PATAPSCO BANCORP INC
10QSB, 2000-11-14
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                United States 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 September 30, 2000

[  ] Transition  Report Section 13 or 15(d) of the Securities  Exchange Act of
     1934

     For the transition period from __________ to ___________


                         Commission File Number: 0-28032


                             PATAPSCO BANCORP, INC.
--------------------------------------------------------------------------------
        (Exact Name of Small Business Issuer as Specified in its Charter)


             MARYLAND                                         52-1951797
---------------------------------------                    ------------------
(State or Other Jurisdiction of                            (I.R.S. Employer
 Incorporation or Organization)                            Identification No.)


              1301 MERRITT BOULEVARD, DUNDALK, MARYLAND 21222-2194
              ----------------------------------------------------
                    (Address of Principal Executive Offices)


                                 (410) 285-1010
--------------------------------------------------------------------------------
               Registrant'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  preceding 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
    -----    -----

         As of November 10, 2000,  the issuer had 327,390 shares of Common Stock
issued and outstanding.

         Transitional Small Business Disclosure Format (check one):

         Yes                                No    X
              -------                          -------


<PAGE>


         CONTENTS
         --------
                                                                            PAGE
                                                                            ----

PART I.  FINANCIAL INFORMATION
         ---------------------


Item 1.  Financial Statements

         Consolidated Statements of Financial Condition at September
         30, 2000 (Unaudited) and June 30, 2000                               3

         Consolidated Statements of Income for the Three-Month Periods
            Ended September 30, 2000 and 1999 (Unaudited)                     4

         Consolidated Statements of Comprehensive Income Three-Month
            Periods Ended September 30, 2000 and 1999 (Unaudited)              5

         Consolidated Statements of Cash Flows for the Three-Month Periods
            Ended September 30, 2000 and 1999 (Unaudited)                      6

         Notes to Consolidated Financial Statements                            7


Item 2.  Management's Discussion and Analysis or Plan of Operations            8


PART II.  OTHER INFORMATION
          -----------------

Item 1.  Legal Proceedings                                                    14

Item 2.  Changes in Securities and Use of Proceeds                            14

Item 3.  Defaults Upon Senior Securities                                      14

Item 4.  Submission of Matters to a Vote of Security-Holders                  14

Item 5.  Other Information                                                    14

Item 6.  Exhibits and Reports on Form 8-K                                     14

Signatures                                                                    15



                                       2
<PAGE>
                      PATAPSCO BANCORP, INC. AND SUBSIDIARY
                                DUNDALK, MARYLAND

                 CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                 ----------------------------------------------
<TABLE>
<CAPTION>
                                                                         SEPTEMBER 30,         JUNE 30,
                                                                             2000                2000
                                                                         ------------          --------
                                 Assets
                                 ------
<S>                                                                      <C>                 <C>
Cash:
     On hand and due from banks                                          $  1,551,189         $  2,251,850
     Interest bearing deposits in other banks                               1,592,112              282,929
Federal funds sold                                                          1,497,893              903,004
Investment securities, at fair value                                          484,353              462,842
Mortgage-backed securities, at fair value                                   4,416,362            4,456,047
Loans receivable, net                                                      91,548,840           91,002,476
Investment in securities required by law, at cost                             950,850              950,850
Property and equipment, net                                                   981,366            1,004,443
Deferred income taxes                                                         424,451              442,000
Accrued interest, prepaid expenses and other assets                         1,185,656              908,470
                                                                         ------------         ------------
              Total assets                                               $104,633,072         $102,664,911
                                                                         ============         ============

                   Liabilities and Stockholders' Equity
                   ------------------------------------

Liabilities:
   Savings deposits:
        Interest bearing deposits                                        $ 73,689,845         $ 72,357,957
        Non interest bearing deposits                                       3,648,250            3,293,950
   Borrowings                                                              15,900,000           14,900,000
   Accrued expenses and other liabilities                                   1,601,392            2,533,706
                                                                         ------------         ------------
              Total liabilities                                            94,839,487           93,085,613

