<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 10-QSB
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2000
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT
For transition period from__________ to___________
Commission file number 0-27464
BROADWAY FINANCIAL CORPORATION
(Exact Name of Small Business Issuer as Specified in its Charter)
DELAWARE 95-4547287
(State of Incorporation) (IRS Employer Identification No.)
4800 WILSHIRE BOULEVARD, LOS ANGELES, CALIFORNIA 90010
(Address of Principal Executive Offices)
(323) 634-1700
(Issuer's Telephone Number, Including Area Code)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes [x] No [ ]
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 926,627 shares of the Company's
Common Stock, par value $.01 per share, were issued and outstanding as of April
28, 2000.
Transitional Small Business Disclosure Format (Check one):
Yes [ ] No [x]
<PAGE>
INDEX
PART I -- FINANCIAL INFORMATION
Item 1. Financial Statements Page
Consolidated Balance Sheets (unaudited)
as of March 31, 2000 and December 31, 1999 3
Consolidated Statements of Earnings
(unaudited) for the three months ended
March 31, 2000 and March 31, 1999 4
Consolidated Statements of Cash Flows
(unaudited) for the three months ended
March 31, 2000 and March 31, 1999 5
Notes to Consolidated Financial
Statements 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 8
PART II -- OTHER INFORMATION 13
SIGNATURES 13
2
<PAGE>
BROADWAY FINANCIAL CORPORATION
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(DOLLARS IN THOUSANDS, EXCEPT SHARE AMOUNTS)
(UNAUDITED)
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
2000 1999
---------- ------------
<S> <C> <C>
ASSETS:
Cash $ 2,214 $ 3,135
Investment securities held to maturity 10,623 10,623
Mortgage-backed securities held to maturity 12,459 13,210
Loans receivable, net 126,191 126,871
Loans receivable held for sale, at lower of cost or fair value 4,060 2,458
Accrued interest receivable 1,053 1,013
Real estate acquired through foreclosure, net 538 515
Investments in capital stock of Federal Home Loan Bank, at cost 1,246 1,229
Office properties and equipment, net 6,459 6,533
Other assets 737 717
--------- --------
Total assets $ 165,580 $166,304
========= ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits $ 135,607 $133,984
Advances from Federal Home Loan Bank 14,600 16,900
Advance payments by borrowers for taxes and insurance 56 192
Deferred income taxes 605 605
Other liabilities 772 822
--------- --------
Total liabilities 151,640 152,503
Stockholders' Equity:
Preferred nonconvertible, non-cumulative, and non-voting stock, $.01 par
value, authorized 1,000,000 shares; issued and outstanding 55,199
shares at March 31, 2000 and December 31, 1999 1 1
Common stock, $.01 par value, authorized 3,000,000 shares; issued and
outstanding 932,494 shares at March 31, 2000 and December 31, 1999 10 10
Additional paid-in capital 9,684 9,674
Retained earnings-substantially restricted 4,922 4,809
Treasury stock-29,241 shares at cost (318) (318)
Unearned Employee Stock Ownership Plan shares (359) (375)
--------- --------
Total stockholders' equity 13,940 13,801
--------- --------
Total liabilities and stockholders' equity $ 165,580 $166,304
========= ========
</TABLE>
See Notes to Consolidated Financial Statements
3
<PAGE>
BROADWAY FINANCIAL CORPORATION
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
------------------------
2000 1999
--------- --------
<S> <C> <C>
Interest on loans receivable $ 2,686 $ 2,255
Interest on investment securities held-to-maturity 165 168
Interest on mortgage-backed securities held-to-maturity 199 204
Other interest income 17 15
--------- --------
Total interest income 3,067 2,642
Interest on deposits 1,146 1,083
Interest on borrowings 244 57
--------- --------
Total interest expense 1,390 1,140
--------- --------
Net interest income before provision for loan losses 1,677 1,502
Provision for loan losses 90 75
--------- --------
Net interest income after provision for loan losses 1,587 1,427
Noninterest income:
Service charges 124 119
Loss on sale of loans receivable held for sale (6) --
Other 18 12
--------- --------
Total noninterest income 136 131
--------- --------
Noninterest expense:
Compensation and benefits 668 777
Occupancy expense, net 290 257
Advertising and promotional expense 33 46
Professional services 86 77
Real estate operations, net 12 11
Contracted security services 38 38
Telephone and postage 45 39
Stationary, printing and supplies 28 30
Other 242 135
--------- --------
