<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number 0-27514
TOMPKINS COUNTY TRUSTCO, INC.
(Exact name of registrant as specified in its charter)
NEW YORK 161482357-8
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
THE COMMONS, P.O. BOX 460, ITHACA, NY 14851
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (607) 273-3210
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 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 [ ].
Indicate the number of shares of the Registrant's Common Stock outstanding as of
the latest practicable date:
Class Outstanding as of August 12, 1996
---------------------------- ---------------------------------
Common Stock, $.10 par value 3,559,185 shares
<PAGE>
TOMPKINS COUNTY TRUSTCO, INC.
FORM 10-Q
INDEX
PART I -FINANCIAL INFORMATION
PAGE
----
ITEM 1 -FINANCIAL STATEMENTS
CONDENSED CONSOLIDATED STATEMENTS OF CONDITION
JUNE 30, 1996 AND DECEMBER 31, 1995 3-4
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
FOR THE SIX MONTHS ENDED JUNE 30, 1996 AND 1995 5
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30 1996 AND 1995 6
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 1996 AND 1995 7
NOTES TO FINANCIAL STATEMENTS 8-9
ITEM 2 -MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS 10-12
AVERAGE CONSOLIDATED BALANCE SHEET AND NET INTEREST ANALYSIS 13
PART II - OTHER INFORMATION
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS 14
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K 14
SIGNATURES 15
EXHIBIT INDEX 16
2
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
- ----------------------------
CONDENSED CONSOLIDATED STATEMENTS OF CONDITION
(In thousands, except share data)
AS OF AS OF
6/30/96 12/31/95
-------- ---------
ASSETS
Cash and due from banks $ 35,182 $ 20,757
Federal Funds sold 1,700 -0-
Available-for-sale securities, at fair value 156,307 145,067
Held-to-maturity securities, fair value of $37,819
in 1996 and $40,219 in 1995 36,958 38,908
Federal Home Loan Bank stock, at cost 2,014 1,560
Loans, net of unearned income 331,717 321,290
Less reserve for loan/lease losses 4,754 4,704
- -------------------------------------------------------------------------------
NET LOANS 326,963 316,586
Bank premises and equipment, net 6,921 7,173
Other assets 7,750 6,941
- -------------------------------------------------------------------------------
TOTAL ASSETS $573,795 $ 536,992
3
<PAGE>
CONDENSED CONSOLIDATED STATEMENTS OF CONDITION
CONTINUED
(In thousands, except share data)
AS OF AS OF
6/30/96 12/31/95
------- --------
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Interest bearing:
Checking $ 52,881 $ 54,912
Savings and money market 135,314 135,957
Time 131,421 106,349
Non-interest bearing 74,255 73,413
- -------------------------------------------------------------------------------
TOTAL DEPOSITS 393,871 370,631
Securities sold under agreements to repurchase 99,296 92,902
Other borrowings 20,000 12,000
Other liabilities 5,296 6,367
- -------------------------------------------------------------------------------
TOTAL LIABILITIES 518,463 481,900
COMMITMENTS AND CONTINGENCIES
Shareholders' equity:
Common stock - par value $.10 per share in 1996
and $1.66 in 1995
Authorized 7,500,000 shares; issued and outstanding 358 5,969
3,580,765 shares in 1996 and 3,580,463 in 1995
Surplus 39,196 33,580
Undivided profits 18,182 15,560
Net unrealized (loss) gain on available-for-sale
securities,
net of taxes (852) 909
Treasury Stock - 22,000 shares in 1996 (627) 0
Deferred I.S.O.P. benefit expense (925) (926)
- -------------------------------------------------------------------------------
TOTAL SHAREHOLDERS' EQUITY 55,332 55,092
- -------------------------------------------------------------------------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $573,795 $536,992
===============================================================================
4
<PAGE>
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except share data)
THREE MONTHS ENDED YEAR TO DATE
6/30/96 6/30/95 6/30/96 6/30/95
------- ------- ------- -------
INTEREST INCOME
Loans $ 7,423 $ 7 094 $ 14,782 $ 13,869
Deposits with other banks 0 0 0 0
Federal Funds Sold 99 86 261 184
Available-for-sale securities 491 558 998 1,121
Held-to-maturity securities 2,557 2,122 4,832 4,251
- -------------------------------------------------------------------------------
TOTAL INTEREST INCOME 10,570 9,860 20,873 19,425
- -------------------------------------------------------------------------------
INTEREST EXPENSE
Time certificates of deposit of
$100,000 or more 448 159 737 297
Other deposits 2,385 2,457 4,934 4,814
Securities sold under agreements to
repurchase 1,245 1,399 2,454 2,671
Borrowed funds 224 169 391 338
- -------------------------------------------------------------------------------