Stockholders' equity:
   Common stock $0.01 par value: authorized 4,000,000
     shares: issued and outstanding 327,390 and
     327,390 shares, respectively                                               3,274                3,274
  Additional paid-in capital                                                1,471,254            1,471,253
   Contra equity - Employee stock ownership plan                             (254,045)            (254,045)
   Contra equity - Management recognition plan                               (154,761)            (154,761)
   Retained income, substantially restricted                                8,782,272            8,625,749
   Unrealized net holding losses on available-for-sale
      portfolios, net of taxes                                                (54,408)            (112,172)
                                                                         ------------         ------------
              Total stockholders' equity                                    9,793,585            9,579,298
                                                                         ------------         ------------
              Total liabilities and stockholders' equity                 $104,633,072         $102,664,911
                                                                         ============         ============
</TABLE>


See accompanying notes to financial statements.

                                       3
<PAGE>


                      PATAPSCO BANCORP, INC. AND SUBSIDIARY
                                DUNDALK, MARYLAND

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                      -------------------------------------
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                                FOR THREE MONTHS ENDED
                                                                       SEPTEMBER 30,
                                                             -----------------------------
                                                                2000                  1999
                                                             ----------            -------

<S>                                                            <C>              <C>
Interest income:
    Loans receivable                                           $2,046,218       $1,713,703
    Mortgage-backed securities                                     78,401           84,717
    Investment securities                                           2,852               --
    Federal funds sold and other investments                       67,106           92,512
                                                               ----------       ----------
          Total interest income                                 2,194,577        1,890,932
                                                               ----------       ----------

Interest expense:
    Savings deposits                                              842,995          653,727
    Borrowings                                                    242,873          202,323
                                                               ----------       ----------
          Total interest expense                                1,085,868          856,050
                                                               ----------       ----------

          Net interest income                                    1,108,709       1,034,882
Provision for losses on loans                                       75,000          80,000
                                                               -----------      ----------
          Net interest income after provision
                   for losses on loans                           1,033,709         954,882

Noninterest income:
    Fees and service charges                                        67,262          62,159
    Net gain (loss) on sale of foreclosed real estate               17,145              --
    Other                                                            5,293           4,534
                                                               -----------      ----------
        Total noninterest income                                    89,700          66,693
                                                               -----------      ----------

Noninterest expenses:
    Compensation and employee benefits                             503,530         436,793
    Insurance premiums                                              10,874          16,224
    Professional fees                                               37,115          35,644
    Equipment expense                                               32,841          41,025
    Net occupancy costs                                             22,489          21,100
    Advertising                                                     23,286           6,703
    Data processing                                                 40,189          45,040
    Other                                                          123,697          95,810
                                                               -----------      ----------
          Total noninterest expense                                794,021         698,339
                                                               -----------      ----------
          Income before provision for income taxes                 329,388         323,236
Provision for income taxes                                         127,212         125,646
                                                               -----------      ----------
          Net Income                                           $   202,176      $  197,590
                                                               ===========      ==========
          Basic earnings per share                             $      0.65      $     0.62
                                                               ===========      ==========
          Diluted earnings per share                                  0.62            0.58

</TABLE>

See accompanying notes to financial statements.



                                       4
<PAGE>

                      PATAPSCO BANCORP, INC. AND SUBSIDIARY
                                DUNDALK, MARYLAND

                 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
                 ------------------------------------------------
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                FOR THREE MONTHS ENDED
                                                                       SEPTEMBER 30
                                                             -----------------------------
                                                                2000                1999
                                                             ----------            -------

<S>                                                            <C>               <C>
Net income                                                     $  202,179         $ 197,590
Other comprehensive income, net of tax:
  Unrealized net holding (losses)/gains on
    available-for-sale portfolios                                  57,764          (137,592)
                                                               ----------         ---------
Comprehensive income                                           $  259,940         $  59,700
                                                               ==========         =========

</TABLE>


See accompanying notes to financial statements.


