Oklahoma; approval date May 11, 2011 ACQUIRED BRANCHES BancFirst, Oklahoma City, Oklahoma: acquired branch at 1001 Manvel Avenue, Chandler, Oklahoma; approval date October 20, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 307 W. Main, Olney, Texas; approval date December 1, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 455 Elm Street, Graham, Texas; approval date December 1, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 1620 West Third, Elk City, Oklahoma; approval date December 1, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 1105 North Cleveland Avenue, Friona, Texas; approval date December 1, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 100 Commercial Avenue, Coleman, Texas; approval date December 1, 2010 21 Union Bank, Oklahoma City, Oklahoma: acquired branch at 115 Main Street, Canadian, Texas; approval date December 1, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 301 West Walker, Breckenridge, Texas; approval date December 1, 2010 Union Bank, Oklahoma City, Oklahoma: acquired branch at 100 North Washington, Seymour, Texas; approval date December 1, 2010 BancFirst, Oklahoma City, Oklahoma: acquired branch at 600 NW 5th Street, Moore, Oklahoma; approval date May 11, 2011 InterBank, Oklahoma City, Oklahoma: acquired branch at 400 North Main, Panhandle, Texas; approval date May 11, 2011 DE NOVO BRANCHES None MAIN OFFICE RELOCATIONS None 22 June 30, 2011 Total Number of Banks - 168 Ada Citizens Bank of Ada Allen Farmers State Bank, Allen, Oklahoma Altus Stockmans Bank Alva Alva State Bank & Trust Company Community Bank Anadarko Anadarko Bank and Trust Company First State Bank Antlers FirstBank Ardmore Citizens Bank and Trust Company of Ardmore Arnett Farmers and Merchants Bank Atoka AmeriState Bank Beaver The Bank of Beaver City The First Security Bank Bethany First Bethany Bank & Trust Bixby Citizens Security Bank & Trust Company Blair Peoples State Bank Boise City The First State Bank Bristow Community Bank Broken Arrow AVB Bank Patriot Bank Broken Bow 1st Bank & Trust Buffalo Oklahoma State Bank Burns Flat Washita State Bank C Calumet AllNations Bank Canton Community State Bank of Canton Canute The First State Bank Carnegie �� The Farmers Bank Carney The Carney State Bank Chandler First Bank of Chandler Chelsea Bank of Commerce Cherokee ACB Bank Farmers Exchange Bank A c B 23 June 30, 2011 Cheyenne Security State Bank Chickasha Chickasha Bank & Trust Company Chouteau Bank of Commerce (Continued) Claremore RCB Bank Cleo Springs Cleo State Bank Cleveland The Cleveland Bank Clinton First Bank and Trust Company Oklahoma Bank and Trust Company Collinsville American Bank of Oklahoma Commerce First State Bank Cordell Bank of Cordell Crescent Farmers & Merchants Bank Cushing Bank of Cushing and Trust Company Duke Farmers & Merchants Bank Duncan Bank of Commerce First Bank & Trust Co. Durant First United Bank and Trust Company Edmond The Citizens Bank of Edmond First Commercial Bank Kirkpatrick Bank Prime Bank El Reno The Bank of Union Elk City Bank of Western Oklahoma Elmore City First State Bank Erick First American Bank Eufaula Bank of Eufaula Fairfax The First State Bank Fairland The First Bank of Fairland Fort Cobb Washita Valley Bank Fort Gibson Fort Gibson State Bank Freedom The Freedom State Bank D e f c 24 June 30, 2011 Grandfield First State Bank Grove Bank of Grove Grand Savings Bank Guthrie First Capital Bank Oklahoma State Bank Guymon Bank of the Panhandle Hennessey Community State Bank Henryetta American Exchange Bank Hinton Legacy Bank Hopeton The Hopeton State Bank Hulbert Bank of Cherokee County