CITIZENS COMMUNITY BANCORP INC
10QSB, 2000-05-04
STATE COMMERCIAL BANKS
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                     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 Exchange Act
- ----

For the transition period from ___________  to _____________


Commission file number 33-98090
                       --------

                        CITIZENS COMMUNITY BANCORP, INC.
                        --------------------------------
        (Exact Name of Small Business Issuer as Specified in Its Charter)

               Florida                                  65-0614044
- ---------------------------------------               ------------
(State or Other Jurisdiction                        (I.R.S. Employer
of Incorporation or Organization)                   Identification No.)

                             650 East Elkcam Circle
                           Marco Island, Florida 34145
                    (Address of Principal Executive Offices)

                                 (941) 389-1800
                (Issuer's Telephone Number, Including Area Code)

         (Former Name, Former Address and Former Fiscal Year, if Changed
                               Since Last Report)

   Check  whether  the  issuer:  (1) filed all  reports  required to be filed by
Section  12, 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:

Common stock, par value $.01 per share                       3,486,413
- --------------------------------------            -----------------------------
             (class)                              Outstanding at March 31, 2000


<PAGE>





                CITIZENS COMMUNITY BANCORP, INC. AND SUBSIDIARIES

                                      INDEX

PART I. FINANCIAL INFORMATION

   Item 1. Financial Statements                                             Page

     Condensed Consolidated Balance Sheets -
       March 31, 2000 (unaudited) and December 31, 1999........................2

     Condensed Consolidated Statements of Earnings -
       Three Months ended March 31, 2000 and 1999 (unaudited)..................3

     Condensed Consolidated Statement of Stockholders' Equity -
       Three Months ended March 31, 2000 (unaudited)...........................4

     Condensed Consolidated Statements of Cash Flows -
       Three Months ended March 31, 2000 and 1999 (unaudited)................5-6

     Notes to Condensed Consolidated Financial Statements (unaudited)........7-8

     Review By Independent Certified Public Accountants........................9

     Report on Review by Independent Certified Public Accountants.............10

   Item 2. Management's Discussion and Analysis of Financial Condition

     and Results of Operations.............................................11-14

   Item 3. Quantitative and Qualitative Disclosures about Market Risk.........14

PART II. OTHER INFORMATION

   Item 6.  Exhibits and Reports on Form 8-K..................................15

SIGNATURES....................................................................16


                                       1
<PAGE>
<TABLE>


                CITIZENS COMMUNITY BANCORP, INC. AND SUBSIDIARIES

                          PART I. FINANCIAL INFORMATION

                          Item 1. Financial Statements

                      Condensed Consolidated Balance Sheets

                                                                                         March 31,         December 31,
    Assets                                                                                 2000               1999
                                                                                           ----               ----
                                                                                        (unaudited)

<S>                                                                                  <C>                    <C>
Cash and due from banks..............................................................$    6,147,057         6,035,589
Interest-bearing deposits............................................................         -             2,000,000
Federal funds sold and securities purchased under agreements to resell...............     7,274,244         8,892,655
                                                                                        -----------       -----------

              Cash and cash equivalents..............................................    13,421,301        16,928,244

Securities available for sale........................................................     5,842,250         6,022,103
Securities held to maturity..........................................................    13,000,000        13,000,000
Loans, net of allowance for loan losses of $970,617 and $885,617.....................    90,263,082        79,987,726
Premises and equipment, net..........................................................     5,217,406         5,039,789
Federal Home Loan Bank stock, at cost................................................       319,100           214,800
Deferred tax asset...................................................................        16,870            32,775
Accrued interest receivable and other assets.........................................     1,242,666           967,253
                                                                                        -----------       -----------

              Total assets........................................................... $ 129,322,675       122,192,690
                                                                                        ===========       ===========

    Liabilities and Stockholders' Equity

Liabilities:
    Noninterest-bearing demand deposits..............................................    14,011,307        12,208,961
    Savings and NOW deposits.........................................................    39,604,875        34,292,059
    Money-market deposits............................................................    20,237,078        21,722,006
    Time deposits....................................................................    34,103,612        34,274,902
                                                                                        -----------       -----------

              Total deposits.........................................................   107,956,872       102,497,928