                                       5
<PAGE>

                      PATAPSCO BANCORP, INC. AND SUBSIDIARY
                                DUNDALK, MARYLAND

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                      -------------------------------------
                                   (UNAUDITED)
<TABLE>
<CAPTION>                                                                         FOR THREE MONTHS ENDED
                                                                                       SEPTEMBER 30,
                                                                            ---------------------------------
                                                                                2000                 1999
                                                                            ------------         -------------
<S>                                                                        <C>                 <C>
Cash flows from operating activities:
  Net income                                                               $   202,176         $     197,590
  Adjustments to reconcile net income to net
    cash provided by operating activities:
       Depreciation                                                             33,213                 34,181
       Provision for losses on loans                                            75,000                 80,000
       Gain  from  sale  of   foreclosed real estate                           (17,145)                    --
       Non-cash compensation under stock-based benefit plans                        --                 55,287
       Amortization of premiums and discounts, net                               1,019                  1,417
       Deferred loan origination fees, net of costs                            (70,942)                (4,965)
       Change in deferred income taxes                                         (17,549)                34,106
       Decrease in Income Taxes payable                                        147,782                133,909
       (Increase)Decrease in accrued interest on investments,
           prepaid expenses and other assets                                  (277,186)                62,697
       Decrease in accrued expenses and other liabilities                   (1,080,096)            (1,136,305)
                                                                           -----------         --------------
         Net cash used in operating activities                              (1,003,728)              (542,083)
                                                                           -----------         --------------

Cash flows from investing activities:
  Loan principal disbursements, net of repayments                             (621,364)            (3,054,194)
  Proceeds from sale of real estate owned                                       72,113                     --
  Purchase of property and equipment                                           (10,136)               (29,854)
  Principal repayment on mortgage-backed securities
    available-for-sale                                                         125,991                 68,046
                                                                           -----------         --------------
       Net cash used in investing activities                                  (433,396)            (3,016,002)

Cash flows from financing activities:
  Net increase (Decrease) in deposits                                        1,686,188               (733,152)
  Stock repurchase                                                                  --               (108,251)
  Dividends paid                                                               (45,653)               (39,774)
  Increase in Checks written in excess of bank balance                              --                264,360
  Increase in borrowings                                                     1,000,000                     --
                                                                           -----------         --------------
         Net cash (used in) provided by financing activities                 2,640,535               (616,817)
                                                                           -----------         --------------

  Net increase(Decrease) in cash and cash equivalents                      $ 1,203,411         $   (4,174,902)
  Cash and cash equivalents at beginning of period                           3,437,783              9,351,950
                                                                           -----------         --------------
  Cash and cash equivalents end of period                                  $ 4,611,194         $    5,177,048
                                                                           ===========         ==============

Supplemental information:
  Interest paid on deposits and borrowed funds                               1,085,002                856,050
  Income taxes paid                                                                  0                      0
                                                                           ===========         ==============
</TABLE>

See accompanying notes to financial statements.


                                       6
<PAGE>


                      PATAPSCO BANCORP, INC. AND SUBSIDIARY

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


Note 1:   Principles of Consolidation

The consolidated  financial statements include the accounts of Patapsco Bancorp,
Inc. ("the Company") and its  wholly-owned  subsidiary,  The Patapsco Bank ("the
Bank").  The Patapsco Bank's wholly owned subsidiary is Prime Business  Leasing.
All  intercompany   accounts  and  transactions  have  been  eliminated  in  the
accompanying consolidated financial statements.

Note 2:   The Patapsco Bank

The Bank is regulated  by The Federal  Reserve  Bank of Richmond  ("the  Federal
Reserve Bank") and The State of Maryland. The primary business of the Bank is to
attract  deposits  from  individual  and  corporate  customers  and to originate
residential  and  commercial  mortgage  loans,  consumer  loans  and  commercial
business loans. The Bank competes with other financial and mortgage institutions
in attracting and retaining  deposits and originating  loans.  The Bank conducts
operations  through  one office  located  at 1301  Merritt  Boulevard,  Dundalk,
Maryland 21222.

