UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 25049
FORM 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1996
-----------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______________ to ________________
Commission File Number 0-27620
-------
Green Street Financial Corp
------------------------------------------------------
(Exact name of registrant as specified in its charter)
North Carolina 56-1951478
------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
241 Green Street
Fayetteville, North Carolina 28301-5051
--------------------------------------------------
(Address of principal executive office) (Zip code)
(910)-483-3681
-------------------------------
(Registrant's telephone number)
N/A
----------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check 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) has been subject to such filing
requirements for the past 90 days. Yes X No
----- -----
As of February 1, 1997 there were issued and outstanding 4,298,125 shares of the
Registrant's common stock, no par value.
<PAGE>
Green Street Financial Corp and Subsidiary
CONTENTS
PART I - FINANCIAL INFORMATION Pages
Item 1. Financial Statements
Consolidated statements of financial condition at September 30,
1996 and December 31, 1996 1-2
Consolidated statements of income for the three months ended
December 31, 1995 and December 31, 1996 3
Consolidated statements of cash flows for the three months
ended December 31, 1995 and December 31, 1996 6-7
Notes to consolidated financial statements 7-9
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 9-11
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 12
Item 2. Changes in Securities 12
Item 3. Defaults upon Senior Securities 12
Item 4. Submission of Matters to a Vote of Security Holders 12
Item 5. Other Information 12
Item 6. Exhibits and Reports on Form 8-K 12
Signatures 13
<PAGE>
GREEN STREET FINANCIAL CORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
September 30, 1996 and December 31, 1996
September 30, December 31,
ASSETS 1996 1996
- --------------------------------------------------------------------------------
(Unaudited)
Cash and short-term cash investments:
Interest-earning $333,107,849 $ 45,838,379
Noninterest-earning 249,345 237,412
Federal funds sold 2,124,712 1,235,138
Investment securities:
Held to maturity , at amortized cost 14,999,179 3,000,000
Nonmarketable equity securities 1,170,889 1,170,889
Loans receivable, net 123,147,779 123,532,310
Accrued interest receivable, investments 255,566 144,035
Real estate acquired in settlement of loans 34,425 -
Property and equipment, net 330,260 322,338
Prepaid expenses and other assets 675,084 698,000
Deferred tax assets 122,000 -
---------------------------------
Total Assets $176,217,088 $ 176,178,501
=================================
See Notes to Consolidated Financial Statements
1
<PAGE>
<TABLE>
<CAPTION>
September 30, December 31,
LIABILITIES AND STOCKHOLDERS' EQUITY 1996 1996
- -------------------------------------------------------------------------------------------------------------
(Unaudited)
<S> <C> <C>
Deposits $ 111,385,386 $ 111,887,796
Advance payments by borrowers for taxes and insurance 179,444 455,717
Accrued expenses and other liabilities 174,607 227,058
Special SAIF assessment 792,868 -
Dividends payable 1,074,531 429,812
Deferred compensation 405,233 401,631
Deferred income taxes - 199,000
Income taxes payable 25,000 63,400
----------------------------------
Total liabilities 114,037,069 113,664,414
----------------------------------
Stockholders' equity:
Preferred stock, no par value, authorized 1,000,000 shares;
none issued - -
Common stock, no par value, authorized 10,000,000 shares;
issued 4,298,125 shares - -
Additional paid-in capital 41,767,226 41,802,066
Note receivable, ESOP (2,470,000) (2,405,000)
Retained earnings, substantially restricted 22,882,793 23,117,021
----------------------------------
Total stockholders' equity 62,180,019 62,514,087
----------------------------------
Total liabilities and stockholders' equity $ 176,217,088 $ 176,178,501
==================================
</TABLE>
2
<PAGE>
GREEN STREET FINANCIAL CORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
Three Months Ended December 31, 1995 and 1996
<TABLE>
<CAPTION>
1995 1996
- ------------------------------------------------------------------------------------------------------------
Interest and dividend income:
<S> <C> <C>
Loans $ 2,469,624 $ 2,528,716
Short-term cash investments 413,021 505,940
Investment securities 77,654 221,022
----------------------------------
Total interest income 2,960,299 3,255,678
Interest on deposits 1,734,447 1,368,773
----------------------------------
Net interest income 1,225,852 1,886,905
Provision for loan losses - -
----------------------------------
Net interest income after provision for loan losses 1,225,852 1,886,905
----------------------------------
Noninterest income:
Service charges and fees 716 4,421
Other 24,160 22,735
----------------------------------
24,876 27,156
----------------------------------
Noninterest expense:
Compensation and employee benefits 354,630 572,745
Deposit insurance 82,142 81,080
Occupancy expenses 39,380 42,155
Advertising 35,414 22,780
Data processing expense 23,297 21,531
Other 79,529 129,914
----------------------------------
614,392 870,205
----------------------------------
Income before income taxes 636,336 1,043,856
----------------------------------
Income taxes:
Current 188,353 82,865
Deferred 20,000 321,000
----------------------------------
208,353 403,865
----------------------------------
Net income $ 427,983 $ 639,991
===================================
Primary earnings per share $ n/a $ 0.16
===================================
</TABLE>
See Notes to Consolidated Financial Statements.