TOTAL INTEREST EXPENSE 4,302 4,184 8,516 8,120
- -------------------------------------------------------------------------------
NET INTEREST INCOME 6,268 5,676 12,357 11,305
Less: Provision for loan/lease losses 251 134 455 218
- -------------------------------------------------------------------------------
NET INTEREST INCOME AFTER PROVISION 6,017 5,542 11,902 11,087
- -------------------------------------------------------------------------------
OTHER INCOME
Trust and investment services income 690 606 1,307 1,112
Services charges deposit accounts 428 429 854 848
Credit card merchant income 404 345 867 760
Other service charges 281 283 575 533
Other operating income 159 142 310 276
Net securities gains 0 0 0 0
- -------------------------------------------------------------------------------
TOTAL OTHER INCOME 1,962 1,805 3,913 3,529
- -------------------------------------------------------------------------------
OTHER EXPENSES
Salaries and wages 1,867 1,763 3,729 3,475
Pension and other employee benefits 473 426 983 908
Net occupancy expense of bank premises 341 318 695 610
Furniture and fixture expense 288 269 569 528
F.D.I.C assessments 0 195 1 390
Credit card operating expense 396 323 795 667
Other operating expenses 1,067 936 2,112 1,847
- -------------------------------------------------------------------------------
TOTAL OTHER EXPENSES 4,432 4,230 8,884 8,425
- -------------------------------------------------------------------------------
INCOME BEFORE INCOME TAXES 3,547 3,117 6,931 6,191
Income Taxes 1,233 1,040 2,417 2,054
- -------------------------------------------------------------------------------
NET INCOME $ 2,314 $ 2,077 $ 4,514 $ 4,137
===============================================================================
NET INCOME PER COMMON SHARE $0.65 $0.59 $1.27 $1.17
===============================================================================
5
<PAGE>
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands, except share data)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
6/30/96 6/30/95
------- -------
<S> <C> <C>
OPERATING ACTIVITIES
Net Income $ 4,514 $ 4,137
Adjustments to reconcile net income to net cash
provided by operating activities:
Provision for loan/lease losses 455 218
Provision for depreciation and amortization 517 472
Net accretion on securities (72) (194)
Provision for deferred income taxes 3 36
Gains on sales of bank premises and equipment (3) (9)
(Increase) decrease in other assets (412) 173
(Decrease) increase in other liabilities (266) 578
- ----------------------------------------------------------------------------------------------------------------------------
NET CASH PROVIDED BY OPERATING ACTIVITIES 4,736 5,411
- ----------------------------------------------------------------------------------------------------------------------------
INVESTING ACTIVITIES
Proceeds from maturities of available-for-sale
securities 31,930 8,162
Proceeds from maturities of held-to-maturity
securities 5,021 16,959
Purchases of available-for-sale securities (45,869) (1,977)
Purchases of held-to-maturity securities (3,338) (11,825)
Purchases of FHLB stock (454) (58)
Proceeds from sales of loans 678 1,300
Net increase in loans (11,439) (18,885)
Proceeds from sales of bank premises and
equipment 13 13
Purchases of bank premises and equipment (275) (415)
- ----------------------------------------------------------------------------------------------------------------------------
NET CASH USED IN INVESTING ACTIVITIES (23,733) (6,726)
- ----------------------------------------------------------------------------------------------------------------------------
FINANCING ACTIVITIES
Net (decrease) increase in demand deposits,
money market accounts and savings accounts (1,832) 5,541
Net increase in time deposits 25,072 9,944
Net increase (decrease) in securities sold
under
repurchase agreements 6,394 (12,951)
Net increase in other borrowings 8,000 0
Cash dividends (1,892) (1,692)
Decrease in deferred I.S.O.P benefit expense 1 1
Issuance of common stock 0 9
Purchase of common stock for treasury (621) 0
- ----------------------------------------------------------------------------------------------------------------------------
NET CASH PROVIDED BY FINANCING ACTIVITIES 35,122 852
- ----------------------------------------------------------------------------------------------------------------------------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 16,125 (463)
Cash and cash equivalents at beginning of period 20,757 28,105
- ----------------------------------------------------------------------------------------------------------------------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 36,882 $ 27,642