Note 3:   Basis of Presentation

The accompanying  unaudited consolidated financial statements have been prepared
in accordance with  instructions  for Form 10-QSB and therefore,  do not include
all  disclosures  necessary  for a complete  presentation  of the  statements of
condition,  statements of operations  and statements of cash flows in conformity
with generally accepted  accounting  principles.  However,  all adjustments that
are, in the opinion of management,  necessary for the fair  presentation  of the
interim  financial  statements have been included.  Such  adjustments  were of a
normal  recurring  nature.  The results of operations for the three months ended
September  30, 2000 are not  necessarily  indicative  of the results that may be
expected  for  the  entire  year.  For  additional  information,  refer  to  the
consolidated  financial  statements and footnotes thereto included in the Bank's
Annual report of form 10-KSB for the year ended June 30, 2000.

Note 4:   Cash and Cash Equivalents

Cash equivalents include short-term  investments which consists of Federal funds
sold.  Cash  equivalents  and other  liquidity and  short-term  investments  are
carried at cost, which approximates market value.



                                       7
<PAGE>

Note 5:   Regulatory Capital Requirements

At September 30, 2000, the Bank met each of the three minimum regulatory capital
requirements.  The following  table  summarizes  the Bank's  regulatory  capital
position at September 30, 2000 (in thousands).
<TABLE>
<CAPTION>
                                                                                       Well Capitalized Under
                                                                  For Capital            Prompt Corrective
                                           Actual               Adequacy Purposes         Action Provision
                                    ---------------------    -----------------------   ----------------------
                                    Amount          %         Amount         %          Amount          %
                                    -------------------------------------------------------------------------

<S>                                  <C>            <C>       <C>           <C>         <C>            <C>
Total Capital (to Risk
  Weighted Assets)                   $ 10,062       14.23%    $ 5,656       8.00%       $ 7,070         10%

Tier 1 Capital (to Risk
   Weighted Assets)                   $ 9,284       13.13%    $ 2,828       4.00%       $ 4,242          6%

Tier 1 Capital (to Average
    Assets)                           $ 9,284        8.98%    $ 4,137       4.00%       $ 5,171          5%

</TABLE>

ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

FORWARD-LOOKING STATEMENTS

     When used in this Form 10-QSB,  the words or phrases "will likely  result,"
"are expected to," "will continue," "is anticipated,"  "estimate,"  "project" or
similar expressions are intended to identify "forward-looking statements" within
the  meaning of the  Private  Securities  Litigation  Reform  Act of 1995.  Such
statements are subject to certain risks and  uncertainties  including changes in
economic  conditions  in the  Company's  market  area,  changes in  policies  by
regulatory  agencies,  fluctuations in interest  rates,  demand for loans in the
Company's market area, and competition that could cause actual results to differ
materially  from  historical   earnings  and  those  presently   anticipated  or
projected.  The Company wishes to caution readers not to place undue reliance on
any such forward-looking  statements,  which speak only as of the date made. The
Company  wishes to advise readers that the factors listed above could affect the
Company's financial performance and could cause the Company's actual results for
future periods to differ  materially  from any opinions or statements  expressed
with respect to future periods in any current statements.

     The Company does not undertake,  and specifically disclaims any obligation,
to  publicly  release  the  result  of any  revisions  which  may be made to any
forward-looking  statements to reflect events or circumstances after the date of
such  statements or to reflect the occurrence of  anticipated  or  unanticipated
events.

ACQUISITION

     On May 16,  2000,  the  Company  announced  that it had agreed to  purchase
Northfield Bancorp, Inc., the parent company of Northfield Federal Savings Bank.
Under the terms of the  agreement of merger,  each share of  Northfield  Bancorp
common stock  outstanding  at the effective  time of the merger will be canceled
and  converted  into the  right to  receive  $12.50  in cash and .24  shares  of
Patapsco Bancorp's Series A Noncumulative Convertible Perpetual Preferred Stock.
At any time after issuance, this preferred stock will be convertible into shares
of Patapsco Bancorp common stock, on a one for one basis. Each share of Patapsco
Bancorp's  outstanding preferred stock will earn dividends at the annual rate of
7.5%  of  its  liquidation   preference  of  $25.00  per  share.  Dividends  are
noncumulative,  which means that if the  Company's  Board does not pay dividends
for a quarterly period, it is not obligated to pay a dividend for that period at
a later date. After five years from the date of issuance of the Patapsco Bancorp
preferred  stock,  Patapsco  Bancorp may redeem  some or all of the  outstanding
Patapsco  Bancorp  preferred  stock at $25.00  per share plus any  declared  but
unpaid dividends for the then current quarter.  The transaction was completed on
November 13, 2000.