3
<PAGE>
GREEN STREET FINANCIAL CORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Three months ended December 31, 1995 and 1996
<TABLE>
<CAPTION>
1995 1996
- ------------------------------------------------------------------------------------------------------------
Cash Flows From Operating Activities
<S> <C> <C>
Net income $ 427,983 $ 639,991
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 10,327 9,679
Net gain on disposal of real estate acquired
in settlement of loans - (12,354)
Increase in deferred income taxes 20,000 321,000
Increase (decrease) in deferred compensation 124 (3,602)
ESOP compensation charged to paid-in capital - 34,840
Changes in assets and liabilities:
(Increase) decrease in:
Prepaid expenses and other assets (66,386) (60,617)
Refundable income taxes 12,000
Accrued interest receivable (58,370) 111,531
Increase (decrease) in:
Accrued expenses and other liabilities (108,403) 52,451
Accrued SAIF assessment (792,868)
Income taxes payable 195,800 38,400
--------------------------------
Net cash provided by operating activities 433,075 338,451
--------------------------------
Cash Flows From Investing Activities
Net increase in loans receivable (1,050,070) (384,531)
Proceeds from sale of real estate acquired in settlement of loans - 46,779
Proceeds from maturities of held to maturity investment securities - 12,000,000
Purchase of property and equipment - (2,578)
--------------------------------
Net cash provided by (used in) investing activities (1,050,070) 11,659,670
--------------------------------
</TABLE>
4
<PAGE>
GREEN STREET FINANCIAL CORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
Three months ended December 31, 1995 and 1996
<TABLE>
<CAPTION>
1995 1996
- ------------------------------------------------------------------------------------------------------------
Cash Flows From Financing Activities
<S> <C> <C>
Net increase in deposits $ 145,036 $ 502,410
Principal payment for ESOP debt - 65,000
Cash dividends paid - (1,012,781)
Increase (decrease) in advance payments by borrowers
for taxes and insurance (383,499) 276,273
--------------------------------
Net cash used in financing activities (238,463) (169,098)
--------------------------------
Net increase (decrease) in cash and cash equivalents (855,458) 11,829,023
Cash and cash equivalents:
Beginning 28,648,050 35,481,906
--------------------------------
Ending $27,792,592 $47,310,929
================================
Cash and cash equivalents:
Cash and short-term investments:
Interest-bearing $ 25,591,448 $45,838,379
Noninterest-bearing 675,144 237,412
Federal funds sold 1,526,000 1,235,138
--------------------------------
$ 27,792,592 $47,310,929
================================
Supplemental Disclosures of Cash Flow Information
Cash payments for:
Interest $ 1,738,089 $ 1,364,072
================================
Income taxes $ - $ 19,643
================================
Dividends declared and accrued $ - $ 405,763
================================
</TABLE>
See Notes to Consolidated Financial Statements.