    Official checks..................................................................     2,712,992         1,060,366
    Accrued interest payable and other liabilities...................................       601,167           650,769
                                                                                        -----------       -----------

              Total liabilities......................................................   111,271,031       104,209,063
                                                                                        -----------       -----------

Stockholders' Equity:
    Preferred stock, $.01 value; 2,000,000 shares authorized,
         none issued or outstanding..................................................          -                 -
    Common stock, $.01 par value; 8,000,000 shares authorized, 3,486,413
         and 3,486,767 shares issued and outstanding.................................        34,864            34,868
    Additional paid-in capital.......................................................    19,307,439        19,310,313
    Accumulated deficit..............................................................    (1,275,079)       (1,353,625)
    Accumulated other comprehensive income (loss)....................................       (15,580)           (7,929)
                                                                                        -----------       -----------

              Total stockholders' equity.............................................    18,051,644        17,983,627
                                                                                        -----------       -----------

              Total liabilities and stockholders' equity............................. $ 129,322,675       122,192,690
                                                                                        ===========       ===========

See Accompanying Notes to Condensed Consolidated Financial Statements.
</TABLE>

                                       2
<PAGE>

<TABLE>


                                    CITIZENS COMMUNITY BANCORP, INC. AND SUBSIDIARIES

                                      Condensed Consolidated Statements of Earnings

                                                                                              Three Months Ended
                                                                                                   March 31,
                                                                                            2000              1999
                                                                                            ----              ----
                                                                                                  (unaudited)

Interest income:
<S>                                                                                      <C>                <C>
     Loans..........................................................................     $ 1,814,982        1,030,274
     Securities.....................................................................         269,181          180,729
     Other interest income..........................................................          86,823          190,191
                                                                                           ---------        ---------

         Total interest income......................................................       2,170,986        1,401,194
                                                                                           ---------        ---------
Interest expense:
     Deposits.......................................................................         875,293          547,392
     Other..........................................................................           9,699              -
                                                                                           ---------        ---------

         Total interest expense.....................................................         884,992          547,392
                                                                                           ---------        ---------

Net interest income.................................................................       1,285,994          853,802

         Provision for loan losses..................................................         85,000           121,000
                                                                                           ---------        ---------

Net interest income after provision for loan losses.................................       1,200,994          732,802
                                                                                           ---------        ---------

Noninterest income:
     Service charges and fees on deposit accounts...................................          81,424           65,699
     Mortgage brokerage fees........................................................         278,879           16,975
     Other fees.....................................................................          50,081           50,985
                                                                                           ---------        ---------

         Total noninterest income...................................................         410,384          133,659
                                                                                           ---------        ---------
Noninterest expense:
     Salaries and employee benefits.................................................         714,655          338,210
     Occupancy and equipment........................................................         154,896          105,455
     Advertising....................................................................          49,327           33,086
     Professional fees..............................................................          30,846           39,784
     Office supplies and expense....................................................          45,486            9,840
     Data processing................................................................          38,529           36,704
     Other..........................................................................         172,081          179,443
                                                                                           ---------        ---------

         Total noninterest expense..................................................       1,205,820          742,522
                                                                                           ---------        ---------

Earnings before income taxes........................................................         405,558          123,939

         Income taxes...............................................................         152,665           37,100
                                                                                           ---------        ---------

Net earnings .......................................................................     $   252,893           86,839
                                                                                           =========        =========

Earnings per share, basic and diluted...............................................     $       .07              .03
                                                                                           =========        =========

Dividends per share.................................................................     $       .05              -
                                                                                           =========        =========

Weighted-average number of shares for basic ........................................       3,486,763        3,455,901
                                                                                           =========        =========

Weighted-average number of shares for diluted.......................................       3,545,376        3,547,706
                                                                                           =========        =========


See Accompanying Notes to Condensed Consolidated Financial Statements.
</TABLE>

                                       3
<PAGE>
<TABLE>


                CITIZENS COMMUNITY BANCORP, INC. AND SUBSIDIARIES

            Condensed Consolidated Statement of Stockholders' Equity

                        Three Months Ended March 31, 2000



                                               Common Stock                                             Accumulated
                                       ----------------------------    Additional                          Other         Total
                                             Number of                  Paid-In       Accumulated     Comprehensive  Stockholders'
                                             Shares          Amount     Capital         Deficit           Income         Equity
                                             ---------       ------    ----------     -----------     -------------- -------------