Total noninterest expense 1,442 1,410
--------- --------
Earnings before income taxes 281 148
Income taxes 114 61
--------- --------
Net earnings $ 167 $ 87
========= ========
Earnings applicable to common shareholder:
Net earnings 167 87
Dividends paid on preferred stock (7) (7)
--------- --------
$ 160 $ 80
========= ========
Earnings per share-basic $0.17 $0.09
Earnings per share-diluted 0.17 0.09
Dividend declared per share-common stock 0.05 0.05
</TABLE>
See Notes to Consolidated Financial Statements
4
<PAGE>
BROADWAY FINANCIAL CORPORATION
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(DOLLARS IN THOUSANDS)
(UNAUDITED)
Three months ended
March 31,
2000 1999
----------- ---------
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings $167 $87
Adjustments to reconcile net earnings to net cash
provided by (used in) operating activities:
Depreciation 88 81
Amortization of premium on loans purchased 1 37
Amortization of net deferred loan
origination fees (1) (17)
Amortization of discounts and premium
on securities 32 25
Amortization of deferred compensation 26 27
Loss on sale of real estate acquired
through foreclosure 4 -
Loss on sale of loans receivable held for sale 6 6
Provision for loan losses 90 75
Provision for write-downs and losses on real estate
acquired through foreclosure - 6
Lower of cost or fair value adjustment on loans
receivable held for sale 96 -
Loans originated for sale, net of refinances (3,444) (1,394)
Proceeds from sale of loans receivable
held for sale 1,740 1,195
Changes in operating assets and liabilities:
Accrued interest receivable (40) (51)
Other assets (20) 35
Other liabilities (62) 80
---------- ---------
Total adjustments (1,484) 105
---------- ---------
Net cash provided by (used in) operating activities (1,317) 192
---------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES
Loans originated, net of refinances (2,828) (9,176)
Principal repayment on loans 3,311 7,520
Purchases of investment securities
held-to-maturity - (3,500)
Purchases of mortgage-backed securities
held-to-maturity 0 (4,595)
Proceeds from maturities of investment
securities held-to-maturity - 1,500
Proceeds from maturities of
mortgage-backed securities held-to-maturity 719 857
Purchase of Federal Home Loan stock (17) (13)
Capital expenditures for office properties
and equipment (14) (431)
Proceeds from sale of real estate acquired
through foreclosure 92 -
---------- ---------
Net cash provided by (used in)
investing activities 1,263 (7,838)
---------- ---------
See Notes to Consolidated Financial Statements
5
<PAGE>
BROADWAY FINANCIAL CORPORATION
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
(DOLLARS IN THOUSANDS)
(UNAUDITED)
Three months ended
March 31,
2000 1999
----------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase in deposits 1,623 1,656
Increase (decrease) in advances from
Federal Home Loan Bank (2,300) 1,500
Dividends paid (54) (53)
Decrease in advances by borrowers
for taxes and insurance (136) (155)
----------- ---------
Net cash provided by (used in) financing
activities (867) 2,948
----------- ---------
Net decrease in cash and cash equivalents (921) (4,698)
Cash and cash equivalents at beginning
of period 3,135 7,205
----------- ---------
Cash and cash equivalents at end of period $2,214 $2,507
=========== =========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid for interest $1,421 $1,100
Cash paid for income taxes 25 10
=========== =========
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND
FINANCING ACTIVITIES
Transfers of real estate acquired through foreclosure
from loans receivable 107 102
See Notes to Consolidated Financial Statements
6
<PAGE>
BROADWAY FINANCIAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2000
1. In the opinion of management of Broadway Financial Corporation (the
"Company"), the preceding unaudited consolidated financial statements
contain all material adjustments, necessary to present fairly the
consolidated financial position of the Company at March 31, 2000 and the
results of its operations, and its cash flows for the three months ended
March 31, 2000 and 1999. These consolidated financial statements do not
include all disclosures associated with the Company's consolidated annual
financial statements included in its annual report on Form 10-KSB for the
year ended December 31, 1999 and, accordingly, should be read in
conjunction with such audited statements. The results of operations for the
three months ended March 31, 2000 are not necessarily indicative of the
results to be expected for the full year.