5
<PAGE>
GREEN STREET FINANCIAL CORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
- --------------------------------------------------------------------------------
Note 1. Nature of Business
Green Street Financial Corp (the "Corporation") was incorporated under the laws
of the State of North Carolina for the purpose of becoming the savings and loan
holding company of Home Federal Savings and Loan Association (the "Association"
or "Home Federal") in connection with the Association's conversion from a
federally chartered mutual savings and loan association to a federally chartered
stock savings and loan association, pursuant to its Plan of Conversion. The
Corporation was organized in December 1995 to acquire all of the common stock of
Home Federal upon its conversion to stock form. A subscription offering of the
Corporation's shares closed on April 3, 1996, at which time the Corporation
acquired all of the shares of the Association and commenced operations.
The Corporation has no operations and conducts no business of its own other than
owning Home Federal, investing its portion of the net proceeds received in the
Conversion, and lending funds to the Employee Stock Ownership Plan (the "ESOP")
which was formed in connection with the Conversion. The principal business of
the Association is accepting deposits from the general public and using those
deposits and other sources of funds to make loans secured by real estate and
other forms of collateral located in the Association's primary market area of
Cumberland and Robeson counties in North Carolina.
Home Federal's results of operations depend primarily on its net interest
income, which is the difference between interest income from interest-earning
assets and interest expense on interest-bearing liabilities. The Association's
operations are also affected by noninterest income, such as miscellaneous income
from loans, customer deposit account service charges, and other sources of
revenue. The Association's principal operating expenses, aside from interest
expense, consist of compensation and associated benefits, federal deposit
insurance premiums, occupancy costs, advertising, and other general and
administrative expenses.
Note 2. Basis of Presentation
The accompanying unaudited consolidated financial statements (except for the
statement of financial condition at September 30, 1996, which is audited) have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q of
Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments (none of
which were other than normal recurring accruals) necessary for a fair
presentation of the financial position and results of operations for the periods
presented have been included. The financial statements of the Corporation are
presented on a consolidated basis with those of Home Federal, although the
Corporation did not own any shares of the Association and had no assets,
liabilities, equity or operations at any date prior to April 3, 1996. Therefore,
although certain financial statements presented in this Form 10-Q include
periods prior to April 3, 1996, such statements for all periods prior to April
3, 1996 include only the accounts and operations of Home Federal. The results of
operations for the three month period ended December 31, 1996 are not
necessarily indicative of the results of operations that may be expected for the
year ended September 30, 1997.
6
<PAGE>
GREEN STREET FINANCIAL CORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
- --------------------------------------------------------------------------------
Note 2. Basis of Presentation (Continued)
The accounting policies followed are as set forth in Note 1 of the Notes to
Consolidated Financial Statements in the 1996 annual report of the Corporation.
Note 3. Earnings Per Share
The Corporation's earnings per share for the three month period ended December
31, 1996 is based on 4,057,625 shares assumed to be outstanding for the period.
Earnings per share has been calculated in accordance with Statement of Position
93-6 "Employers' Accounting for Employee Stock Ownership Plans." Earnings per
share for the three month period ended December 31, 1995 has not been presented
in the consolidated statements of income because the Association had not
converted to stock form and the Corporation had not completed its stock offering
at any time during that period. Stock options granted on October 17, 1996 did
not have a dilutive effect on earnings per share for the quarter ended December
31, 1996. In addition, although a restricted stock plan was adopted on October
17, 1996, and stock awards have been granted on such date, no shares have been
issued or acquired pursuant to the plan as of December 31, 1996.
Note 4. Dividends Declared
On December 23, 1996, the Board of Directors of the Corporation declared a
dividend of $ .10 a share for stockholders of record as of January 10, 1997 and
payable on January 22, 1997. The dividends declared were accrued and reported as
other liabilities in the December 31, 1996 consolidated statement of financial
condition.
Note 5. Adoption of Stock Option Plan and Restricted Stock Plan
At a special meeting of stockholders held on October 17, 1996, the stockholders
voted to approve the Corporation's proposed stock option plan and the
Association's restricted stock plan. The stock option plan authorizes and the
Corporation has granted as of such date 429,812 stock options to officers and
directors either in the form of incentive stock options or non-incentive stock
options. The exercise price of the stock options is equal to the fair market
value of the Corporation's common stock at the date of grant. The restricted
stock plan authorizes and the Associaton has granted 171,925 shares of common
stock to officers, directors and key employees. At the present time, the
Association intends to provide funds to the restricted stock plan trust fund in
order for the trust to acquire common stock in open market purchases. At
December 31, 1996, none of the shares awarded pursuant to the restricted stock
plan had been acquired. The stock options and the restricted common stock vest
at the rate of 20% annually, beginning one year from October 17, 1996.