<S>                 <C> <C>                  <C>         <C>            <C>            <C>               <C>           <C>
Balance at December 31, 1999............     3,486,767   $  34,868      19,310,313     (1,353,625)       (7,929)       17,983,627
                                                                                                                       ----------
Comprehensive income:
     Net earnings for the three months
         ended March 31, 2000
         (unaudited)....................           -          -           -               252,893          -              252,893

     Net change in unrealized loss on
         securities available for sale
         (unaudited)....................           -          -           -                  -           (7,651)           (7,651)
                                                                                                                       ----------

     Comprehensive income
         (unaudited)....................                                                                                  245,242
                                                                                                                       ----------

Repurchase of common stock
         (unaudited)....................          (384)         (4)         (2,874)          -             -               (2,878)
                                                                                                                       ----------

Dividends (unaudited)...................           -          -           -              (174,347)         -             (174,347)
                                             ---------      ------     -----------      ---------        ------        ----------

Balance at March 31, 2000
      (unaudited) ......................     3,486,383    $ 34,864      19,307,439     (1,275,079)      (15,580)       18,051,644
                                             =========      ======      ==========      =========        ======        ==========




















See Accompanying Notes to Condensed Consolidated Financial Statements.
</TABLE>

                                       4
<PAGE>
<TABLE>


                CITIZENS COMMUNITY BANCORP, INC. AND SUBSIDIARIES

                 Condensed Consolidated Statements of Cash Flows

                                                                                             Three Months Ended
                                                                                                    March 31,
                                                                                           2000               1999
                                                                                           ----               ----
                                                                                                  (unaudited)

Cash flows from operating activities:

<S>                                                                                   <C>                      <C>
    Net earnings................................................................      $    252,893             86,839
    Adjustments to reconcile net earnings to net cash
      provided by operating activities:
       Depreciation.............................................................            64,674             46,895
       Provision for loan losses................................................            85,000            121,000
       Provision for deferred income taxes......................................            24,535                218
       Net amortization of loan fees, premiums and discounts....................              (527)           (32,008)
       Increase in accrued interest receivable
           and other assets.....................................................          (275,413)           (85,877)
       Increase in accrued expenses and other liabilities.......................           (49,602)            40,375
       Net increase in official checks..........................................         1,652,626            275,200
                                                                                        ----------         ----------

               Net cash provided by operating activities........................         1,754,186            452,642
                                                                                        ----------         ----------

Cash flows from investing activities:

    Principal repayments of securities available for sale.......................           142,767               -
    Purchase of securities held to maturity.....................................              -           (15,582,229)
    Maturities of securities held to maturity...................................              -             6,050,627
    Net increase in loans.......................................................       (10,339,024)       (10,452,866)
    Purchase of premises and equipment..........................................          (242,291)           (15,216)
    Purchase of restricted securities, Federal Home
       Loan Bank stock..........................................................          (104,300)           (87,800)
                                                                                        ----------         ----------

               Net cash used in investing activities............................       (10,542,848)       (20,087,484)
                                                                                        ----------         ----------

Cash flows from financing activities:

    Net increase in deposits....................................................         5,458,944         12,104,963
    Repurchase of common stock..................................................            (2,878)              -
    Sale of common stock........................................................              -                33,289
    Dividends paid..............................................................          (174,347)              -
                                                                                        ----------         ----------

               Net cash provided by financing activities........................         5,281,719         12,138,252
                                                                                        ----------         ----------

Net (decrease) increase in cash and cash equivalents............................        (3,506,943)        (7,496,590)

Cash and cash equivalents at beginning of period................................        16,928,244         24,663,087
                                                                                        ----------         ----------

Cash and cash equivalents at end of period......................................      $ 13,421,301         17,166,497
                                                                                        ==========         ==========