                                       8
<PAGE>

COMPARISON OF FINANCIAL CONDITION AT SEPTEMBER 30, 2000 AND JUNE 30, 2000

     The Company's assets  increased by $1.9 million,  or 1.9% to $104.6 million
at  September  30,  2000  from  $102.7  million  at June 30,  2000.  Cash,  cash
equivalents  and fed  funds  sold  increased  by $1.2  million  or 35.0% to $4.6
million at September 30, 2000 from $3.4 at September 30, 1999. The Company's net
loans  receivable  increased by $.6 million or .6% to $91.5 million at September
30,  2000  from  $91.0  million  at June 30,  2000.  The  increase  in net loans
receivable  was  comprised  of $1.0 million in consumer  loans,  $0.9 million in
commercial  business loans, $0.6 million in commercial  equipment  leases,  $0.3
million  in  construction  loans  and  decreases  of $2.2  million  in fixed and
adjustable rate residential real estate loans.

     Deposits increased by $1.7 million or by 2.2% to $77.3 million at September
30, 2000 from $75.7  million at June 30,  2000.  The  increase  in deposits  was
largely  attributable  to the  increase  of  $1.3  million  in  interest-bearing
deposits   consisting   of   primarily    certificate   of   deposit   accounts.
Noninterest-bearing deposits increased by $354,000 during the three months ended
September 30, 2000.


COMPARISON  OF OPERATING  RESULTS FOR THE QUARTER  ENDED  SEPTEMBER 30, 2000 AND
SEPTEMBER 30, 1999


Net Income
----------

     The  Company's  net income  increased by $4,600 or 2.3% to $202,176 for the
quarter ended  September 30, 2000 from $197,590 for the quarter ended  September
30, 1999. The increase in the Company's net income during the three-month period
was due to a $74,000  increase in net interest  income, a $5,000 decrease in the
provision for loan losses,  a $23,000  increase in noninterest  income partially
offset by a $96,000 increase in noninterest expense. The increase in noninterest
income was primarily due to a $17,000 gain on the sale of foreclosed real estate
recognized in the quarter.

Interest Income
---------------

     Total  interest  income  increased by $304,000 or 16.0% to $2.2 million for
the quarter  ended  September  30, 2000 from $1.9 million for the quarter  ended
September 30, 1999. The increases in interest  income resulted from the increase
in the Company's average yield on interest-earning  assets increased of 52 basis
points to 8.66% in the  three-month  period ended September 30, 2000 as compared
to the  8.14%  for the  three-month  period  ended  September  30,  1999 and the
increase in the average balance of interest-earning  assets by $8.4 million from
September 30,1999 to September 30, 2000.

     Interest income on loans receivable  increased by $333,000 or 19.4% to $2.0
million  for the quarter  ended  September  30,  2000 from $1.7  million for the
quarter  ended  September  30, 1999.  The  increase in interest  income on loans
receivable  during  the  three-month  period is due to both an  increase  in the
average balance of loans  receivable and an increase in the average yield on the
loan portfolio.  During the three months ended September 30, 2000 as compared to
the same period ended  September 30, 1999 the average loans  receivable  balance
increased by $12.0  million or 15.1% to $91.7 million from $79.7 million and the
average yield increased by 32 basis points to 8.86% from 8.54%.

Interest Expense
----------------

     Total interest  expense  increased by $230,000 or 26.9% to $1.1 million for
the quarter  ended  September  30,  2000 from  $856,000  for the  quarter  ended
September  30, 1999.  The  increase in interest  expense  during the  comparable
quarter was primarily  due to the increase in interest  expense on deposits as a
result of higher balances and costs.

     Interest expense on deposits increased by $187,000 or 28.7% to $841,000 for
the quarter  ended  September  30,  2000 from  $700,000  for the  quarter  ended
September 30, 1999.  The increase in interest  expense on deposits was primarily
attributable  to an increase of $6.8 million in the average  balance of interest
bearing  deposits as well as an increase of 65 basis points to 4.53% in the cost
of interest bearing deposits.