============================================================================================================================
</TABLE>
6
<PAGE>
STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
(In thousands, except share data)
<TABLE>
<CAPTION>
NET
UNREALIZED
GAIN/(LOSS) DEFERRED
ON
AVAILABLE- I.S.O.P
COMMON TREASURY UNDIVIDED FOR-SALE BENEFIT
STOCK STOCK SURPLUS PROFITS SECURITIES EXPENSE TOTAL
- -------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
BALANCES AT
JANUARY 1, 1996 $ 5,969 $ 0 $33,580 $15,560 $ 909 $ (926) $55,092
- -------------------------------------------------------------------------------------------------------------
Net income 4,514 4,514
Common stock
issued
Cash dividends
($.53 per share) (1,892) (1,892)
Effect of change in par
value
from $1.66 to $.10 (5,611) 5,616 5
Change in net unrealized
gain/(loss), net of taxes
of ($1,275) (1,761) (1,761)
Common stock purchased
for treasury (627) (627)
Shares released for
allocation 1 1
- -------------------------------------------------------------------------------------------------------------
BALANCES AT
JUNE 30, 1996 $ 358 $ (627) $39,196 $18,182 $ (852) $ (925) $55,332
- -------------------------------------------------------------------------------------------------------------
- -------------------------------------------------------------------------------------------------------------
BALANCES AT
JANUARY 1, 1995 $ 5,426 $24,699 $19,788 $ (829) $(1,267) $47,817
- -------------------------------------------------------------------------------------------------------------
Net income 4,137 4,137
Common stock
issued 8 8
Cash dividends
($.47 per share) (1,692) (1,692)
Change in net unrealized
gain/(loss), net of taxes
of $1,094 1,511 1,511
Shares released for
allocation 1 1
- -------------------------------------------------------------------------------------------------------------
BALANCES AT
JUNE 30, 1995 $ 5,426 $24,707 $22,233 $ 682 $(1,266) $51,782
- -------------------------------------------------------------------------------------------------------------
</TABLE>
7
<PAGE>
NOTES TO FINANCIAL STATEMENTS
NOTE 1.
BUSINESS: On April 26, 1995, the shareholders approved a proposal to revise the
corporate structure by establishing a one bank holding company. On January 1,
1996, Tompkins County Trust Company ("the Trust Company") became the wholly
owned subsidiary of Tompkins County Trustco, Inc. ("Trustco") and all of the
issued and outstanding shares of common stock of the Trust Company were
automatically converted into shares of common stock of Trustco. The Trust
Company entered into an agreement to purchase the Odessa Community Banking
Office from the First National Bank of Rochester on July 10, 1996, subject to
pending regulatory approval. Trustco expects the acquisition to be consummated
during the fourth quarter of 1996. The Trust Company provides loan, deposit, and
trust services to it's customers primarily in Tompkins County, New York. It's
only business segment is domestic commercial banking. The Trust Company traces
its charter back to 1836.
BASIS OF PRESENTATION: The financial statements have been prepared in
accordance with generally accepted accounting principles. In preparing the
financial statements, management is required to make estimates and assumptions
that effect the reported amounts of assets and liabilities as of the date of the
statements of condition and statements of income and expenses for the period.
Actual amounts could differ from estimates.
The accompanying condensed consolidated financial statements and related notes
should be read in conjunction with the consolidated financial statements and
related notes thereto included in Trustco's Form 10-K for the year ended
December 31, 1995.
The condensed consolidated financial statements included herein reflect all
adjustments of a normal recurring nature which are, in the opinion of
management, necessary for a fair presentation of Trustco's financial position at
June 30, 1996 and December 31, 1995, and the results of operations for the three
months ended June 30, 1996 and 1995.
Certain reclassifications have been made to prior period amounts for consistency
in reporting.
IMPAIRED LOANS: Trustco's recorded investment in loans considered impaired in
accordance with Statement of Financial Accounting Standards No. 114, "Accounting
by Creditors for Impairment of a Loan" ("SFAS 114"), was $1,277,000 at June 30,
1996. Of that amount, $242,000 has been established as an allowance for loan
loss under SFAS 114, and management has assigned a collateral value of
$1,421,400 to the remaining balance of impaired loans. On March 31, 1996,
impaired loans, with similar well collateralized characteristics, totaled
$994,000 with an established allowance of $157,000.
