Form 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1998
COMMISSION FILE NUMBER 0-27686
1st Bergen Bancor
-----------------------------------------------------
(Exact name of registrant as specific in its charter)
New Jersey 22-3409845
------------------------------ -------------------------------
State or other jurisdiction of IRS Employer Identification No.
Incorporation or Organization
250 Valley Boulevard, Wood-Ridge, NJ 07075
------------------------------------------
Address of Principal Executive Offices
(201) 939-340
--------------------------
Registrant's Telephone No.
Not Applicable
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Former Name, Address, and Fiscal year, if changed since last report
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) had been subject to such filing
requirements for the past 90 days.
Yes ( X ) No ( )
---- -----
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at March 31, 1998
------------ ------------------------------
Common Stock 2,729,435 shares
<PAGE>
1st Bergen Bancorp and Subsidiaries
Consolidated Statements of Financial Condition
(Unaudited)
(Dollars in Thousands)
<TABLE>
<CAPTION>
March 31, December 31,
1998 1997
--------- ---------
<S> <C> <C>
Assets:
Cash and due from banks ....................................... $ 12,240 $ 3,199
Interest-bearing deposits in other banks ...................... 3 0
--------- ---------
Total cash and cash equivalents ................................. $ 12,243 $ 3,199
Investment securities held to maturity ........................ $ 43,513 $ 46,903
Investment securities available for sale ...................... 63,044 41,090
Mortgage-backed securities held to maturity ................... 47,209 52,458
Mortgage-backed Securities available for sale ................. 11,687 10,444
Loans receivable, net ......................................... 128,899 127,818
Premises and equipment ........................................ 3,053 3,019
Real estate owned ............................................. 118 118
FHLB stock .................................................... 2,617 1,627
Accrued interest and dividends receivable ..................... 2,100 2,094
Deferred income taxes ......................................... 1,283 1,187
Other assets .................................................. 316 388
--------- ---------
Total Assets ..................................................... $ 316,082 $ 290,345
========= =========
Liabilities and Stockholders' Equity
Liabilities:
Deposits ................................................... $ 223,953 $ 217,426
FHLB Borrowings ............................................ 52,334 31,334
Escrow ..................................................... 1,037 986
Accrued income taxes ....................................... 674 507
Other liabilities .......................................... 1,126 822
--------- ---------
Total Liabilities ................................................ $ 279,124 $ 251,075
========= =========
Stockholders' Equity:
Preferred Stock - authorized 2,000,000 shares;
issued and outstanding - none ................................. -- --
Common Stock - no par value; authorized 6,000,000 shares
issued 3,174,000 shares and outstanding 2,729,435
and 2,864,535 shares in 1998 and 1997 ......................... -- --
Additional paid-in-capital ..................................... 30,816 30,765
Retained earnings - substantially restricted ................... 17,994 17,614
Accumulated other comprehensive income -
Net unrealized loss on securities
available for sale, net of tax ............................... (819) (580)
Unallocated common stock held by the ESOP ...................... (2,338) (2,381)
Unamortized common stock held by the RRP (107,578 shares in 1998
and 112,864 shares in 1997) .................................. (1,479) (1,552)
Treasury stock at cost (444,565 shares
in 1998 and 309,465 shares in 1997) ........................... (7,216) (4,596)
--------- ---------
Total Stockholders' Equity ....................................... $ 36,958 $ 39,270
Total Liabilities and Stockholders' Equity ....................... $ 316,082 $ 290,345
========= =========
See accompanying notes to unaudited consolidated financial statements
</TABLE>
<PAGE>
1st Bergen Bancorp and Subsidiaries
Consolidated Statements of Income (Unaudited)
(Dollars in thousands)
Three Months Ended
March 31,
------------------
1998 1997
------- --------
INTEREST INCOME
Interest on loans ....................................... $ 2,571 $ 2,561
Interest on investment securities held to maturity ...... 791 581
Interest on investment securities available for sale .... 741 300
Interest on mortgage-backed securities held to maturity . 841 810
Interest on mortgage-backed securities available for sale 171 43
Interest on FHLB deposits ............................... 79 103
FHLB stock dividends .................................... 34 24
------- -------
Total interest income .................................... $ 5,228 $ 4,422
INTEREST EXPENSE
Deposits ................................................ $ 2,429 $ 2,213
FHLB Borrowings ......................................... 524 0
------- -------
Total interest expense ................................... $ 2,953 $ 2,213
NET INTEREST INCOME ...................................... 2,275 2,209
Provision for loan losses ................................ 75 175
------- -------
NET INTEREST INCOME AFTER PROVISION
FOR LOAN LOSSES .......................................... $ 2,200 $ 2,034
NON-INTEREST INCOME:
Loan fees and service charges ........................... $ 47 $ 44
Other income ............................................ 43 23
------- -------