2. RECENT ACCOUNTING PRONOUNCEMENTS
In June 1998, the Financial Accounting Standards Board issued SFAS No. 133,
"Accounting for Derivative Instruments and Hedging Activities". SFAS No.
133 establishes accounting and reporting standards for derivative
instruments and hedging activities. SFAS No. 133 requires recognition of
all derivative instruments in the statement of financial position as either
assets or liabilities and the measurement of derivative instruments at fair
value. SFAS No. 133 is effective for fiscal years beginning after June 15,
2000. Early implementation is permitted under this statement. The Company
has not adopted early implementation and management does not believe that
the implementation of SFAS No. 133 will have a material impact on the
Company's financial condition or results of operations.
7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
GENERAL
Broadway Financial Corporation (the "Company") is a Delaware corporation,
primarily engaged in the savings and loan business through its wholly owned
subsidiary, Broadway Federal Bank, f.s.b. (Broadway Federal). Broadway Federal's
business is that of a financial intermediary and consists primarily of
attracting deposits from the general public and using such deposits, together
with borrowings and other funds, to make mortgage loans secured by residential
real estate located in Southern California. At March 31, 2000, Broadway Federal
operated five retail banking offices, including a loan center, in Southern
California. Broadway Federal is subject to significant competition from other
financial institutions, and is also subject to regulation by certain federal
agencies and undergoes periodic examinations by those regulatory agencies.
The accompanying consolidated financial statements include the accounts of the
Company and its wholly owned subsidiaries, Broadway Federal and BankSmart, Inc.
All significant intercompany balances and transactions have been eliminated in
consolidation.
The Company's principal business is serving as a holding company for Broadway
Federal. The Company's results of operations are dependent primarily on Broadway
Federal's net interest income, which is the difference between the interest
income earned on its interest-earning assets, such as loans and investments, and
the interest expense on its interest-bearing liabilities, such as deposits and
borrowings. Broadway Federal also generates recurring non-interest income such
as transactional fees on its loan and deposit portfolios. The Company's
operating results are also affected by the amount of the Bank's general and
administrative expenses, which consist principally of employee compensation and
benefits, occupancy expense, and federal deposit insurance premiums, and by its
periodic provisions for loan losses. More generally, the results of operations
of thrift and banking institutions are also affected by prevailing economic
conditions, competition, and the monetary and fiscal policies of governmental
agencies.
The Company's management considers its operations to be segregated into two
operating segments - (i) banking, through Broadway Federal and (ii) retail
services, through its newly established subsidiary, BankSmart, Inc.
("BankSmart"). BankSmart currently includes a postal and copy center. In August
1999, BankSmart opened its first center inside Broadway Federal's Exposition
Park branch. As of March 31, 2000, the operations of BankSmart are insignificant
to the operations of the Company and as such, do not constitute a separately
reportable segment, under applicable accounting standards.
8
<PAGE>
COMPARISON OF OPERATING RESULTS FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND
MARCH 31, 1999
GENERAL
The Company recorded net earnings of $167,000, or $0.17 per diluted share for
the three months ended March 31, 2000, as compared to net earnings of $87,000,
or $0.09 per diluted share for the three months ended March 31, 1999. The
increase in first quarter net earnings from 1999 to 2000 resulted primarily from
higher net interest income, offset by small increases in the provision for loan
losses and noninterest expense.