     Interest  expense on borrowings  from the Federal Home Loan Bank of Atlanta
increased by $41,000 or 20.1% to $243,000 for the quarter  ended  September  30,
2000 from  $202,000 for the quarter ended  September  30, 1999.  The increase is
attributable


                                       9
<PAGE>

to both higher balances and costs.

Net Interest Income
-------------------

     The  Company's  net  interest  income  increased  by  $74,000  or  7.1%  to
$1.1million  for the quarter ended  September 30, 2000 from $1.0 million for the
quarter ended September 30, 1999. The increase in net interest income during the
comparable three- month period was due to higher balances  partially offset by a
15 basis point decrease in the net interest margin to 4.38% from 4.53%.

Average Balance Sheet
---------------------

     The  following  table  sets  forth  certain  information  relating  to  the
Company's average  interest-earning assets and interest-bearing  liabilities and
reflects  the average  yield on assets and average cost of  liabilities  for the
periods  and at the date  indicated.  Dividing  income or expense by the average
daily balance of assets or  liabilities,  respectively,  derives such yields and
costs for the  periods  presented.  Average  balances  are  derived  from  daily
balances.

     The table also presents  information for the periods indicated with respect
to the institution's  net interest margin,  which is net interest income divided
by the  average  balance  of  interest  earning  assets.  This  is an  important
indicator of commercial bank profitability.  The net interest margin is affected
by yields on interest earning assets, the costs of interest bearing  liabilities
and the  relative  amounts  of  interest  earning  assets and  interest  bearing
liabilities.  Another  indicator of an institution's  net interest income is the
interest  rate spread or the  difference  between the average  yield on interest
earning assets and the average rate paid on interest bearing liabilities.


                                       10
<PAGE>
<TABLE>
<CAPTION>
                                                             Three Months Ended September 30,
                                               -----------------------------------------------------------------------------
                                                            2000                                     1999
                                               ---------------------------------       -------------------------------------
                                               Average                   Average       Average                      Average
                                               Balance      Interest     Rate (1)      Balance       Interest       Rate (1)
                                               -------      --------     --------      -------       --------       --------
                                                                            (Dollars in Thousands)
<S>                                            <C>            <C>            <C>       <C>             <C>            <C>
Interest-earning assets:
   Loans receivable (2)                        $ 91,660        2,046          8.86%     79,655          1,714          8.54%
   Investment securities                             --           --            --          --             --            --
   Mortgage-backed securities                     4,489           78          6.93%      4,870             85          6.90%
   Federal funds sold and other
      interest-earning assets                     4,385           71          6.33%      5,607             93          4.83%
                                               --------       ------        ------     -------         ------        ------
Total interest earning assets                   100,534        2,195          8.66%     92,125          1,891          8.14%
                                                              ------        ------                     ------        ------
Noninterest-earning assets                        2,639                                  2,293
                                               --------                                -------
Total assets                                   $103,173                                $94,418
                                               ========                                =======

Interest-bearing liabilities:
Interest-bearing deposits (3)                  $ 73,752       $  843          4.53%    $66,871         $  654          3.88%
Borrowings                                       15,617          243          6.17%     13,900            202          5.71%
                                               --------       ------        ------     -------         ------        ------
   Total interest-bearing liabilities            89,369        1,086          4.82%     80,771            856          4.20%
Noninterest-bearing liabilities                   4,164       ------        ------       4,264         ------        ------
                                               --------                                -------
   Total liabilities                             93,533                                 85,035
Stockholders' equity                              9,640                                  9,383
                                               --------                                -------
    Total liabilities and stockholders'
      equity                                   $103,173                                $94,418
                                               ========                                =======

Net interest income                                           $1,109                                   $1,035
                                                              ======                                   ======
Interest rate spread                                                          3.84%                                    3.94%
                                                                            ======                                   ======
Net yield on interest-earning assets                                          4.38%                                    4.53%
                                                                            ======                                   ======
Ratio of average interest-earning assets
  to average interest-bearing liabilities                                   112.49%                                  114.06%
                                                                            ======                                   ======
<FN>
-----------
(1)  Yields and rates are annualized.
(2)  Includes nonaccrual loans.
(3)  Includes interest-bearing escrow accounts.