                                                                                                          (continued)
</TABLE>
                                       5
<PAGE>

<TABLE>




                                    CITIZENS COMMUNITY BANCORP, INC. AND SUBSIDIARIES

                               Condensed Consolidated Statements of Cash Flows, Continued

                                                                                             Three Months Ended
                                                                                                   March 31,
                                                                                             2000              1999
                                                                                             ----              ----
                                                                                                  (unaudited)

Supplemental  disclosure of cash flow  information:
  Cash paid during the period for:

<S>                                                                                        <C>                <C>
       Interest.................................................................           $ 502,795          546,287
                                                                                             =======          =======

       Income taxes.............................................................           $ 185,000             -
                                                                                             =======          =======

Noncash transactions -
    Change in unrealized loss on securities available for sale..................         $    (7,651)            -
                                                                                           =========          =======






















See Accompanying Notes to Condensed Consolidated Financial Statements.
</TABLE>

                                       6

<PAGE>


                CITIZENS COMMUNITY BANCORP, INC. AND SUBSIDIARIES

        Notes to Condensed Consolidated Financial Statements (unaudited)

(1)        General. In the opinion of the management, the accompanying condensed
           consolidated financial statements of Citizens Community Bancorp, Inc.
           and Subsidiaries (the "Company") contain all adjustments  (consisting
           principally of normal recurring accruals) necessary to present fairly
           the  financial  position  at  March  31,  2000,  and the  results  of
           operations and cash flows for the three-month periods ended March 31,
           2000 and 1999.  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)        Loan  Impairment and Credit Losses.  No loans were  identified  as
           impaired at March 31, 2000 or March 31, 1999.  The activity in
           the allowance for loan losses was as follows:

                                                           For the Three
                                                           Months Ended
                                                             March 31,
                                                       2000           1999
                                                       ----           ----

           Balance at beginning of period........... $ 885,617        453,211
           Provision charged to earnings............    85,000        121,000
                                                       -------        -------

           Balance at end of period................. $ 970,617        574,211
                                                       =======        =======

(3)         Earnings  Per  Share.  The  following  is a  reconciliation  of  the
            numerators and  denominators  of the basic and diluted  earnings per
            share  computations.  Options to purchase  202,400  shares of common
            stock between $8.90 and $9.50 a share issued in 2000,  1999 and 1998
            were not included in the 2000 computation of diluted EPS because the
            options exercise price was not less than the average market price of
            the common  shares.  These options  expire  between  August 2008 and
            February 2010. (Dollars are in thousands, except per share amounts).
<TABLE>

                                                             For the Three Months Ended March 31,
                                                       2000                                    1999
                                      ---------------------------------------   -------------------------------------
                                      Earnings         Shares       Per Share   Earnings       Shares       Per Share
                                     (Numerator)    (Denominator)      Amount  (Numerator)  (Denominator)      Amount

        <S>                            <C>             <C>           <C>              <C>        <C>            <C>
        Basic EPS:
          Net earnings available to
              common
              stockholders..........   $ 253           3,486,763     $ .07            $ 87       3,455,901      $ .03
                                                                       ===                                        ===

          Effect of dilutive securities-
          Incremental shares from
              assumed conversion
              of options............                      58,613                                   91,805
                                                       ---------                                 --------

          Diluted EPS:
          Net earnings available to
              common stockholders
              and assumed
              conversions...........   $ 253           3,545,376     $ .07            $ 87       3,547,706      $ .03
                                         ===           =========       ===              ==       =========        ===


                                                                                                            (continued)
</TABLE>

                                       7
<PAGE>



                CITIZENS COMMUNITY BANCORP, INC. AND SUBSIDIARIES

        Notes to Condensed Consolidated Financial Statements (unaudited)

(4)         Regulatory  Capital.  The  Citizens  Community  Bank of Florida (the
            Company's Banking  Subsidiary)  ("Citizens") is required to maintain
            certain minimum regulatory capital requirements.  The following is a
            summary at March 31, 2000 of the regulatory capital requirements and
            the Bank's capital on a percentage basis:
<TABLE>

                                                                     Ratios of     Regulatory
                                                                     the Bank      Requirement
                                                                     ---------     -----------
<S>                                                                    <C>              <C>
            Total capital to risk-weighted assets.................     11.80%           8.00%

            Tier I capital to risk-weighted assets................     10.75%           4.00%

            Tier I capital to total assets - leverage ratio.......      8.11%           4.00%

</TABLE>


                                       8
<PAGE>


                CITIZENS COMMUNITY BANCORP, INC. AND SUBSIDIARIES

               Review by Independent Certified Public Accountants

Hacker,  Johnson,  Cohen & Grieb PA, the Company's  independent certified public
accountants,  have made a limited  review of the financial  data as of March 31,
2000, and for the three-month periods ended March 31, 2000 and 1999 presented in
this  document,  in  accordance  with  standards  established  by  the  American
Institute of Certified Public Accountants.