8
<PAGE>
NOTE 1. (CONTINUED)
OTHER ACCOUNTING ISSUES: On January 1, 1996, Trustco adopted Statement of
Financial Accounting Standards ("SFAS 122"), "Accounting for Mortgage Servicing
Rights" on a prospective basis. SFAS 122 requires Trustco to recognize as
separate assets rights to service mortgage loans for others, however, those
servicing rights are acquired. It also requires Trustco to assess its
capitalized mortgage servicing rights for impairment based on the fair value of
those rights. The adoption of SFAS 122 did not have a material impact on
Trustco's financial condition or results of operations.
On January 1, 1996, Trustco adopted Statement of Financial Accounting Standard
No. 123, "Accounting for Stock-Based Compensation" which encourages, but does
not require, companies to use a fair value based method of determining
compensation cost for grants of stock options under stock based employee
compensation plans. As permitted by SFAS No. 123, Trustco elected to continue
to account for stock based compensation in accordance with Accounting Principles
Board Opinion No. 25 ("APB 25"). Under APB 25, no compensation cost is recorded
as options are granted by Trustco at a purchase price not less than the fair
market value of the common stock on the date of the grant. Companies electing
to continue accounting under the provisions of APB 25 are required to present
pro forma disclosures of net income and net income per share for each period in
which a complete set of financial statements are presented.
9
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
- ------- ---------------------------------------------------------------
RESULTS OF OPERATIONS
---------------------
The purpose of this discussion is to provide the reader with information
designed to understand the financial statements included herewith and to provide
information as to material events or changes which effected the financial
condition or results of operation since the last reporting period which was
March 31, 1996. This discussion will not repeat numerical data contained in the
financial statements nor will it recite the amounts of change from period to
period since these changes are readily computable from the financial statements.
References below to "bank" or variations thereof are to Tompkins County Trustco,
Inc. ("Trustco") and it's wholly owned operating subsidiary Tompkins County
Trust Company ("TCTC").
Liquidity.
There are no known demands, commitments, events or uncertainties that will
result in, or that are reasonably likely to result in, the bank's liquidity
increasing or decreasing in any material way. As planned, mortgage loan activity
increased in the second quarter of the calendar year as the home mortgage season
for the bank began. This was the period in which municipal deposits,
particularly local school district deposits, were drawn down. Neither of these
events resulted in any material demands on liquidity that could not be met
through the normal course of business operations. During the fourth quarter it
is expected that the bank will close on the purchase of the Odessa Community
Banking Office of the First National Bank of Rochester and will receive
approximately $8.5 million of new core deposits.
For the six month period ended June 30, 1996 the bank's total assets grew
to $573.8 million. Loans and leases showed continued growth and on the balance
sheet loans totaled $331.7 million. The bank's overall liquidity was sufficient
to meet the demands of borrowers and depositors. The bank increased total
Federal Home Loan Bank long term borrowings from $11 million on March 31, 1996
to $16 million on June 30, 1996 for purposes of utilizing capital to leverage
the balance sheet and purchase securities for the investment portfolio. The
three month period ended with average overnight federal funds sold of $9.7
million.
Capital Resources.
The bank continues to add approximately 60% of it's after tax net income to
retained earnings to be employed in the normal course of it's banking business.
During the second quarter of 1996 the remaining approximately 40% of net income
was paid out in the form of dividends to shareholders of Trustco. Additionally,
TCTC has a substantial credit facility with the Federal Home Loan Bank that it
can employ should the bank need to raise funds for legitimate banking purposes.
Other than normal commitments for loans, there were no material or unusual
commitments for bank funds on June 30, 1996.
On June 30, 1996 the bank's leverage ratio was 10.05%, down slightly from
10.10% on March 31, 1996. The tier one risk based capital ratio of 16.67% on
June 30, 1996 improved over the 16.63% ratio on March 31, 1996. There are no
material trends, favorable or unfavorable, in the bank's capital resources.
10
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
- ------- ---------------------------------------------------------------
RESULTS OF OPERATIONS (CONTINUED)
---------------------------------
Results of Operations:
There were no unusual or infrequent events or transactions, nor any
significant economic changes that materially effected the amount of reported
income from continuing operations during the quarter ended June 30, 1996.
However, as a result of the nationwide decrease in the cost of the Federal
Deposit Insurance Corporation ("FDIC") insurance premiums for commercial banks,
TCTC's cost for FDIC insurance for the twelve month period ended December 31,
1996 is expected to be lower than the previous year by approximately $400,000.