</FN>
</TABLE>

                                       11

<PAGE>
Provision For Loan Losses
-------------------------

     Provision  for Loan Losses.  The  allowance  for loan losses is a valuation
reserve  established by management in an amount it deems adequate to provide for
losses in the loan portfolio. Provisions for loan losses are charged to earnings
in order to maintain the total  allowance for loan losses at a level  considered
adequate by management to provide for probable loan losses.  Management assesses
the  adequacy  of the  allowance  for loan  losses  based on a number of factors
including, among others: lending risks associated with new products and markets,
loss  allocations for specific  problem  credits,  the level of the allowance to
nonperforming loans, historical loss experience, economic conditions,  portfolio
trends and credit  concentrations  and  management's  judgment  with  respect to
current and expected  economic  conditions and their impact on the existing loan
portfolio.

     The provision  for loan losses was $75,000 in quarter  ended  September 30,
2000,  a decrease of $5,000 or 6.3% from the quarter  ended  September  30, 1999
provision of $80,000. The Company has increased the allowance for loan losses as
a percentage  of total loans  outstanding  to 0.84% at  September  30, 2000 from
0.81% at June 30,  2000 as a result  of the  greater  inherent  risk in the loan
portfolio caused by the shift in the loan portfolio from single-family  mortgage
loans to commercial real estate, commercial business,  consumer and construction
loans. The following table shows the activity in the allowance for loan losses.

<TABLE>
<CAPTION>
                                                               Three Months
                                                            Ended September 30,
                                                            -------------------
                                                              2000     1999
                                                              ----     ----

<S>                                                           <C>      <C>
Allowance for loan losses, beginning of period                $743     $631

Provision for loan losses                                       75       80

Loans Charged Off:
         Consumer                                               33       50
         Real Estate                                             0        0
         Commercial                                             17        4
                                                              ----     ----
  Total Charge-Offs                                             50       54
Recoveries:
         Consumer                                               10        4
         Real Estate                                             0        0
         Commercial                                              0        0
                                                              ----     ----
  Total Recoveries                                              10        4
                                                              ----     ----

Allowance for loan losses, end of period                      $778     $661
                                                              ====     ====
</TABLE>


Noninterest Income
------------------

     The Company's noninterest income consists of deposit fees, service charges,
late fees and gains on the sale of repossessed  real estate.  Total  noninterest
income  increased by $23,000 or 34.5% to $90,000 for the quarter ended September
30, 2000 from $67,000 for the quarter ended  September 30, 1999. The increase in
noninterest  income is  primarily  the  result of a $17,000  gain on the sale of
foreclosed real estate. Absent this gain, noninterest income increased $6,000 or
8.9% in the  comparative  quarter.  This increase is primarily due to the higher
balance  and  number of  checking  accounts.  These  types of  deposit  accounts
typically  generate more fee income for the Company than other  deposit  account
types.

Noninterest Expenses
--------------------

     Total  noninterest  expenses  increased by $96,000 or 13.7% to $794,000 for
the quarter  ended  September  30,  2000 from  $698,000  for the  quarter  ended
September 30, 1999.  Increases in  compensation  and benefits,  advertising  and
other  expenses were partially  offset by decreases in equipment,  insurance and
data processing expense.


                                       12
<PAGE>

Liquidity and Capital Resources
-------------------------------

     An important  component of the Company's  asset/liability  structure is the
level of liquidity  available to meet the needs of customers and creditors.  The
Company's   Asset/Liability   Management   Committee  has  established   general
guidelines for the  maintenance  of prudent  levels of liquidity.  The Committee
continually monitors the amount and source of available  liquidity,  the time to
acquire  it and  its  cost.  Management  of the  Company  seeks  to  maintain  a
relatively  high level of liquidity in order to retain  flexibility  in terms of
investment  opportunities  and deposit pricing.  Because liquid assets generally
provide lower rates of return, the Company's  relatively high liquidity will, to
a certain extent, result in lower rates of return on assets.