Hydro Bank of Hydro Keyes High Plains Bank Kremlin The Bank of Kremlin Lamont The State Exchange Bank Laverne Bank of Laverne Lindsay American Exchange Bank, Lindsay, Oklahoma Locust Grove Bank of Locust Grove Maysville Farmers and Merchants Bank Medford Grant County Bank Miami Security Bank and Trust Company Morris The Morris State Bank Morrison Citizens State Bank Muskogee Armstrong Bank Noble First State Bank Norman Great Nations Bank Republic Bank & Trust Nowata Regent Bank G h k l m n 25 June 30, 2011 Okarche The First Bank of Okarche Okeene State Guaranty Bank Okemah The Citizens State Bank Oklahoma City All America Bank BancFirst Bank 7 Bank 2 The Bankers Bank Coppermark Bank First Enterprise Bank First Liberty Bank First Security Bank and Trust Company Frontier State Bank InterBank NBC Oklahoma Valliance Bank Oologah Lakeside State Bank Owasso First Bank of Owasso Pawhuska Citizens Bank of Oklahoma Perkins The Payne County Bank Perry Exchange Bank and Trust Company First Bank & Trust Company, Perry, Oklahoma Pond Creek The First State Bank Porter The First State Bank of Porter Poteau The Community State Bank Pryor Century Bank of Oklahoma First Pryority Bank Purcell First American Bank McClain Bank Quinton The Farmers State Bank o p q 26 June 30, 2011 Roff Oklahoma Heritage Bank Ryan The First State Bank Peoples Bank and Trust Company Salina Lakeside Bank of Salina Sapulpa American Heritage Bank Sentinel Southwest State Bank Skiatook The Exchange Bank Snyder Bank of the Wichitas Spencer Advantage Bank Spiro Spiro State Bank Stilwell Bank of Commerce Stonewall First American Bank Sulphur Community Bank of the Arbuckles Tahlequah First State Bank Temple First State Bank in Temple Thomas The Bank of the West Tulsa American Bank and Trust Company The F & M Bank & Trust Company First Oklahoma Bank Freedom Bank of Oklahoma Grand Bank ONB Bank and Trust Company Peoples Bank Security Bank SpiritBank Summit Bank Tuttle Sooner State Bank Valliant First State Bank Verden The Bank of Verden Vici Bank of Vici Vinita Oklahoma State Bank r s t v 27 June 30, 2011 Wagoner The American Bank First Bank & Trust Company Walters Walters Bank and Trust Company Watonga Cornerstone Bank First State Bank Waynoka First State Bank Welch Welch State Bank of Welch, Okla. Westville Peoples Bank Wewoka Security State Bank of Wewoka, Oklahoma Wilburton Latimer State Bank Wilburton State Bank Woodward The Stock Exchange Bank Wyandotte Bank of Wyandotte Wynnewood The State Bank of Wynnewood Yukon Bank of Commerce First State Bank w y 28 June 30, 2011 CITY BANK BRANCH LOCATION AA Ada Citizens Bank of Ada Ada (2) Altus Stockmans Bank Gould, Hollis, Mangum Alva Alva State Bank & Trust Company Burlington, Enid Anadarko Anadarko Bank and Trust Company Anadarko, Binger First State Bank Gracemont Antlers FirstBank Atoka, Coalgate Ardmore Citizens Bank and Trust Company of Ardmore Ardmore, Dickson Atoka AmeriState Bank Atoka, Texas branch in Sherman BB Beaver The Bank of Beaver City Forgan, Turpin, Kansas branch in Liberal The First Security Bank Beaver Bethany First Bethany Bank & Trust Oklahoma City Bixby Citizens Security Bank & Trust Company Bixby, Haskell, Jenks, Muskogee (2), Okmulgee, Tulsa, Wetumka Blair Peoples State Bank Lawton Broken Arrow AVB Bank Broken Arrow Broken Bow 1st Bank & Trust Broken Bow (1), Wright City Buffalo Oklahoma State Bank Gage CC Calumet AllNations Bank Shawnee Canute The First State Bank Oklahoma City Chelsea Bank of Commerce Adair, Catoosa, Tulsa Cherokee ACB Bank Garver, Waukomis Farmers Exchange Bank Helena, Tonkawa, Wakita Cheyenne Security State