The bank is considered a well capitalized bank and pays the lowest premium
available as a result.
There are no known trends or uncertainties that have had or are reasonably
expected to have a material effect on revenues or income from continuing
operations. There are no known events that are likely to cause material changes
in the relationship between costs and revenues in the upcoming period. However,
as with all financial institutions, both the bank's interest income and interest
expense are effected by changes in national and local interest rate and/or
inflation.
The bank maintains an Asset/Liability Management Committee ("the
Committee") which periodically reviews asset and liability repricing issues,
TCTC's liquidity position, and the impact of changes in interest rates on the
bank's net interest income. From time to time, the Committee employs outside
specialists to supplement it's internal review and information systems.
The attached Average Consolidated Balance Sheet and Net Interest Analysis
is provided to show the components of the bank's net interest margin. The net
interest margin improved from 4.94% to 4.98% for the twelve month period ended
June 30, 1996. The increased volume of interest bearing assets and non-interest
bearing deposits offsets the decrease in the yield on interest earning assets
and resulted in increased net interest income.
To date, TCTC has not specifically employed financial futures, interest
rate swaps, or off balance sheet derivative products. The Committee believes
that managing it's asset and liability sensitivity through loans, leases,
investments, retail deposits and wholesale deposits has allowed it to maintain
an acceptable liability sensitive position for the near future.
It is not expected that changes in inflation will have a material effect on
other goods or services or labor costs.
For the six months ended June 30, 1996 the bank charged $454,817 to
operations as a provision for loan and lease losses compared to $217,508 for the
same six month period of 1995. Bank management reviews the adequacy of its
allowance for loan and lease losses in a detailed
11
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
- ------- -------------------------------------------------- -------------
RESULTS OF OPERATIONS (CONTINUED)
---------------------------------
and ongoing manner and believes it's current reserve for loan and lease losses
of $4.8 million is satisfactory. Although the change in the provision is
material, bank management believes that the
1995 provision was unusually low and does not believe the 1996 provision is
indicative of any adverse trends.
TCTC continues to expand it's Trust and Investment Services Department. At
December 31, 1995, TCTC had assets under management or in custody with a market
value of $404.8 million, an increase of almost $62 million over the preceding
twelve months. The market value of these assets again improved to $464.1
million on June 30, 1996. Currently, Trust and Investment Service's customers
live throughout the continental United States in over forty states, with the
largest concentration in Tompkins County. Trust and Investment management
services provide substantial fee income to the bank and are considered important
to future revenue growth. Management plans to continue to market these services
broadly.
Continuing operations, effected by the aforementioned factors, resulted in
net income after tax of $4.5 million, an increase of 9.1% over the same quarter
one year ago.
12
<PAGE>
TOMPKINS COUNTY TRUST COMPANY
AVERAGE CONSOLIDATED BALANCE SHEET AND NET INTEREST ANALYSIS
(IN THOUSANDS)
<TABLE>
<CAPTION>
June 30 1996 1995
---------------------------------------------------------------------------
Average Average Average Average
Balance (YTD) Interest Yield/Rate Balance (YTD) Interest Yield/Rate
- -------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Interest-earning assets
Securities
U.S. Treasury $ 40,818 $ 1,417 6.94% $ 46,998 $ 1,665 7.09%
U.S. Government agencies and 104,229 3,309 6.35% 78,181 2,420 6.19%
corporations
State and municipal * 38,001 1,512 7.96% 43,401 1,699 7.83%
Other debt 3,076 107 6.95% 4,754 165 6.95%
------------------- -------------------
Total securities 186,124 6,344 6.82% 173,334 5,949 6.86%
Federal Funds Sold 9,712 261 5.37% 6,586 184 5.59%
Loans, net of unearned income
Commercial and industrial * 121,647 5,656 9.35% 114,440 5,339 9.41%
Residential real estate 104,111 4,066 7.85% 90,605 3,463 7.71%
Home equity 20,197 1,033 9.93% 21,073 1,036 9.91%