Their  report  furnished  pursuant to Article 10 of  Regulation  S-X is included
herein.

















                                       9
<PAGE>


          Report on Review by Independent Certified Public Accountants

The Board of Directors
Citizens Community Bancorp, Inc.
Marco Island, Florida:

    We have reviewed the accompanying  condensed  consolidated  balance sheet of
Citizens  Community  Bancorp,  Inc. and Subsidiaries (the "Company") as of March
31, 2000, and the related condensed consolidated statements of earnings and cash
flows  for the  three-month  periods  ended  March 31,  2000 and  1999,  and the
condensed  consolidated  statement of  stockholders'  equity for the three-month
period ended March 31, 2000. These financial  statements are the  responsibility
of the Company's management.

    We conducted  our review in accordance  with  standards  established  by the
American  Institute  of  Certified  Public  Accountants.  A  review  of  interim
financial  information consists principally of applying analytical procedures to
financial  data and making  inquiries of persons  responsible  for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the  expression  of an opinion  regarding the  financial  statements  taken as a
whole. Accordingly, we do not express such an opinion.

    Based on our review,  we are not aware of any  material  modifications  that
should be made to the condensed  consolidated  financial  statements referred to
above  for  them  to  be  in  conformity  with  generally  accepted   accounting
principles.

    We have previously  audited,  in accordance with generally accepted auditing
standards,  the  consolidated  balance  sheet as of December 31,  1999,  and the
related  consolidated  statements of operations,  stockholders'  equity and cash
flows for the year then ended (not  presented  herein);  and in our report dated
January 14,  2000 we  expressed  an  unqualified  opinion on those  consolidated
financial  statements.  In  our  opinion,  the  information  set  forth  in  the
accompanying  condensed  consolidated  balance sheet as of December 31, 1999, is
fairly stated, in all material respects, in relation to the consolidated balance
sheet from which it has been derived.

HACKER, JOHNSON, COHEN & GRIEB PA
Tampa, Florida
April 13, 2000

                                       10
<PAGE>


                CITIZENS COMMUNITY BANCORP, INC. AND SUBSIDIARIES

                  Item 2. Management's Discussion and Analysis
                of Financial Condition and Results of Operations

               Comparison of March 31, 2000 and December 31, 1999

Liquidity and Capital Resources

    The Company's primary source of cash during the three months ended March 31,
    2000  was from  net  deposit  inflows.  Cash  was  used  primarily  for loan
    originations.  At March 31, 2000, the Company had outstanding commitments to
    fund  existing  and new loans of $21.6  million.  It is expected  that these
    requirements  will be funded from the sources  described above. At March 31,
    2000, the Bank exceeded its regulatory liquidity requirements.

    The following  table shows  selected  ratios for the periods ended or at the
dates indicated:
<TABLE>

                                                                                Three Months
                                                                                  Ended             Year Ended
                                                                                 March 31,         December 31,
                                                                                   2000                1999
                                                                               --------------       ---------
        Average equity as a percentage
           of average assets...............................................         14.78%            17.51%

<S>                                                                                 <C>               <C>
        Equity to total assets at end of period............................         13.96%            14.72%

        Return on average assets (1).......................................           .84%              .61%

        Return on average equity (1).......................................          5.66%             3.50%

        Noninterest expense to average assets (1)..........................          3.99%             3.22%

        Nonperforming loans and foreclosed real estate to
           total assets at end of period...................................          NIL               NIL