Bank Hammon Chickasha Chickasha Bank & Trust Company Apache, Blanchard, Cement, Tuttle Claremore RCB Bank Blackwell, Broken Arrow (2), Catoosa (2), Claremore (3), Collinsville, Edmond, Inola, Oklahoma City (2), Owasso (2), Ponca City (4), Pryor (2), Skiatook Cleo Springs Cleo State Bank Carmen, Jet Clinton Oklahoma Bank and Trust Company Arapaho Collinsville American Bank of Oklahoma Muskogee (2), Ramona, Skiatook Crescent Farmers & Merchants Bank Edmond, Guthrie Cushing Bank of Cushing and Trust Company Cushing 29 June 30, 2011 CITY BANK BRANCH LOCATION DD Duncan First Bank & Trust Co. Ardmore (3), Duncan, Healdton, Norman, Waurika Durant First United Bank and Trust Company Ada (2), Bokchito, Calera, Colbert, Durant (3), Holdenville, Hugo, Madill, Oklahoma City, Pauls Valley, Sapulpa (2), Seminole, Shawnee (2), Tecumseh, Wewoka; Texas branches in Denton (4), Krum, McKinney, Sanger EE Edmond The Citizens Bank of Edmond Edmond (3) First Commercial Bank Norman, Oklahoma City (4), Colorado branches in Colorado Springs, Englewood, Littleton, Lone Tree Kirkpatrick Bank Edmond (2), Oklahoma City; Colorado branch in Colorado Springs El Reno The Bank of Union Union City Elk City Bank of Western Oklahoma Cordell, Geary, Vici, Weatherford, Woodward FF Fairfax The First State Bank Ralston GG Grandfield First State Bank Davidson Grove Grand Savings Bank Jay (2) Guthrie Oklahoma State Bank Coyle, Edmond, Mulhall HH Hennessey Community State Bank Cashion, Dover Hinton Legacy Bank Binger, Blanchard, Duncan, Edmond, Elk City, Marlow, Newcastle, Oklahoma City, Weatherford Hulbert Bank of Cherokee County Park Hill, Tahlequah Hydro Bank of Hydro Eakly KK Keyes High Plains Bank Alva, Boise City, Cordell Kremlin The Bank of Kremlin Drummond, Enid (2), Goltry 30 June 30, 2011 CITY BANK BRANCH LOCATION MM Miami Security Bank and Trust Company Miami Morrison Citizens State Bank Stillwater (2) Muskogee Armstrong Bank Bartlesville, Checotah, Dewey, Fort Gibson, Gore, Keys, Muldrow, Muskogee (2), Park Hill, Pawnee, Stilwell, Tahlequah (2), Vian, Wagoner, Warner NN Noble First State Bank Norman Norman Republic Bank & Trust Norman (2), Oklahoma City Nowata Regent Bank Nowata, South Coffeyville, Tulsa OO Okemah The Citizens State Bank Paden Oklahoma City All America Bank Mustang BancFirst Ardmore (2), Bartlesville, Blackwell (2), Chandler, Chattanooga, Coweta, Davenport, Del City, Duncan (3), Frederick (2), Glenpool, Guthrie (2), Harrah, Hobart (2), Hugo, Jenks, Jones, Kingfisher (2), Kingston, Konawa, Lawton (4), Lone Wolf, Madill, Marietta (2), Marlow (2), McAlester (2), McLoud, Meeker, Moore, Muskogee (3), Nicoma Park (2), Norman (3), Oklahoma City (14), Prague, Sand Springs (2), Seminole (2), Shawnee (3), Stillwater (4), Stratford, Stroud, Sulphur, Tahlequah (3), Tecumseh, Thackerville, Tishomingo, Tulsa (6), Weatherford Bank 7 Camargo, Medford, Woodward (2) The Bankers Bank Texas branch in McKinney Coppermark Bank Edmond, Norman, Oklahoma City (4); Texas branches in Dallas (2) First Enterprise Bank Oklahoma City (3) 31 June 30, 2011 CITY BANK BRANCH LOCATION Oklahoma City (Cont’d) InterBank Clinton, Edmond (2), El Reno (2), Elk City, Enid, Hennessey, Hobart, Kingfisher (2), Oklahoma City (4), Sayre; Texas branches in Borger, Breckenridge, Canadian, Childress, Coleman, Follett, Friona, Graham, Olney, Panhandle, Seymour, Stinnett, Vega NBC Oklahoma Altus (4), Duncan, Enid, Kingfisher, Oklahoma City, Tulsa Valliance Bank Norman Oologah Lakeside State Bank Chelsea Owasso First Bank of Owasso Owasso (2) PP Perry Exchange Bank and Trust Company Stillwater First Bank & Trust