Total other income ...................................... 90 67
NON-INTEREST EXPENSE:
Compensation and employee benefits ...................... $ 895 $ 712
Occupancy expense ....................................... 78 72
Equipment ............................................... 137 112
Advertising ............................................. 63 52
Federal deposit insurance premiums ...................... 35 35
Net (gain) loss from real estate owned .................. 3 (9)
Insurance and bond premiums ............................. 30 34
Other ................................................... 273 300
------- -------
Total non-interest expense .............................. $ 1,514 $ 1,308
Income before income taxes .............................. 776 793
Federal and state tax expense ........................... 257 289
------- -------
Net Income .............................................. $ 519 $ 504
======= =======
Earnings per share - Basic .............................. 0.22 0.18
Earnings per share - Diluted ............................ 0.21 0.18
See accompanying notes to unaudited consolidated financial statements
<PAGE>
1st Bergen Bancorp and Subsidiaries
Consolidated Statements of Cash Flows (Unaudited)
For the Three Months Ended March 31, 1998, and 1997
(In Thousands)
<TABLE>
<CAPTION>
March 31
--------------------
1998 1997
-------- --------
<S> <C> <C>
Cash Flows from operating activities:
Net Income ............................................................ $ 519 $ 504
Adjustments to reconcile net income to net cash provided
by operating activities
Provision for loan loss ........................................... 75 175
Net gain on sales of real estate owned ............................ -- (49)
Depreciation of premises and equipment ............................ 61 52
Amortization of RRP shares ........................................ 73 --
Allocation of ESOP shares ......................................... 84 --
Net accretion of premiums and amortization of discounts ........... (8) 12
Net (decrease) increase in deferred loan fees ..................... (28) 10
(Increase) decrease in interest and dividends receivable .......... (6) 184
Decrease (increase) in other assets ............................... 72 (38)
Increase in other liabilities ..................................... 304 52
Increase (decrease) in deferred income taxes ...................... (117) 50
Increase in income taxes payable .................................. 167 289
-------- --------
Net cash provided by operating activities ......................... $ 1,196 $ 1,241
Cash Flows from investing activities:
Net decrease in loans receivable .................................. $ 3,360 $ 1,656
Purchases of investment securities held to maturity ............... (12,000) --
Purchases of investment securities available for sale ............. (22,000) --
Proceeds from sales of real estate owned .......................... -- 436
Purchases of mortgage-backed securities available for sale ........ (2,024) --
Investment securities held to maturity called ..................... 15,000 --
Principle payments on investment securities held to maturity ...... 404 83
Principle payments on mortgage-backed securities held to maturity . 5,243 2,867
Purchase of loans ................................................. (4,488) --
Principle payments on mortgage-backed securities available for sale 619 2
Purchases of premises and equipment ............................... (95) (402)
Purchases of FHLB-NY stock ........................................ (990) (140)
Net cash used in investing activities ........................... $(16,971) $ 4,502
Cash Flows from financing activities:
Net increase in deposits .......................................... $ 6,527 $ 4,591
Purchase of treasury stock ........................................ (2,620) --
Net increase in advances by borrowers (taxes & insurance) ......... 51 39
Net increase in borrowings ........................................ 21,000 --
Dividends paid .................................................... (139) (95)
-------- --------
Net cash provided by financing activities ....................... 24,819 4,535
Net increase in cash and cash equivalents ......................... 9,044 10,278
Cash and cash equivalents at the beginning of the period .............. 3,199 7,731
-------- --------
Cash and cash equivalents at the end of the period .................... $ 12,243 $ 18,009
======== ========
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest ........................................................ 2,728 2,227
Income taxes .................................................... 150 --
Non-cash investing and financing activities:
Transfer of loans to real estate owned .......................... $ -- $ 76
</TABLE>
See accompanying notes to unaudited consolidated financial statements
<PAGE>
1ST BERGEN BANCORP AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Financial Statement Presentation
The Consolidated Financial Statements include the accounts of 1st Bergen
Bancorp, (the "Company") and its wholly owned subsidiary South Bergen Savings
Bank (the "Bank") and the Bank's wholly owned subsidiary South Bergen Financial
Services, Inc. All significant intercompany balances and transactions have been
eliminated in consolidation. The Bank provides a full range of banking services
to individuals and corporate customers through its branch system consisting of
offices in Bergen, Morris and Passaic Counties. The Bank is subject to
competition from other financial institutions and to the regulations of certain
regulatory agencies and undergoes periodic examinations by those regulatory
authorities.