<FN>
        (1)  Annualized for the three months ended March 31, 2000.
</FN>

</TABLE>
                                       11
<PAGE>


                CITIZENS COMMUNITY BANCORP, INC. AND SUBSIDIARIES

The following table sets forth, for the periods indicated, information regarding
(i) the total dollar amount of interest and dividend  income of the Company from
interest-earning  assets and the resultant average yields; (ii) the total dollar
amount of interest  expense on  interest-bearing  liabilities  and the resultant
average cost; (iii) net interest income; (iv) interest-rate  spread; and (v) net
interest margin.
<TABLE>

                                                                           Three Months Ended March 31,
                                                                2000                                    1999
                                              --------------------------------------     ---------------------------------
                                                               Interest      Average                    Interest   Average
                                                 Average         and         Yield/      Average          and      Yield/
                                                 Balance       Dividends     Rate        Balance        Dividends  Rate
                                              -----------      ---------    --------     --------      ---------- --------
                                                                             (Dollars in thousands)

Interest-earning assets:
<S>                                           <C>               <C>           <C>     <C>              <C>         <C>
   Loans   ...............................    $  85,696,026     1,814,982     8.52    $ 48,771,880     1,030,274   8.45%
   Securities.............................       18,788,482       269,181     5.73      13,057,776       180,729   5.54
   Other interest-earning assets (1)......        6,104,073        86,823     5.72      16,431,504       190,191   4.63
                                                 ----------   -----------               ----------     ---------

       Total interest-earning assets......      110,588,581     2,170,986     7.90      78,261,160     1,401,194   7.16
                                                              -----------                              ---------

Noninterest-earning assets................       10,955,291                              8,846,255
                                                -----------                             ----------

       Total assets.......................    $ 121,543,872                           $ 87,107,415
                                                ===========                             ==========

Interest-bearing liabilities:
   Savings, NOW and money-market deposit
       accounts...........................       56,222,662       451,500     3.23      38,786,667       262,754   2.71
   Time deposits.........................        31,269,837       423,793     5.45      21,213,028       284,638   5.37
   Other   ...............................          637,363         9,699     6.12        -                  -       -
                                                -----------   -----------               ----------     ---------

       Total interest-bearing liabilities.       88,129,862       884,992     4.04      59,999,695       547,392   3.65
                                                              -----------                              ---------

Noninterest-bearing liabilities...........       15,453,508                              9,777,768
Stockholders' equity......................       17,960,502                             17,329,952
                                                -----------                             ----------

       Total liabilities and stockholders'    $ 121,543,872                           $ 87,107,415
                                                ===========                             ==========
           equity

Net interest income.......................                    $ 1,285,994                            $   853,802
                                                              ===========                              =========

Interest-rate spread (2)..................                                    3.86%                                3.51%
                                                                              ====                                 ====

Net interest margin (3)...................                                    4.68%                                4.36%
                                                                              ====                                 ====

Ratio of average interest-earning assets to
   average interest-bearing liabilities...             1.25                                   1.30
                                                   ========                                   ====


<FN>
(1)        Includes federal funds sold, Federal Home Loan Bank stock and
           securities purchased under agreements to resell.
(2)        Interest-rate spread represents the difference between the average
           yield on interest-earning  assets and the average rate of
           interest-bearing liabilities.
(3)        Net interest margin is net interest income divided by average
           interest-earning assets.
</FN>
</TABLE>
                                       12

<PAGE>


                CITIZENS COMMUNITY BANCORP, INC. AND SUBSIDIARIES

       Comparison of the Three-Month Periods Ended March 31, 2000 and 1999

Results of Operations:

   General.  Net  earnings  for the  three  months  ended  March  31,  2000 were
      $252,893,  or $.07 per basic and diluted  share,  compared to net earnings
      for the three  months  ended March 31, 1999 of $86,839,  or $.03 per basic
      and diluted share. Earnings increased primarily because of asset growth of
      the Company between March 31, 1999 and March 31, 2000.