Consumer 64,020 3,418 10.74% 68,511 3,491 10.27%
Direct lease financing 12,053 483 8.05% 10,659 439 8.30%
Other 2,670 168 12.66% 2,144 148 13.91%
------------------- -------------------
Total loans, net of unearned 325,417 14,823 9.16% 307,431 13,914 9.13%
income
------------------- -------------------
Total interest-earning assets 521,253 21,428 8.27% 487,351 20,047 8.30%
Noninterest-earning assets
Allowance for credit losses (4,747) (4,680)
Cash and due from banks 20,392 19,448
Other assets 14,548 13,307
-------------- ---------------
TOTAL ASSETS $551,446 $515,425
============== ===============
------------------------------------------------------------------------------
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits
Interest-bearing deposits
Interest bearing checking $ 55,608 $ 516 1.87% $ 52,744 $ 478 1.83%
Savings and money market 129,272 1,999 3.11% 138,563 2,263 3.29%
Time 122,596 3,157 5.18% 94,982 2,370 5.03%
------------------------- -------------------------
Total deposits 307,476 5,671 3.71% 286,289 5,111 3.60%
Federal funds purchased 173 5 5.59% 683 21 6.28%
Repurchase agreements 95,222 2,454 5.18% 96,006 2,671 5.61%
Other borrowings 13,640 386 5.69% 12,002 317 5.32%
------------------------- -------------------------
Total interest-bearing liabilities 416,510 8,516 4.11% 394,981 8,120 4.15%
Non-interest bearing deposits 72,619 65,984
Accrued expenses and other liabilities 7,099 5,202
-------------- --------------
TOTAL LIABILITIES 496,228 466,167
SHAREHOLDERS' EQUITY 55,218 49,258
-------------- --------------
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY $551,446 $515,425
============== ===============
Interest rate spread 4.16% 4.15%
Impact of noninterest-bearing
liabilities 0.82% 0.79%
Net interest income/margin on ----------------------- -----------------------
earning assets $12,913 4.98% $11,928 4.94%
======================= =======================
- -------------------------------------------------------------------------------------------------------------------
</TABLE>
*Interest income includes the effects of taxable-equivalent adjustments using a
federal income tax rate of 34% to increase tax exempt interest income to a
taxable-equivalent basis.
13
<PAGE>
PART II - OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS
- ------- -----------------------------------------------------
The Annual Meeting of Stockholders of Trustco was held on April 24,
1996 (the "Annual Meeting"). Proxies for the Annual Meeting were solicited
pursuant to Regulation 14 under the Securities Exchange Act of 1934, as
amended.
At the Annual Meeting, in addition to the election of directors,
Trustco's 1996 Stock Retainer Plan for Non-Employee Directors (the "Plan")
was approved and 15,000 shares of Common Stock were reserved for issuance
thereunder. The voting with respect to the Plan was as follows: 2,586,200 in
favor, 92,955 opposed, 96,764 abstained and 804,544 did not vote.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- ------- --------------------------------
(a) Exhibits
Exhibit 27 - Financial Data Schedule.
(b) No Reports on Form 8-K were filed during the quarter ended June 30, 1996.
14
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
Date: August 13, 1996
TOMPKINS COUNTY TRUSTCO, INC.
By: /s/ James J. Byrnes
-------------------------------
JAMES J. BYRNES
Chairman of the Board,
President and Chief Executive Officer
By: /s/ Richard D. Farr
-------------------------------
RICHARD D. FARR
Senior Vice President and
Chief Financial Officer
15
<PAGE>
EXHIBIT INDEX
-------------
EXHIBIT NUMBER DESCRIPTION PAGE
- -------------- ----------- ----
EXHIBIT 27
FINANCIAL DATA SCHEDULE 17
16
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 35,182
<INT-BEARING-DEPOSITS> 319,616
<FED-FUNDS-SOLD> 1,700
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 156,307
<INVESTMENTS-CARRYING> 36,958
<INVESTMENTS-MARKET> 37,819
<LOANS> 331,717
<ALLOWANCE> 4,754
<TOTAL-ASSETS> 573,795
<DEPOSITS> 393,871
<SHORT-TERM> 108,296
<LIABILITIES-OTHER> 5,296
<LONG-TERM> 11,000
0
0
<COMMON> 597
<OTHER-SE> 53,988
<TOTAL-LIABILITIES-AND-EQUITY> 573,795
<INTEREST-LOAN> 14,782
<INTEREST-INVEST> 6,091
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 20,873
<INTEREST-DEPOSIT> 5,671
<INTEREST-EXPENSE> 8,516
<INTEREST-INCOME-NET> 12,357
<LOAN-LOSSES> 455
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 8,884
<INCOME-PRETAX> 6,932
<INCOME-PRE-EXTRAORDINARY> 6,932
<EXTRAORDINARY> 0
<CHANGES> 0
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</TABLE>