Company, Perry, Oklahoma Billings, Covington Pond Creek The First State Bank Enid Porter The First State Bank of Porter Locust Grove Poteau The Community State Bank Poteau, Spiro, Talihina, Wister Pryor Century Bank of Oklahoma Pryor, Tulsa Purcell First American Bank Garber, Maysville, Moore, Newcastle, Norman (2), Oklahoma City, Taloga, Woodward McClain Bank Lexington, Noble, Norman, Purcell QQ Quinton The Farmers State Bank Red Oak, Stigler RR Roff Oklahoma Heritage Bank Byng SS Sapulpa American Heritage Bank Beggs, Cleveland, Glenpool, Kiefer, Kellyville, Mannford, Mounds, Sand Springs (2), Sapulpa, Tulsa (2), Yale Skiatook The Exchange Bank Owasso, Sperry Snyder Bank of the Wichitas Cache, Elgin Spencer Advantage Bank Midwest City Spiro Spiro State Bank Talihina Sulphur Community Bank of the Arbuckles Davis 32 June 30, 2011 CITY BANK BRANCH LOCATION TT Tahlequah First State Bank Keys Thomas The Bank of the West Clinton, Leedey, Oklahoma City Tulsa American Bank and Trust Company Tulsa The F & M Bank & Trust Company Owasso, Tulsa (6) First Oklahoma Bank Glencoe, Tulsa Grand Bank Bixby, Claremore ONB Bank and Trust Company Edmond, Owasso, Sapulpa, Stillwater, Tulsa (3) Peoples Bank Tulsa SpiritBank Bristow, Cushing, Depew, Drumright, Edmond (1), Oilton, Oklahoma City, Sapulpa, Stillwater, Stroud, Tulsa (3) Tuttle Sooner State Bank Konawa, Newcastle, The Village VV Vinita Oklahoma State Bank Afton, Langley WW Wagoner First Bank & Trust Company Disney, Grove, Ketchum, Luther Watonga Cornerstone Bank Geary, Mustang, Oklahoma City, Watonga Welch Welch State Bank of Welch, Okla. Miami Westville Peoples Bank Arkansas branch in West Siloam Springs Wilburton Wilburton State Bank Wilburton Woodward The Stock Exchange Bank Woodward (2) yy Yukon Bank of Commerce El Reno, Mustang, Yukon 33 34 Mick Thompson State Bank Commissioner Oklahoma City Term expires September 1, 2012 Floyd Atha President & CEO Oklahoma Educators Credit Union Oklahoma City Term expires October 1, 2013 Mark W. Kelly President & CEO Oklahoma Employees Credit Union Oklahoma City Term expires October 1, 2014 Richard Forshee Attorney Williams, Box, Forshee, & Bullard Oklahoma City Term expires October 11, 2012 Leslie Rector President & CEO Tulsa Teachers Credit Union Tulsa Term expires October 11, 2011 35 As of December 31, 2010 Number of Credit Unions – 21 Corporate Credit Unions – None ASSETS Thousands of Dollars Cash, Cash Equivalents and Cash on Deposit 200,148 Total Loans 1,989,675 Loans Held for Sale 3,239 Less: Allowance for Loan Losses (20,638) Total Investments (Market Value, AFS only) 1,364,184 Land & Building (Net of Depreciation) 87,582 Other Fixed Assets 11,111 Other Real Estate Owned 8,121 Share Insurance Capitalization Deposit 28,923 Other Assets (including Share Insurance Fund) 41,293 TOTAL ASSETS 3,713,638 LIABILITIES Thousands of Dollars Total Borrowings 220,914 Dividend/Interest Payable 811 Accounts Payable and Other Liabilities 36,379 TOTAL LIABILITIES 258,104 TOTAL SHARES AND DEPOSITS 3,044,900 EQUITY Thousands of Dollars Regular Reserves 72,301 Plus: Unrealized Gain on AFS Securities 16,372 Other Reserves and Miscellaneous Equity 5,149 Reserve for Nonconforming Investments 0 Undivided Earnings (including YTD Net Income) 316,812 TOTAL EQUITY 410,634 TOTAL LIABILITIES, SHARES, AND EQUITY 3,713,638 36 As of June 30, 2011 Number of Credit Unions – 21 Corporate Credit Unions – None ASSETS Thousands of Dollars Cash, Cash Equivalents and Cash on Deposit 210,095 Total Loans 2,052,221 Loans Held for Sale 1,072 Less: Allowance for Loan Losses (22,200) Total Investments (Market Value, AFS