   Interest Income and Expense.  Interest  income was $2.2 million for the three
      months ended March 31, 2000  compared to $1.4  million for the  comparable
      1999 period.  Interest income earned on loans for the 2000 period was $1.8
      million  compared to $1.0  million for the 1999  period.  The average loan
      balance  outstanding  for the three  months ended March 31, 2000 was $85.7
      million with a  weighted-average  yield of 8.52% compared to $48.8 million
      with a  weighted-average  yield of 8.45%  for the  1999  period.  Interest
      earned on  securities  for 2000 was $269,000  compared to $181,000 for the
      1999 period.  For the 2000 period,  the average  securities  portfolio was
      $18.8 million with a  weighted-average  yield of 5.73% compared to a $13.1
      million with a weighted-average  yield of 5.54% for the 1999 period. Other
      interest  income for the 2000 period  totaled $.1 million  compared to $.2
      million for the 1999 period. The average balance of other interest-earning
      assets was $6.1 million  during the 2000 period,  with a  weighted-average
      yield of 5.72%.

      Interest  expense on deposits  amounted to $875,000  for the three  months
      ended March 31, 2000 compared to $547,000 for the 1999 period. The average
      balance for the three  months  ended March 31, 2000 was $87.5  million and
      the  weighted-average  rate was 4.02%  compared  to $60.0  million  with a
      weighted-average cost of 3.65% for the 1999 period.

   Provision  for Loan  Losses.  The  provision  for loan  losses is  charged to
      earnings to bring the total  allowance  to a level deemed  appropriate  by
      management  and is based upon the volume and type of lending  conducted by
      the Company,  industry  standards,  the amount of nonperforming  loans and
      general economic conditions,  particularly as they relate to the Company's
      market  areas,  and other  factors  related to the  collectibility  of the
      Company's loan  portfolio.  The provision for the three months ended March
      31, 2000 was $85,000 and the  allowance  was  $970,617 at March 31,  2000.
      Management believes the allowance at March 31, 1999 is adequate.

   Noninterest  Expense.  Noninterest  expense totaled  $1,205,820 for the three
      months  ended March 31, 2000  compared  to $742,522  for the 1999  period.
      Compensation and benefits was the largest noninterest expense amounting to
      $714,655 for 2000  compared to $338,210 for 1999.  All expenses  increased
      primarily because of the asset growth of the Company including the opening
      of a third banking office.

   Provision for Income  Taxes.  The income tax  provision  for the three months
      ended March 31, 2000 was $152,665 compared to $37,100 for 1999.

                                       13
<PAGE>


                CITIZENS COMMUNITY BANCORP, INC. AND SUBSIDIARIES

Year 2000 Issues

The Company's  operating and financial  systems have been found to be compliant;
the "Y2K Problem" has not adversely  affected the Company's  operations nor does
management expect that it will.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

Market risk is the risk of loss from adverse changes in market prices and rates.
The Company's  market risk arises  primarily from interest rate risk inherent in
its  lending and deposit  taking  activities.  The Company has little or no risk
related to trading accounts, commodities or foreign exchange.

Management  actively  monitors and manages its interest rate risk exposure.  The
primary objective in managing interest-rate risk is to limit, within established
guidelines, the adverse impact of changes in interest rates on the Company's net
interest  income and capital,  while  adjusting  the  Company's  asset-liability
structure to obtain the maximum yield-cost spread on that structure.  Management
relies primarily on its asset-liability structure to control interest rate risk.
However,  a sudden and  substantial  increase in interest rates could  adversely
impact the Company's  earnings,  to the extent that the interest  rates borne by
assets and liabilities do not change at the same speed,  to the same extent,  or
on the same  basis.  There have been no  significant  changes  in the  Company's
market risk exposure since December 31, 1999.


















                                       14
<PAGE>


                CITIZENS COMMUNITY BANCORP, INC. AND SUBSIDIARIES

                           PART II. OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K

(a)   Exhibits.  The  following  exhibits  are  filed  with or  incorporated  by
      reference  into this  report.  The  exhibits  which are marked by a single
      asterisk (*) were previously filed as a part, and are hereby  incorporated
      by reference  from the Company's  Registration  Statement on Form SB-2, as
      effective with the Securities and Exchange Commission on December 7, 1995,
      Registration  No.  33-98090.  The  exhibits  which are  marked by a double
      asterisk  (**)  were   previously   filed  as  part  of,  and  are  hereby
      incorporated  by reference  from the Company's  Registration  Statement on
      Form SB-2 as filed with the  Securities  and Exchange  Commission on March
      12,  1998,  Registration  No.  333-47813.  The exhibit  marked by a triple
      asterisk  (***) was filed as an  exhibit to the  Company's  for 10-KSB for
      1998.  The  exhibit  numbers  correspond  to the  exhibit  numbers  in the
      referenced documents.