7
<PAGE>
GREEN STREET FINANCIAL CORP AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
- --------------------------------------------------------------------------------
Comparison of Financial Condition at December 31, 1996 and September 30, 1996:
Total assets decreased by $38,587 during the first quarter to $176.2 million at
December 31, 1996. The only significant change in the component of the
Corporation's assets during the quarter was that approximately $12.0 million in
investment securities matured or were called and the proceeds were held in
short-term interest earning assets at December 31, 1996. Investments and other
short term interest earning assets amounted to $51.2 million at December 31,
1996. Net loans receivable increased by $385,000 during the quarter and amounted
to $123.5 million at December 31, 1996. Approximately 99% of the Corporation's
assets were interest earning at December 31, 1996, and approximately 71% of such
interest earning assets were held in the form of loans receivable.
Savings deposits increased by $502,000 during the quarter and amounted to $111.9
million at December 31, 1996. During the three months ended December 31, 1996,
the Association paid the special Savings Association Insurance Fund ("SAIF")
assessment of $792,868 which had been accrued and expensed at September 30,
1996. The assessment was imposed by the Federal Deposit Insurance Corporation on
SAIF insurable deposits to recapitalize the SAIF. The Association had no
borrowings outstanding during or at the end of the three month period ended
December 31, 1996, but has guaranteed the repayment of the ESOP's note payable
to the Corporation which was originated on April 3, 1996 in order for the ESOP
to purchase 260,000 shares of common stock in the Corporation. The Corporation's
note receivable from the ESOP, which amounted to $2.4 million at December 31,
1996 net of a $65,000 principal repayment during the quarter, is reported as a
reduction of stockholders' equity. Retained earnings increased by $234,000 to
$23.1 million at December 31, 1996, which is attributable to the Corporation's
consolidated earnings during the three months ended December 31, 1996, less
dividends accrued for the quarter.
AtDecember 31, 1996, the Corporation's stockholders' equity amounted to $62.5
million, which as a percentage of total assets was 35.5%. As a Federally
chartered savings and loan association, the Association is required to meet
three separate capital standards established by the Office of Thrift
Supervision. The Association's stand-alone equity was $44.6 million at December
31, 1996 and was substantially in excess of all such capital requirements.
The Association's level of nonperforming loans, defined as loans past due 90
days or more, as a percentage of loans outstanding, was .15% and .25% at
December 31, 1996 and September 30, 1996, respectively. The Association's level
of nonperforming loans was also .25% at December 31, 1995. During the quarter
ended December 31, 1996, the Association's level of nonperforming loans remained
consistently low in relation to prior periods and total loans outstanding, and
the Association did not incur any loan losses. Based on management's analysis of
the adequacy of its allowances at December 31, 1996, no additional provision for
loan losses was made during the quarter.
8
<PAGE>
GREEN STREET FINANCIAL CORP AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
- --------------------------------------------------------------------------------
Comparison of Operating Results for the Three Months Ended December 31, 1996 and
1995:
General. Net income for the three month period ended December 31, 1996 was
$640,000, a 49.5% increase over the $428,000 earned during the same period in
1995. As discussed below, the increase in net income was primarily attributable
to an increase in net interest income for the three month period ended December
31, 1996 as compared to the same period in 1995 due to the investment of the
Corporation's stock proceeds.
Interest income. Interest income increased by $295,000 from $3.0 million for the
three months ended December 31, 1995 to $3.3 million for the three months ended
December 31, 1996. The increase was attributable to higher level of
interest-earning assets outstanding during the first quarter of this year in
comparison to the same quarter a yearearlier. Due primarily to an infusion of
cash received in the stock offering, interest-earning assets amounted to $174.8
million at December 31, 1996 as compared to $149.5 million at December 31, 1995.