only) 1,457,252 Land & Building (Net of Depreciation) 90,007 Other Fixed Assets 9,797 Other Real Estate Owned 8,425 Share Insurance Capitalization Deposit 29,588 Other Assets (including Share Insurance Fund) 40,776 TOTAL ASSETS 3,877,033 LIABILITIES Thousands of Dollars Total Borrowings 221,859 Dividend/Interest Payable 725 Accounts Payable and Other Liabilities 51,739 TOTAL LIABILITIES 274,323 TOTAL SHARES AND DEPOSITS 3,174,461 EQUITY Thousands of Dollars Regular Reserves 69,233 Plus: Unrealized Gain on AFS Securities 20,622 Other Reserves and Miscellaneous Equity 5,553 Reserve for Nonconforming Investments 0 Undivided Earnings (including YTD Net Income) 332,841 TOTAL EQUITY 428,249 TOTAL LIABILITIES, SHARES AND EQUITY 3,877,033 . 37 July 1, 2010 through June 30, 2011 CONVERSIONS None MERGERS Tulsa Metro Federal Credit Union, Tulsa, Oklahoma: merged with and into Fraternal Order of Police Credit Union, Tulsa, Oklahoma, effective May 1, 2011. 38 June 30, 2011 Number Of Credit Unions - 21 Ada Ada Federal Employees Credit Union East Central Credit Union Anadarko Cooperative Employees Credit Union El Reno El Reno RIL Credit Union McAlester McAlester Credit Union Midwest City Midwest City Credit Union Oklahoma City Allegiance Credit Union Credit Union One Of Oklahoma FAA Credit Union ME/CU Oklahoma Educators Credit Union Oklahoma Employees Credit Union Oklahoma R. E. & T. Employees Credit Union Teachers Credit Union WEOKIE Credit Union Woods Credit Union Ponca City Cherokee Strip Credit Union Tulsa Fire Fighters Credit Union Fraternal Order Of Police Credit Union Oklahoma Central Credit Union Tulsa Teachers Credit Union 39 40 June 30, 2011 CITY TRUST COMPANY BRANCHES Duncan Investors Trust Company 0 Oklahoma City American First Title & Trust Company 0 Columbia Trust Co., L.L.C. 0 First American Title & Trust Company 7 Heritage Trust Company 0 MidFirst Trust Company 0 North Bay Trust Company 0 Tulsa AmeriTrust Corporation 0 The Trust Company of Oklahoma 4 41 As of December 31, 2010 Number of Trust Companies – 9 ASSETS Thousands of Dollars Cash & due from banks 30,642 Notes, Loans & Other Receivables 2,783 Stocks, Bonds, Securities & Investments 17,550 Trust Company premises, furniture, fixtures, and Other assets representing Trust Company premises 1,747 Other Real Estate 0 Investments in subsidiaries 5,998 Title records 2,071 Other Assets 3,124 TOTAL ASSETS 63,915 LIABILITIES Thousands of Dollars Certificates & Other Forms Representing Deposits of Individuals, Partnership and Corporations 0 Certificates & Other Forms representing deposits of Government and Political Subdivisions 0 Accounts Payable 1,628 Notes Payable 1,587 Custodial and Escrow Accounts Payable 4,064 Reserve provision for taxes, interest, etc… 156 Other Liabilities 307 TOTAL LIABILITIES 7,742 RESERVES ON LOANS & SECURITIES Thousands of Dollars Reserves for bad debt losses on loans 0 Reserves for losses on securities (356) TOTAL RESERVES ON LOANS & SECURITIES (356) CAPITAL ACCOUNTS Thousands of Dollars Capital Notes and Debentures (Specify interest & maturity each issue outstanding) 0 Preferred Stock-total par value 0 Common Stock-total par value 3,515 Surplus 39,279 Paid in Excess 0 Undivided Profits (2,072) Reserves for Contingency & Other Capital Reserves including provisions for abstract & title guarantees 15,807 TOTAL CAPITAL ACCOUNTS 56,529 TOTAL LIABILITIES, RESERVES & CAPITAL ACCOUNTS 63,915 42 As of June 30, 2011 Number of Trust Companies – 9 ASSETS Thousands of Dollars Cash & due from banks 32,322 Notes, Loans & Other Receivables 3,861 Stocks, Bonds, Securities & Investments 18,892 