INTEREST INCOME
Interest income increased by $425,000 during the three months ended March 31,
2000 as compared to the same period in 1999. This increase was primarily the
result of an increase in average assets of $20.0 million, to $167.5 million for
the three months ended March 31, 2000 from $147.5 million for the same period in
1999. The increase in average assets during the three months ended March 31,
2000 was funded by an increase in savings deposits and advances from the Federal
Home Loan Bank. The increase in average assets primarily resulted from the
Company's continued focus on increasing its loan portfolio and its investment in
mortgage-backed securities.
INTEREST EXPENSE
Interest expense increased by $250,000 during the three months ended March 31,
2000 as compared to the same period in 1999. The increase was due to a $63,000
increase in interest on deposits and a $187,000 increase in interest on
borrowings. The increase in interest on deposits was due to an increase in
average deposits of $7.3 million, to $134.8 million for the three months ended
March 31, 2000 from $127.5 million during the same period in 1999. Average
borrowings also increased by $12.2 million for the three months ended March 31,
2000 as compared to the same period in 1999. The impact of the increase in
interest on deposits was mitigated by the current interest rate environment as
the average cost of deposits decreased 5-basis points, from 3.46% for the three
months ended March 31, 1999 to 3.41% for the three months ended March 31, 2000.
PROVISION FOR LOAN LOSSES
The provision for loan losses increased by $15,000 from $75,000 at March 31,
1999 to $90,000 at March 31, 2000.
Total non-performing assets, consisting of non-accrual loans and real estate
acquired through foreclosure ("REO"), decreased by $325,000, from $1.7 million
at March 31, 1999 to $1.4 million at March 31, 2000. The decrease resulted from
a decrease in non-accrual loans of $545,000 and an increase in REO of $220,000.
As a percentage of total assets, non-performing assets were 0.83% at March 31,
2000, compared to 1.14% and 1.15% at March 31, 1999 and December 31, 1999,
9
<PAGE>
respectively. Since December 1999, non-accrual loans decreased by $565,000, to
$831,000, and REO has increased by $23,000, to $538,000. Non-accrual loans at
March 31, 2000 included five loans totaling $182,000 secured by one- to
four-unit properties, three loans totaling $407,000 secured by multi-family
properties. and two loans totaling $242,000 secured by commercial real estate
REO at March 31, 2000 included two single family properties totaling $337,000,
one multifamily property totaling $119,000 and one parcel of land having a net
balance of $82,000.
As of March 31, 2000 the Company's allowance for loan losses totaled $1.4
million, representing a $60,000 decrease from the balance at December 31, 1999.
The allowance for loan losses represents 1.04% of total loans at March 31, 2000
compared to 1.09% at December 31, 1999. The allowance for loan losses was
166.00% of non-accrual loans at March 31, 2000, compared to 103.14% at December
31, 1999. Loan charge-offs for the three months ended March 31, 2000 totaled
$149,000, consisting of a $132,000 charge-off on a multi-family loan secured by
a 15-unit property and a $17,000 charge-off on a loan secured by a one-to four-
unit property, both of which were sold at foreclosure during the quarter.
Management believes that the allowance for loan losses is adequate to cover
inherent losses in its loan portfolio as of March 31, 2000, but there can be no
assurance that such losses will not exceed the estimated amounts.
In addition, the Office of Thrift Supervision and the Federal Deposit Insurance
Corporation as an integral part of their examination process, periodically
review the Company's allowance for loan losses. These agencies may require the
Company to increase the allowance for loan losses based on their judgements of
the information available at the time of the examination.
NONINTEREST EXPENSE
Noninterest expense increased by $32,000 during the three-month period ended
March 31, 2000 as compared to the same period in 1999. The increase in
noninterest expense was due primarily to increases in occupancy expense and
other expense offset primarily by decreases in compensation and benefits.