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles ("GAAP") for interim
financial information and in conformity with the instructions to Form 10-Q and
Article 10 of Regulation S-X for the Company and its subsidiary.
In the opinion of management, all adjustments (consisting of only normal
recurring adjustments) necessary to present fairly the financial condition,
results of operations, and changes in cash flows have been made for the
three-month period ended March 31, 1998. The results of operations for the
three-month period ended March 31, 1998, are not necessarily indicative of
results that may be expected for the entire year ending December 31, 1998.
2. Organization of the Holding Company and conversion to stock form of ownership
On November 28, 1995, the Company was organized for the purpose of acquiring all
of the capital stock of the Bank to be issued in the Bank's conversion from the
mutual to stock form of ownership. On March 29, 1996, the Company completed an
initial public offering. The offering resulted in the sale of 3,174,000 shares
of common stock without par value of the Company ("Common Stock"), including the
sale of 253,920 shares to the Bank's tax qualified Employee Stock Ownership Plan
(the "ESOP").
In connection with the conversion from a mutual to a capital stock form, the
Company established the ESOP for the benefit of the employees of the Company and
the Bank. The ESOP purchased 253,920 shares, or 8% of the total stock sold in
the subscription, for $2,539,200 which was financed by a loan from the Company.
The ESOP was effective upon completion of the conversion. Full time employees of
the Company or the Bank who have been credited with at least 1000 hours of
service during a twelve month period and who have attained the age of 21 are
eligible to participate in the ESOP. The loan to the ESOP will be repaid
principally from the Bank's discretionary contributions to the ESOP over a
period of ten years, and the collateral for the loan will be the Common Stock
purchased by the ESOP that has not been committed to be released.
3. Net Income Per Share
The Company earned $0.22 cents per share and $0.21 cents per share on a basic
and diluted basis, respectively, for the quarter ended March 31, 1998. The
Company did not make any grants of stock under the Recognition and Retention
Plan ("RRP") and ESOP plans until the second quarter of 1997; and accordingly,
the earnings per share on a basic and diluted basis were $0.18 cents for the
quarter ended March 31, 1997.
<PAGE>
4. Non Performing Loans and the Allowance for Loan Losses
Non-performing loans were as follows:
(Dollars in Thousands)
March 31, December 31,
1998 1997
-------- -----------
Loans delinquent 90 days or more
and other non-performing loans .................... $ 2,228 $ 2,057
Loans delinquent 90 days or more and other
non-performing loans as a percentage of
gross loans ....................................... 1.68% 1.57%
An analysis of the allowance for loan losses for the three-month
periods ended March 31, 1998, and 1997 follows:
(Dollars in Thousands)
March 31, March 31,
1998 1997
--------- ---------
Balance at the beginning of the period .............. $3,061 $3,126
Provision charged to operations ..................... 75 75
Charge-offs, net .................................... 0 196
Balance at end of period ............................ $3,136 $3,005
====== ======
5. Recent Accounting Pronouncement
During the first quarter of 1998, the Company adopted the provisions of
Statement of Financial Accounting Standards No. 130, "Reporting Comprehensive
Income" (SFAS 130). SFAS 130 establishes standards for reporting and display of
comprehensive income and its components (revenues, expenses, gains and losses)
in a full set of general purpose financial statements. This Statement requires
that all items that are required to be recognized under accounting standards as
components of comprehensive income be reported in a financial statement that is
displayed with the same prominence as other financial statements. This Statement
requires that an enterprise (a) classify items of other comprehensive income by
their nature in a financial statement and (b) display the accumulated balance of
other comprehensive income separately from retained earnings and additional
paid-in capital in the equity section of a statement of financial position. In
accordance with the provisions of SFAS 130 for interim period reporting, the
Company's total comprehensive income for the three months ended March 31, 1998,
and 1997 was $280,000 and $346,000. The difference between the Company's net
income and total comprehensive income for these periods relates to the change in
the net unrealized (losses) on securities available for sale during the
applicable period of time.