      Exhibit No.                   Description of Exhibit

        *3.1    Amended and Restated Articles of Incorporation of the Company
                 (Registration Statement)
        *3.2    By-laws of the Company (Registration Statement)
        *4.1    Specimen Common Stock Certificate (Registration Statement)
        *4.2    Specimen Warrant Certificate (Registration Statement)
        *4.4    Company's Warrant Plan (Registration Statement)
        **10.1  1996 Incentive Stock Option Plan
        **10.2  Company's 1998 Directors Stock Option Plan
        **10.3  Employment Contract with Michael A. Micallef, Jr.
        ***22.1 Citizens' 1998 Annual Report
        27      Financial Data Schedule (for SEC use only)

(b) Reports on Form 8-K.  There were no Form 8-K's filed during the three months
ended March 31, 2000.

                                       15
<PAGE>


                CITIZENS COMMUNITY BANCORP, INC. AND SUBSIDIARIES

                           PART II. OTHER INFORMATION

                                   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.

                                           CITIZENS COMMUNITY BANCORP, INC.
                                              (Registrant)





Date:               , 2000                 By:  /s/ Richard Storm, Jr.
      -----------------------                  -----------------------
                                               Richard Storm, Jr., Chairman of
                                                  the Board and Chief Executive
                                                  Officer

Date:               , 2000                 By:  /s/ Gregory E. Smith
      -----------------------                  ---------------------
                                               Gregory E. Smith, Senior Vice
                                                  President and Chief Financial
                                                  Officer

                                       16

<TABLE> <S> <C>


<ARTICLE>                                            9
<LEGEND>
                        This schedule contains summary financial information
                        extracted from Form 10-QSB for the period ended
                        March 31, 2000 and is qualified in its entirety by
                        reference to such financial statements.
</LEGEND>
<CIK>                          001002214
<NAME>                         Citizens Community Bancorp, Inc.
<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>                                         6,148
<INT-BEARING-DEPOSITS>                         0
<FED-FUNDS-SOLD>                               7,274
<TRADING-ASSETS>                               0
<INVESTMENTS-HELD-FOR-SALE>                   5,842
<INVESTMENTS-CARRYING>                         13,000
<INVESTMENTS-MARKET>                           12,571
<LOANS>                                        91,234
<ALLOWANCE>                                    971
<TOTAL-ASSETS>                                 129,323
<DEPOSITS>                                     107,957
<SHORT-TERM>                                   0
<LIABILITIES-OTHER>                            3,314
<LONG-TERM>                                    0
                          0
                                    0
<COMMON>                                       35
<OTHER-SE>                                     0
<TOTAL-LIABILITIES-AND-EQUITY>                 129,323
<INTEREST-LOAN>                                1,815
<INTEREST-INVEST>                              269
<INTEREST-OTHER>                               87
<INTEREST-TOTAL>                               2,171
<INTEREST-DEPOSIT>                             875
<INTEREST-EXPENSE>                             885
<INTEREST-INCOME-NET>                          1,286
<LOAN-LOSSES>                                  85
<SECURITIES-GAINS>                             0
<EXPENSE-OTHER>                                1,205
<INCOME-PRETAX>                                405
<INCOME-PRE-EXTRAORDINARY>                     405
<EXTRAORDINARY>                                0
<CHANGES>                                      0
<NET-INCOME>                                   253
<EPS-BASIC>                                    .07
<EPS-DILUTED>                                  .07
<YIELD-ACTUAL>                                 4.68
<LOANS-NON>                                    0
<LOANS-PAST>                                   0
<LOANS-TROUBLED>                               0
<LOANS-PROBLEM>                                0
<ALLOWANCE-OPEN>                               886
<CHARGE-OFFS>                                  0
<RECOVERIES>                                   0
<ALLOWANCE-CLOSE>                              971
<ALLOWANCE-DOMESTIC>                           971
<ALLOWANCE-FOREIGN>                            0
<ALLOWANCE-UNALLOCATED>                        0




</TABLE>


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