Occupancy expense increased by $33,000 for the three-month period ended March
31, 2000 as compared to the same period in 1999. The increase was primarily
attributed to increase in depreciation expense caused by the addition of the
Exposition Park savings branch and equipment rental expenses for BankSmart.
Other noninterest expense increased by $107,000 for the three-month period ended
March 31, 2000 as compared to the same period during 1999. The increase was
primarily caused by a $96,000 unrealized loss on loans held for sale recorded
for the three-month period ended March 31, 2000 and penalties and interest paid
to the Internal Revenue Service on late remittance of back-up withholding. The
unrealized loss was due to fluctuations in market interest rates, resulting in a
diminution in the value of such assets. Compensation and benefits decreased by
$109,000 for the three-month period ended March 31, 2000 as compared to the same
period in 1999. The decreases primarily resulted from the following factors: 1)
lower accrual of vested stock grants and bonus, 2) lower employee's compensation
expense.
10
<PAGE>
INCOME TAXES
The Company's effective tax rate was approximately 41% for both the three months
ended March 31, 2000 and March 31, 1999. Broadway Federal computed income taxes
by applying the statutory federal income tax rate of 34% and California income
tax rate of 10.84% to earnings before income taxes.
COMPARISON OF FINANCIAL CONDITION AT MARCH 31, 2000 AND DECEMBER 31, 1999
Total assets at March 31, 2000 were $165.6 million compared to $166.3 million at
December 31, 1999, representing a decrease of $724,000. Net loans receivable
decreased from $126.9 million at December 31, 1999 to $126.2 million at March
31, 2000 as a result of $6.3 million in new loan originations, offset by $3.3
million in principal repayments, $107,000 in loans transferred to foreclosure,
$90,000 provision for loan losses and $3.4 million in loans originated and
classified as held for sale. Loans held for sale at March 31, 2000 totaled $4.1
million as compared to $2.5 million at December 31, 1999. During the period
loans originated that were classified as held-for-sale totaled $3.4 million and
loans sold totaled $1.7 million. Office properties and equipment decreased from
$6.5 million at December 31, 1999 to $6.4 million at March 31, 2000, primarily
as a result of depreciation expense offset by BankSmart's increase in fixed
assets.
Total liabilities at March 31, 2000 were $151.6 million compared to $152.5
million at December 31, 1999. The $861,000 decrease was primarily attributable
to the decrease in advances from Federal Home Loan Bank and advance payments by
borrowers for taxes and insurance, offset by an increase in deposits.
Total capital at March 31, 2000 was 13.9 million compared to $13.8 million at
December 31, 1999. The $139,000 increase was primarily due to the increase in
net profit, payment received on ESOP loan offset by cash dividends declared.
LIQUIDITY, CAPITAL RESOURCES AND MARKET RISK
Sources of liquidity and capital for the Company on a stand-alone basis include
distributions from the Bank and borrowings such as securities sold under
agreements to repurchase. Dividends and other capital distributions from the
Bank are subject to regulatory restrictions.
The Bank's primary sources of funds are Bank deposits, principal and interest
payments on loans and, to a lesser extent, proceeds from the sale of loans and
advances from the FHLB. While maturities and scheduled amortization of Bank
loans are predictable sources of funds, deposit flows and mortgage prepayments
are greatly influenced by general interest rates, economic conditions, and
competition. Broadway Federal's average liquidity ratios were 11.87% and 22.30%
for the period ended March 31, 2000 and 1999, respectively. The decrease is due
to the fact that at March 31, 2000
11
<PAGE>
liquid assets, which is a component of the liquidity calculation, excluded $11.3
million in pledged assets. At March 31, 1999 there were no pledged assets
excluded. Management currently maintains its liquidity ratio in a range of 10%
to 12% as part of its investment strategy.