<PAGE>
Management Discussion and Analysis of Financial Condition
and Results of Operations
Financial Condition
Overview
1st Bergen Bancorp, the holding company for South Bergen Savings Bank, earned
net income for the first quarter ended March 31, 1998, of $519,000, an increase
of $15,000, or 3.0%, over the $504,000 earned for the same period last year. The
$15,000 increase in earnings over the prior year is primarily attributable to a
$66,000 increase in net interest income coupled with decreases in the provision
for loan losses and tax expense of $100,000 and $32,000 respectively, partially
offset by an increase in non-interest expense of $206,000.
Assets and Liabilities
Total assets increased $25.7 million, or 8.9%, to $316.1 million at March 31,
1998, from $290.3 million at December 31, 1997. Part of this growth was
attributable to the Company's borrowing an additional $12.0 million from the
Federal Home Loan Bank of New York (FHLBNY) at a special advance offering rate
in February. These funds will be used to replace higher priced advances which
are due to mature and reprice at the end of April 1998.
Cash and cash equivalents increased $9.0 million, or 282.7%, to $12.2 million as
of March 31, 1998, from $3.2 million at December 31, 1997. This increase was due
primarily to mortgage-backed securities repayments of $5.9 million and an
increase in deposits of $6.5 million, or 3.0%, to $224.0 million at March 31,
1998, from $217.4 million at December 31, 1997. Funds from these repayments and
deposits were invested in short-term cash equivalents pending deployment. These
funds will be used to fund loan commitments and security purchases. Loans
receivable, net increased $1.1 million, or 0.8%, to $128.9 million at March 31,
1998, from $127.8 million at December 31, 1997. Mortgage-backed securities held
to maturity decreased $5.2 million, or 10.0%, to $47.2 million at March 31,
1998, from $52.5 million at December 31, 1997. The decrease in mortgage-backed
securities held to maturity was due to normal repayments. Mortgage-backed
securities available for sale increased $1.2 million, or 11.9%, to $11.7 million
at March 31, 1998, from $10.4 million at December 31, 1997. The increase was a
result of purchases of $2.0 million, offset by an increase in the unrealized
loss and normal repayments.
Investment securities held to maturity decreased $3.4 million, or 7.2%, to $43.5
million at March 31, 1998, from $46.9 million at December 31, 1997. This
decrease was due to the early maturity call of securities valued at $15.0
million offset by the $12.0 million FHLBNY term deposit and principal paydowns.
Investment securities available for sale increased $22.0 million, or 53.4%, to
$63.0 million at March 31, 1998, from $41.1 million at December 31, 1997. This
increase was funded in part by the early maturity of securities in the held to
maturity portfolio and additional FHLBNY borrowings as the Company increased its
leverage program.
Stockholders' Equity
Stockholders' equity decreased $2.3 million, or 5.9%, to $36.9 million at March
31, 1998, from $39.3 million at December 31, 1997. The decrease in stockholders'
equity was due primarily to the continued repurchase by the Company of common
stock in connection with its third 5% buyback program, and the payment of cash
dividends in the amount of $139,000. The market value of the shares repurchased
was $2.6 million, which was offset by first quarter income of $519,000.
Liquidity and Capital Resources
Liquidity is a measure of a bank's ability to fund loans and withdrawals of
deposits in a cost-effective manner. The Company's principal sources of funds
are deposits, scheduled amortization and prepayments of loan principal and
mortgage-backed securities, maturities of investment securities and funds
provided by operations. Liquidity is also available through borrowings from the
FHLBNY.
<PAGE>
While loan repayments and maturing investment securities are a relatively
predictable source of funds, deposit flows, prepayments and calls of investment
securities and prepayment of mortgage-backed securities are influenced by
interest rates, general economic conditions and competition in the marketplace.
At March 31, 1998, total liquid assets, consisting of cash, interest bearing
deposits in other banks, investment securities and mortgage-backed securities,
all with final maturities of five years or less, were $53.4 million, or 16.9% of
total assets. This amount includes $40.4 million scheduled to mature within one
year, which represented 12.8% of total assets and 18.0% of total deposits at
March 31, 1998.
At March 31, 1998, the Company had commitments to originate and purchase loans
totalling $1.6 million and $1.7 million, respectively, outstanding unused lines
of credit of $5.3 million. The Company is committed to maintaining a strong
liquidity position and anticipates that it will have sufficient funds to meet
its current funding commitments. The Company does not have any balloon or other
payments due on any long-term obligations or any off-balance sheet items other
than the loan commitments and unused lines of credit noted above.