Interest Expense. Interest expense decreased by $366,000 from $1.7 million for
the three months ended December 31, 1995 to $1.4 million for the three months
ended December 31, 1996. At the time of the Conversion, approximately $9.5
million in existing deposits were withdrawn by customers for the purchase of
stock in the Company, causing a corresponding reduction in interest-bearing
liabilities. In total, the average balance of interest bearing liabilities was
approximately $15.9 million lower during quarter ending December 31, 1996
compared to the same period in 1995. In addition, the Association's average cost
of funds, which approximated 4.90% for the quarter ended December 31, 1996, was
approximately 54 basis points lower in the quarter ended December 31, 1996 than
the same quarter a year earlier.
Net interest income. Net interest income increased by $661,000 from $1.2 million
for the three months ended December 31, 1995 to $1.9 million for the three
months ended December 31, 1996. This increase resulted from the combination of
an increase in the volume of interest-earning assets and a decrease in the
volume of interest-bearing liabilities between the quarters and a lower cost of
funds in the December 1996 quarter as compared to the same quarter in 1995.
Provision for loan losses. Based on management's analysis of the adequacy of its
allowances at December 31, 1996 and 1995, no provisions for loan losses were
made during the quarters. Provisions, which are charged to operations, and the
resulting loan loss allowances are amounts the Association's management believes
will be adequate to absorb losses on existing loans that may become
uncollectible. Loans are charged off against the allowance when management
believes that collectibility is unlikely. The evaluation to increase or decrease
the provision and resulting allowances is based both on prior loan loss
experience and other factors, such as changes in the nature and volume of the
loan portfolio, overall portfolio quality, and current economic conditions. The
Association's level of nonperforming loans has remained consistently low in
relation to prior periods and total loans outstanding, and the Association did
not charge off any loans during either of the three month periods ended December
31, 1996 and 1995. At December 31, 1996, the Association's level of general
valuation allowances for loan losses amounted to $235,000, which management
believes is adequate to absorb potential losses in its loan portfolio.
9
<PAGE>
GREEN STREET FINANCIAL CORP AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
- --------------------------------------------------------------------------------
Noninterest income. Noninterest income has historically been immaterial in
relation to the Association's overall operations. Noninterest income amounted to
$25,000 and $27,000 for the quarters ended December 31, 1995 and 1996,
respectively.
Noninterest expense. Noninterest expense increased by $256,000 to $870,000 for
the three month period ended December 31, 1996 from $614,000 for the comparable
quarter in 1995. The increase in noninterest expense is principally due to an
increase in benefits expense associated with the establishment of an ESOP at
Conversion; and the adoption of the restricted stock program, which was
established in the current quarter. The ESOP and restricted stock program
expense amounted to $100,000 and $131,000, respectively, for the three months
ended December 31, 1996. The plans were not in place during the quarter ended
December 31, 1995. On an after tax basis, the expense for both plans during the
current quarter amounted to $156,000. Approximately $35,000 of the ESOP expense
was attributable to an adjustment required under generally accepted accounting
principles to report allocated ESOP shares during the quarter at the current
market value of the Corporation's common stock. This portion of the ESOP expense
does not represent funds actually committed to fund the ESOP's purchase of the
Corporation's stock and is reported as an addition to paid in capital. Other
noninterest expense increased by $50,000 during the current quarter as compared
to the same quarter a year earlier due primarily to certain taxes and other
expenses associated with operating as a public company.
As a part of the Conversion, the Corporation established an ESOP that acquired
260,000 shares of the stock offered in the Conversion with funds provided in the
form of a loan from the Corporation. The loan is expected to be repaid over a
ten year period with funds provided by the Association sufficient to amortize
the debt. The expense associated with the ESOP is reported in accordance with
SOP 93-6 "Employers' Accounting for Employee Stock Ownership Plans." During the
current quarter, the Corporation's stockholders approved and the Association
adopted a restricted stock program which awarded 171,925 shares of common stock
to certain officers, employees and directors. The restricted stock program
shares are being expensed over the five year vesting period based upon the fair
value of the common stock at date of grant.
Capital Resources and Liquidity:
Theterm "liquidity" generally refers to an organization's ability to generate
adequate amounts of funds to meet its needs for cash. More specifically for
financial institutions, liquidity ensures that adequate funds are available to
meet deposit withdrawals, fund loan and capital expenditure commitments,
maintain reserve requirements, pay operating expenses, and provide funds for
debt service, dividends to stockholders, and other institutional commitments.