The Bank has other sources of liquidity in the event that a need for additional
funds arises, including FHLB advances to the Bank. At March 31, 2000 and 1999
FHLB advances totaled $14.6 million and $6.0 million, respectively. Broadway
Federal had borrowed from the FHLB to meet its short-term loan funding needs.
Other sources of liquidity include principal repayments on mortgage-backed
securities.
As of March 31, 2000 there was no material change in the Company's market risk.
For a discussion on the Company's interest rate sensitivity and market risk, see
the Company's annual report for the year ended December 31, 1999 and the notes
thereto.
REGULATORY CAPITAL
The OTS capital regulations include three separate minimum capital requirements
for savings institutions subject to OTS supervision. First, the tangible capital
requirement mandates that the Bank's stockholder's equity, less intangible
assets, be at least 1.50% of adjusted total assets as defined in the capital
regulations. Second, the core capital requirement currently mandates core
capital (tangible capital plus qualifying supervisory goodwill) be at least
4.00% of adjusted total assets as defined in the capital regulations. Third, the
risk-based capital requirement presently mandates that core capital plus
supplemental capital as defined by the OTS be at least 8.00% of risk-weighted
assets as prescribed in the capital regulations. The capital regulations assign
specific risk weightings to all assets and off-balance sheet items.
Broadway Federal was in compliance with all capital requirements in effect at
March 31, 2000, and meets all standards necessary to be considered
"well-capitalized" under the prompt corrective action regulations adopted by the
OTS pursuant to the Federal Deposit Insurance Corporation Improvement Act of
1991 (FDICIA). The following table reflects the required and actual regulatory
capital ratios of Broadway Federal at the date indicated:
FIRREA FDICIA Actual
Regulatory Capital Ratios Minimum "Well-capitalized" At March 31,
for Broadway Federal Requirement Requirement 2000
- ------------------------- -------------- ------------------- -------------
Tangible capital 1.50% N/A 7.13%
Core capital 4.00% 5.00% 7.13%
Risk-based capital 8.00% 10.00% 11.57%
Tier 1 Risk-based capital N/A 6.00% 10.50%
12
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults upon Senior Securities
None
Item 4. Submission of Matter to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports Data Schedule
(a) Exhibits
Exhibit 27 Financial Data Schedule
(b) Reports on Form 8-K
None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
BROADWAY FINANCIAL CORPORATION
Date: MAY 12, 2000 By: /s/ Paul C. Hudson
------------------- ------------------
Paul C. Hudson
President and Chief Executive Officer
By: /s/ Bob Adkins
------------------
Bob Adkins
Chief Financial Officer
13
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 2,214
<INT-BEARING-DEPOSITS> 65
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 24,328
<INVESTMENTS-MARKET> 23,589
<LOANS> 131,630
<ALLOWANCE> (1,379)
<TOTAL-ASSETS> 165,580
<DEPOSITS> 135,607
<SHORT-TERM> 14,600
<LIABILITIES-OTHER> 1,435
<LONG-TERM> 0
0
552
<COMMON> 9,142
<OTHER-SE> (677)
<TOTAL-LIABILITIES-AND-EQUITY> 165,580
<INTEREST-LOAN> 2,686
<INTEREST-INVEST> 364
<INTEREST-OTHER> 17
<INTEREST-TOTAL> 3,067
<INTEREST-DEPOSIT> 1,143
<INTEREST-EXPENSE> 1,390
<INTEREST-INCOME-NET> 1,677
<LOAN-LOSSES> 90
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 0
<INCOME-PRETAX> 281
<INCOME-PRE-EXTRAORDINARY> 281
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 167
<EPS-BASIC> 0.17
<EPS-DILUTED> 0.17
<YIELD-ACTUAL> 0.079
<LOANS-NON> 831
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> (1,439)
<CHARGE-OFFS> 149
<RECOVERIES> 0
<ALLOWANCE-CLOSE> (1,379)
<ALLOWANCE-DOMESTIC> (1,379)
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 314
</TABLE>