Trust Company premises, furniture, fixtures, and Other assets representing Trust Company premises 1,792 Other Real Estate 0 Investments in subsidiaries 4,178 Title records 2,068 Other Assets 3,133 TOTAL ASSETS 66,246 LIABILITIES Thousands of Dollars Certificates & Other Forms Representing Deposits of Individuals, Partnership and Corporations 0 Certificates & Other Forms representing deposits of Government and Political Subdivisions 0 Accounts Payable 1,746 Notes Payable 0 Custodial and Escrow Accounts Payable 6,678 Reserve provision for taxes, interest, etc… 1,737 Other Liabilities 111 TOTAL LIABILITIES 10,272 RESERVES ON LOANS & SECURITIES Thousands of Dollars Reserves for bad debt losses on loans 0 Reserves for losses on securities 0 TOTAL RESERVES ON LOANS & SECURITIES 0 CAPITAL ACCOUNTS Thousands of Dollars Capital Notes and Debentures (Specify interest & maturity each issue outstanding) 0 Preferred Stock-total par value 0 Common Stock-total par value 5,007 Surplus 35,529 Paid in Excess 0 Undivided Profits (1,044) Reserves for Contingency & Other Capital Reserves including provisions for abstract & title guarantees 16,482 TOTAL CAPITAL ACCOUNTS 55,974 TOTAL LIABILITIES, RESERVES & CAPITAL ACCOUNTS 66,246 43 44 Alvin C. Harrell Chairman, President, and CEO Home Savings and Loan Association of Oklahoma City Oklahoma City (Term ending at the pleasure of the State Bank Commissioner) Russell Pembrook President and CEO Fairview Savings and Loan Association Fairview (Term ending at the pleasure of the State Bank Commissioner) Harold Reel Savings & Loan Administrator/ Assistant Deputy Commissioner Oklahoma State Banking Department Oklahoma City (Term ending at the pleasure of the State Bank Commissioner) 45 June 30, 2011 July 1, 2010 through June 30, 2011 MERGERS None CITY ASSOCIATION Oklahoma City Home Savings and Loan Association of Oklahoma City* * Indicates stock association 46 As of December 31, 2010 Number of Savings & Loans – 1 ASSETS Thousands of Dollars Cash and Investment Securities 6,023 Other investment securities 603 Mortgage Loans 2,916 Non-Mortgage Loans 292 Repossessed Real Estate and Other Assets 1 Real Estate Held for Investment 282 Investment in Subsidiaries 0 Premises and Equipment 1 Other Assets 32 TOTAL ASSETS 10,150 LIABILITIES Thousands of Dollars Deposits 7,417 Advances from Federal Home Loan Bank 0 Other Borrowings 0 Other Liabilities -125 TOTAL LIABILITIES 7,292 EQUITY CAPITAL Thousands of Dollars Common Stock 100 Pain in Excess of Par 784 Unrealized Gains (Losses) on Available-for-Sale Securities 0 Retained earnings 1,974 TOTAL EQUITY CAPITAL 2,858 TOTAL LIABILITIES AND EQUITY CAPITAL 10,150 47 As of June 30, 2011 Number of Savings & Loans – 1 ASSETS Thousands of Dollars Cash and Investment Securities 6,219 Mortgage Pool Securities 0 Mortgage Loans 3,066 Non-Mortgage Loans 213 Repossessed Real Estate and Other Assets 1 Real Estate Held for Investment 258 Investment in Subsidiaries 0 Premises and Equipment 4 Other Assets 45 TOTAL ASSETS 9,806 LIABILITIES Thousands of Dollars Deposits 7,014 Advances from Federal Home Loan Bank 0 Other Borrowings 0 Other Liabilities (149) TOTAL LIABILITIES 6,865 EQUITY CAPITAL Thousands of Dollars Common Stock 100 Pain in Excess of Par 784 Unrealized Gains (Losses) on Available-for-Sale Securities 0 Undivided Profits 2,057 TOTAL EQUITY CAPITAL 2,941 TOTAL LIABILITIES AND EQUITY CAPITAL 9,806 48 49 (Money Order Companies) As of June 30, 2011 Title 6, Chapter 5, §2103(a) states in part, “no person shall engage in the business of selling or issuing checks as a service or for a fee or other consideration