The Office of Thrift Supervision (OTS), which regulates activities of the bank,
requires that the Bank meet minimum tangible, core and risk-based capital
requirements. As of March 31, 1998, and December 31, 1997, the Bank exceeded all
regulatory capital requirements. The Bank's required and actual capital levels
as of March 31, 1998, and December 31, 1997, are as follows:
<TABLE>
<CAPTION>
To Be Well Capitalized
For capital Under Prompt
Actual Adequacy Purpose Corrective Action
-------------------- ------------------- ---------------------
Amount Ratio Amount Ratio Amount Ratio
------ ------ ------ ----- ------ -----
<S> <C> <C> <C> <C> <C> <C>
As of March 31, 1998:
- ---------------------
Tangible capital $31,488 10.1% $4,717 1.5% $4,717 1.5%
Core capital $31,488 10.1% $9,434 3.0% $15,723 5.0%
Tier 1 risk-based capital $31,488 10.1% $5,162 4.0% $7,742 6.0%
Risk-based capital $33,111 25.7% $10,323 8.0% $12,904 10.0%
As of December 31, 1997:
- -----------------------
Tangible capital $30,860 10.6% $4,371 1.5% $4,371 1.5%
Core capital $30,860 10.6% $8,742 3.0% $14,571 5.0%
Tier 1 risk-based capital $30,860 24.9% $4,949 4.0% $7,423 6.0%
Risk-based capital $32,417 26.2% $9,897 8.0% $12,371 10.0%
</TABLE>
<PAGE>
Comparison of Operating Results for the three months ended March 31, 1998,
and 1997
Net Income
For the three months ended March 31, 1998, net income increased $15,000 to
$519,000 from $504,000 for the same period last year. The increase in earnings
is primarily attributable to a $66,000 increase in net interest income, coupled
with decreases in the provision for loan losses and tax expense of $100,000 and
$32,000 respectively, partially offset by an increase in non-interest expense of
$206,000
Interest Income
Interest on loans for the three months ended March 31, 1998, was $2.6 million,
relatively unchanged from the $2.6 million earned in the same period last year,
while the average balance of loans outstanding increased $6.1 million, or 5.0%,
to $129.2 million at March 31, 1998, from $123.1 million at March 31, 1997. The
average yield decreased to 7.96% at March 31, 1998, from 8.32%, for the same
period last year, reflecting current market rates of interest.
Interest on mortgage-backed securities held to maturity increased $31,000, or
3.8%, to $841,000 for the three months ended March 31, 1998, from $810,000 for
the same period in 1997. The increase was due to an increase in the average
yield from 6.41% to 6.69% while the average balance remained relatively
unchanged at $50.2 million.
Interest on investment securities held to maturity increased $210,000, or 36.1%,
to $791,000 for the three months ended March 31, 1998, from $581,000 for the
same period in 1997. The increase was primarily due to an increase in the
average balance of securities held to maturity during the period to $45.3
million for the three months ended March 31, 1998, from $33.1 million for the
same period in 1997. This was partially offset with a decrease in the average
yield to 6.99% for the three months ended March 31, 1998, from 7.02% for the
same period in 1997.
Interest income on mortgage-backed securities available for sale increased
$128,000, or 297.7%, to $171,000 for the three months ended March 31, 1998,
compared to $43,000 for the same period in 1997. The increase was primarily due
to an increase in the average balance of mortgage-backed securities outstanding
during the period to $10.4 million for the three months ended March 31, 1998,
from $2.8 million for the same period in the prior year. This was coupled with
an increase in the average yield to 6.58% for the three months ended March 31,
1998, from 6.22% for the same period in 1997.
Interest income on investment securities available for sale increased $441,000,
or 147.0%, to $741,000 for the three months ended March 31, 1998, compared to
$300,000 for the same period in 1997. The increase was due to an increase in the
average balance outstanding to $46.4 million for the three months ended March
31, 1998, from $19.6 million for the same period last year coupled with an
increase in the yield to 6.49% from 6.12%.