Funds are primarily provided through financial resources from operating
activities, expansion of the deposit base, borrowings, through the sale or
maturity of investments, the ability to raise equity capital, or maintenance of
shorter term interest-earning deposits.
10
<PAGE>
GREEN STREET FINANCIAL CORP AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
- --------------------------------------------------------------------------------
Capital Resources and Liquidity (Continued):
During the three month period ended December 31, 1996, cash and cash
equivalents, a significant source of liquidity, increased by approximately $11.8
million. The increase is primarily a result of the maturity or call of $12.0
million in investment securities during the quarter. Internal operating
activities provided an additional $338,000 in liquidity. Financing activities
utilized $169,000 of liquidity, with increases in savings of other sources of
financing being offset by approximately $1.0 million in cash dividends paid to
stockholders during the quarter.
Asa federally chartered savings association, Home Federal must maintain a daily
average balance of liquid assets equal to at least 5% of withdrawable deposits
and short-term borrowings. The Association's liquidity ratio at December 31,
1996, as computed under OTS regulations, was considerably in excess of such
requirements. Given its excess liquidity and its ability to borrow from the
Federal Home Loan Bank, the Association believes that it will have sufficient
funds available to meet anticipated future loan commitments, unexpected deposit
withdrawals, and other cash requirements.
11
<PAGE>
Part II. OTHER INFORMATION
Item 1. Legal Proceedings The Company is not engaged in any legal
proceedings at the present time. From time to time, the
Association is a party to legal proceedings within the normal
course of business wherein it enforces its security interest in
loans made by it, and other matters of a similar nature.
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 October
17, 1996, a special meeting of stockholders was held to consider
and vote upon the Corporation's stock option plan and the
Association's restricted stock plan. Both plans were approved by
the stockholders as shown below:
Vote concerning Corporation's stock option plan:
For Against Abstain Total
-------------------------------------------------------------
3,132,853 300,039 67,117 3,500,009
Vote concerning Association's restricted stock plan:
For Against Abstain Total
-------------------------------------------------------------
3,114,158 333,974 51,877 3,500,009
Item 5. Other Information
Not applicable
Item 6. Exhibits and Reports on Form 8-K
(a) Not applicable
(b) Not applicable
12
<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.
Green Street Financial Corp
Dated February 1, 1997 By: s/s H. D. Reaves, Jr.
---------------------- ---------------------
H. D. Reaves, Jr.
President and CEO
Dated February 1, 1997 By: s/s John C. Pate
---------------------- ----------------
John C. Pate
Senior Vice President and CFO
13
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1997
<PERIOD-END> DEC-31-1997
<CASH> 237,412
<INT-BEARING-DEPOSITS> 45,838,379
<FED-FUNDS-SOLD> 1,235,138
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 3,000,000
<INVESTMENTS-MARKET> 3,029,532
<LOANS> 123,767,073
<ALLOWANCE> 234,763
<TOTAL-ASSETS> 176,178,501
<DEPOSITS> 111,887,796
<SHORT-TERM> 0
<LIABILITIES-OTHER> 1,776,618
<LONG-TERM> 0
0
0
<COMMON> 41,802,066
<OTHER-SE> 20,712,021
<TOTAL-LIABILITIES-AND-EQUITY> 176,178,501
<INTEREST-LOAN> 2,528,716
<INTEREST-INVEST> 221,022
<INTEREST-OTHER> 505,940
<INTEREST-TOTAL> 3,255,678
<INTEREST-DEPOSIT> 1,368,773
<INTEREST-EXPENSE> 1,368,773
<INTEREST-INCOME-NET> 1,886,905
<LOAN-LOSSES> 0
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 870,205
<INCOME-PRETAX> 1,043,856
<INCOME-PRE-EXTRAORDINARY> 1,043,856
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 639,991
<EPS-PRIMARY> 0.16
<EPS-DILUTED> 0
<YIELD-ACTUAL> 7.46
<LOANS-NON> 181,284
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 234,763
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 234,763
<ALLOWANCE-DOMESTIC> 234,763
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