without first securing a license to do so from the Commissioner…” PRINCIPALS LOCATION AGENTS American Express Prepaid Card Management Corporation Phoenix, AZ 458 American Express Travel Related Services Co., Inc. New York, NY 18 Barri Money Services, LLC Houston, TX 14 BCV Holdings, LP d/b/a American Money Order Company Broken Arrow, OK 11 Blackhawk Network California, Inc. Pleasanton, CA 17 Continental Exchange Solutions, Inc. Buena Park, CA 0 Convenience Express Money Orders, LLC Oklahoma City, OK 109 DolEx Dollar Express, Inc. Arlington, TX 2 E-Z Mart Stores, Inc. Texarkana, TX 79 Global Cash Access, Inc. Las Vegas, NV 34 Grocers Express, LLC Oklahoma City, OK 12 GSC Enterprises, Inc. d/b/a Fidelity Express Money Order Company Sulphur Springs, TX 25 Integrated Payment Systems, Inc. Englewood, CO 0 Intermex Wire Transfer, LLC Miami, FL 2 JK&K Corporation d/b/a Retailers Express Money Order Company Tuttle, OK 155 Michael F. “Mick” LaFevers Poteau, OK 10 MoneyGram Payment Systems, Inc. Minneapolis, MN 624 Order Express, Inc. Chicago, IL 2 Stripes, LLC Corpus Christi, TX 19 Travelex Currency Services, Inc. Toronto, Ontario 0 Travelex Global Business Payments, Inc. Washington DC 0 Western Union Financial Services, Inc. Englewood, CO 992 50 51 As of June 30, 2011 Pursuant to the Oklahoma Financial Transaction Reporting Act and the rules promulgated under that Act, the following companies have been issued a license to engage in money transmission in Oklahoma. PRINCIPALS LOCATION AGENT AND COMPANY-OWNED LOCATIONS* Ace Cash Express Irving, TX 35 ADP Payroll Services, Inc. Roseland, NJ 0 Amazon Payments, Inc. Seattle, WA 0 American Express Travel Related Services Company, Inc. New York, NY 12 Barri Remittance Corporation Houston, TX 14 Blackhawk Network California, Inc. Pleasanton, CA 0 Braz Transfers, Inc. Saugus, MA 0 Cambridge Mercantile Corp. Princeton, NJ 0 CheckFreePay Corporation Wallingford, CT 311 Continental Exchange Solutions, Inc. d/b/a Ria Financial Services and Associated Foreign Exchange Cerritos, CA 110 Custom House (USA) Ltd. Seattle, WA 1 DolEx Dollar Express, Inc. Arlington, TX 0 Enramex, Inc. Wheatridge, CO 14 Ethos Group Payment Services, Inc./Pegasus Pay Irving, TX 12 Google Payment Corp. Mountain View, CA 0 GSC Enterprises, Inc. d/b/a Fidelity Express Sulphur Springs, TX 108 Hong Lan Services, Inc. Westminster, CA 3 Integrated Payment Systems, Inc. Englewood, CO 1 Intermex Wire Transfer, LLC Miami, FL 27 ITC Financial Licenses, Inc. Columbus, GA 713 Keefe Commissary Network, LLC St. Louis, MO 1 Kwik Dollar, Inc. d/b/a “Dinex” Houston, TX 26 Maxitransfers Corporation Irving, TX 17 52 Mexico Transfers,Inc. Irving, TX 10 Moneybookers USA, Inc. Brooklyn, NY 0 MoneyGram Payment Systems, Inc. Minneapolis, MN 354 Nationwide Biweekly Administration, Inc. Xenia, Ohio 0 Note World, LLC Tacoma, WA 0 OboPay Redwood City, CA 0 Official Payments Corporation Reston, VA 0 Order Express, Inc. Chicago, IL 1 PayPal San Jose, CA 0 PreCash, Inc. Houston, TX 220 Servicio Uniteller, Inc. Rochelle Park, NJ 10 Sigue Corporation Sylmar, CA 125 Softgate Systems, Inc. Fairfield, NJ 173 Tempus Consulting, Inc. Washington, DC 0 Trans-Fast Remittance LLC New York, NY 4 Travelex Currency Services, Inc. Omaha, NE 0 Travelex Global Business Payments, Inc. Washington, DC 0 Unidos Financial Services, Inc. New York, NY 10 Viamericas Corporation Bethesda, MD 12 Western Union Englewood, CO 809 *Agent locations do not include financial institution agents such as banks, credit unions and savings associations. 53 |
Date created | 2011-11-04 |
Date modified | 2011-11-04 |