Interest Expense
Interest expense increased $740,000, or 33.4%, to $3.0 million for the three
month period ended March 31, 1998, compared to $2.2 million for the same period
last year. The increase was primarily due to the cost of borrowed funds in
connection with the Company's leverage program. The average balance of borrowed
funds was $35.8 million for the three months ended March 31, 1998, with an
average cost of 5.85%. The Company had no borrowed funds outstanding for the
same period last year. The average balance of savings deposits was $220.0
million with a cost of 4.42% for the three months ended March 31, 1998, compared
to average deposits of $205.4 million and a cost of 4.31% for the same period
last year. The increase in the average deposits of $14.6 million to $220.0
million at March 31, 1998, from $205.3 million at March 31, 1997, was due
primarily to new deposit growth at the Company's Wanaque and Montville, New
Jersey, offices which were opened within the last 18 months.
Provision for Loan Losses
The provision for loan losses was $75,000 for the three months ended March 31,
1998, compared to $175,000 for the same period last year. The decrease in the
provision reflects a leveling off of the non-performing loans, more modest loan
growth in the current quarter and the amount of the existing reserve balance.
Non-performing loans, defined as non-accrual loans and accruing loans delinquent
90 days or more were $2.2 million, or 1.67% of gross loans at
<PAGE>
March 31, 1998, an increase of $100,000, or 4.87%, from $2.1 million at December
31, 1997. Real estate owned remained unchanged at 118,000 at March 31, 1998, and
December 31, 1997. Management is continuing its efforts to sell these properties
and reinvest the proceeds in interest-bearing assets. At March 31, 1998, and
December 31, 1997, the allowance for loan losses was $3.1 million. The Company's
ratio of non-performing assets to total assets was .74% at March 31, 1998 and
.75% at December 31, 1997. The Company's ratio of nonperforming loans to total
assets was .70% at March 31, 1998, and .71% at December 31, 1997.
Non-Interest Income and Non-Interest Expense
Non-interest income increased $23,000, or 34.3%, to $90,000 for the three months
ended March 31,1998, compared to $67,000 for the same period last year. The
increase was primarily due to an increase in NOW account service charges and an
increase in safe deposit box rental fees. Non-interest expense increased
$206,000, or 15.7%, to $1.5 million for the three months ended March 31, 1998,
from $1.3 million for the same period last year. The increase was primarily due
to an increase in compensation and employee benefit expense of $183,000. The
increase in compensation and employee benefit expense is due to the addition of
staff at the Company's two new retail offices in Passaic and Morris counties,
New Jersey, and the amortization of stock based benefit plans. All other expense
categories were relatively unchanged in 1998 as compared to 1997, except for an
increase of $25,000 in equipment expense due to the new branch openings.
Income Tax Expense
Income tax expense decreased $32,000, or 11.1%, to $257,000 for the three months
ended March 31, 1998, from $289,000 for the same period in 1997.
Quantitative and Qualitative Disclosures about Market Risk
During the first quarter of 1998, there were no significant changes in the
Company's assessment of market risk as reported in Item 7A of the Company's Form
10-K.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
There are various claims and lawsuits in which the Registrant is
periodically involved incidental to the Registrant's business. In the
opinion of management, no material loss is expected from any of such
pending claims and lawsuits.
Item 2. Changes in Securities.
Not applicable
Item 3. Defaults Upon Senior Securities.
Not applicable
Item 4. Submission of Matters to a Vote of Security Holders
On April 28, 1998, the Company held its Annual Meeting. At the meeting,
Richard R. Masch and Bernard Leung were elected as directors, each for
a three-year term.
Item 5. Other Information.
None
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
(27) Financial Data Schedule
(b) Reports of Form 8-K
The Registrant filed a current report on February 19, 1998, announcing
the Registrant's earnings for the quarter ending December 31, 1997.
The Registrant filed a current report on February 24, 1998, announcing
the payment of a cash dividend.
<PAGE>
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.
1ST BERGEN BANCORP
/s/ WILLIAM M. BRICKMAN
-----------------------------
By: William M. Brickman
President and Chief Executive
Officer
/s/ ALBERT E. GOSSWEILER
-----------------------------
By: Albert E. Gossweiler
Executive Vice President and
Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
Appendix C to Item 601(c) of Regulation S-K
(ARTICLE 9 OF REGULATION S-X BANK HOLDING
COMPANIES AND SAVINGS & LOAN HOLDING COMPANIES)
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
REGISTRANTS INTERIM FINANCIAL STATEMENTS AT AND FOR THE PERIOD ENDED
MARCH 31, 1998 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 12,240
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0
0
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</TABLE>