     The  Company's  most  liquid  assets  are  cash on  hand,  interest-bearing
deposits and Federal funds sold, which are short-term, highly liquid investments
with original  maturities of less than three months that are readily convertible
to known  amounts of cash.  The  levels of these  assets  are  dependent  on the
Company's operating, financing and investing activities during any given period.
At September 30, 2000, the Company's cash on hand, interest-bearing deposits and
Federal  funds  sold  totaled  $4.6  million.  In  addition,   the  Company  has
approximately   $4.8   million   of   investment    securities   classified   as
available-for-sale.

     The Company  anticipates  that it will have  sufficient  funds available to
meet its current loan commitments of $4.0 million. Certificates of deposits that
are  scheduled  to mature in less than one year at  September  30, 2000  totaled
$24.8  million.  Historically,  a high  percentage  of  maturing  deposits  have
remained with the Company.  The cash consideration of the pending acquisition of
Northfield  Bancorp  will be  funded  through  the  use of  borrowed  money  and
internally generated funds.

     The  Company's  primary  sources of funds are deposits  and  proceeds  from
maturing investment securities and mortgage-backed  securities and principal and
interest  payments on loans.  While  maturities  and scheduled  amortization  of
mortgage-backed  securities and loans are predictable sources of funds,  deposit
flows and mortgage prepayments are greatly influenced by general interest rates,
economic conditions, competition and other factors.

     The Company's primary uses of cash in investing activities during the three
months ended September 30, 2000 were loan principal disbursements and purchases,
net of repayments,  of $600,000.  The Company's primary sources of cash provided
from investing  activities  during the three months ended September 30, 2000 was
the $100,000 principal payment on the mortgage-backed security.

     The Company's primary use of cash in financing  activities during the three
months ended September 30, 2000 consisted of a $1.7 million decrease in deposits
and a $1.0  million  increase  in advances  from the  Federal  Home Loan Bank of
Atlanta.

     As discussed in Note 5 - Regulatory Capital  Requirements,  the Company and
the Bank exceeded all regulatory minimum capital requirements.


ACCOUNTING PRONOUNCEMENTS WITH FUTURE EFFECTIVE DATES

     SFAS No. 133 "Accounting for Derivative Instruments and Hedging Activities"
was  issued  in  June  1999.  The  Statement  standardizes  the  accounting  for
derivative  instruments,  including certain derivative  instruments  embedded in
other contracts,  by requiring that an entity recognize these items as assets or
liabilities  in the  statement  of  financial  position and measure them at fair
value. This Statement generally provides for matching the timing of gain or loss
recognition on the hedging  instrument  which the  recognition of the changes in
the fair value of the hedged asset or  liability  that are  attributable  to the
hedged risk or the earnings  effect of the hedged  forecasted  transaction.  The
Statement,  which is  effective  for all fiscal  quarters  of all  fiscal  years
beginning after June 15, 2000, will not affect the Company's  financial position
or its results of operations.



                                       13
<PAGE>

                           Part II. Other Information


Item 1.  Legal Proceedings

None.

Item 2.  Changes in Securities and Use of Proceeds.

None.

Item 3.  Defaults Upon Senior Securities

None

Item 4.  Submission of Matters to a Vote of Security-Holders

None

Item 5.  Other Information

None

Item 6.  Exhibits and Reports on Form 8-K

(a)      The following exhibit is filed herewith:

         Exhibit 27        Financial Data Schedule

(b)      REPORTS ON FORM 8-K.  None.


                                       14
<PAGE>

                                   Signatures


         In accordance with the  requirements of the Securities  Exchange Act of
1934,  the  registrant  caused  this  report to be  signed on its  behalf by the
undersigned thereunto duly authorized.


                                           PATAPSCO BANCORP, INC.



Date:  November 13, 2000                   /s/ Joseph J. Bouffard
                                           -------------------------------------
                                           Joseph J. Bouffard
                                           President and Chief Executive Officer
                                           (Principal Executive Officer)



Date:  November 13, 2000                   /s/ Michael J. Dee
                                           -------------------------------------
                                           Michael J. Dee
                                           Chief Financial Officer & Controller
                                           (Principal Financial Officer)


                                       15


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