CITIZENS FIRST FINANCIAL CORP
10QSB, 1996-08-14
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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<PAGE> 1


                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549

                                  FORM 10-QSB

               QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934



For the Quarterly Period Ended June 30, 1996    Commission File Number 1-14274
                               -------------                           -------


                        CITIZENS FIRST FINANCIAL CORP.
        ---------------------------------------------------------------
       (Exact name of small business issuer as specified in its charter)


     Delaware                                                37-1351861
- - --------------------------                   -----------------------------------
(State or other Jurisdiction of             (I.R.S. Employer Identification No.)
 Incorporation or Organization)


                     301 Broadway, Normal, Illinois 61761
                    --------------------------------------
                   (Address of principal executive offices)


                                (309) 452-1102
                            ----------------------
               (Issuer's telephone number, including area code)


      Check  whether the issuer:  (1) filed all reports  required to be filed by
Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 during the past 12
months (or for such shorter period that the registrant was required to file such
reports),  and (2) has been subject to such filing  requirements for the past 90
days.

                        (1)   YES     X         NO
                                  --------         ---------
                        (2)   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.

      At July 31, 1995,  the  Registrant  had  2,817,500  shares of Common Stock
outstanding.


      Transitional Small Business Disclosure Format

      YES               NO     X
          --------         --------


<PAGE> 2



                               TABLE OF CONTENTS


PART I - FINANCIAL INFORMATION                                          PAGE
- - ------------------------------                                          ----

      Item 1 - Financial Statements
               
               Consolidated Balance Sheets as of June 30, 1996 and 
               December 31, 1995....................................       1

               Consolidated Income Statements for the Six Months 
               Ended June 30, 1996 and 1995.........................       2

               Consolidated Income Statements for the Three Months 
               Ended June 30, 1996 and 1995.........................       3

               Consolidated Statements of Cash Flows for the Six 
               Months Ended June 30, 1996 and 1995..................       4

               Consolidated Statement of Changes in Stockholders' 
               Equity...............................................       5

      Item 2 - Management's Discussion and Analysis of Financial

               Condition and Results of Operations..................       8


PART II - OTHER INFORMATION

      Item 1 - Legal Proceedings....................................      14

      Item 2 - Changes in Securities................................      14

      Item 3 - Defaults Upon Senior Securities......................      14

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

      Item 5 - Other Information....................................      14

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


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




<PAGE> 3

<TABLE>
<CAPTION>


                        PART I - FINANCIAL INFORMATION

                 CITIZENS FIRST FINANCIAL CORP. AND SUBSIDIARY
                          CONSOLIDATED BALANCE SHEETS
                   AS OF JUNE 30, 1996 AND DECEMBER 31, 1995


                                                JUNE 30,           DECEMBER 31,
                                                  1996                 1995
                                            ----------------      --------------
                                                (UNAUDITED AND IN THOUSANDS)
<S>                                              <C>                  <C>   
ASSETS
 Cash and due from banks...................        $3,730               $3,197
 Interest-bearing deposits.................         8,515                3,405
                                                 --------             --------
     Total cash and cash equivalents.......        12,245                6,602
 Investment securities:
   Available for sale......................        21,094               18,887
   Held to maturity........................         2,500                5,992
                                                 --------             --------
     Total investment securities...........        23,594               24,879
 Loans.....................................       202,858              188,773
   Allowance for loan losses...............         (495)                (412)
                                                 --------             --------
     Net loans.............................       202,363              188,361
 Foreclosed real estate....................           109                   --
 Premises and equipment....................         4,955                4,914
 Federal Home Loan Bank of Chicago               
   stock...................................         1,662                1,674
 Other assets..............................         2,954                2,208
                                                 --------             --------
     Total assets..........................      $247,882             $228,638
                                                 ========             ========
LIABILITIES AND EQUITY CAPITAL
Liabilities:
 Deposits..................................      $204,507             $209,864
 Advances by borrowers for taxes and 
   insurance...............................           712                  710
 Other liabilities.........................         1,994                2,545
                                                 --------             --------
     Total liabilities.....................       207,213              213,119
Equity Capital:
 Preferred stock, $.01 par value; 1,000,000 
   shares authorized and unissued..........            --                   --

 Common stock,  $.01 par value; 8,000,000 
   shares authorized, 2,815,500 shares
   issued, less 225,400 of unearned ESOP 
   shares..................................            28                   --
 Paid-in capital...........................        26,984                   --
 Retained earnings.........................        16,369               15,685
   Unrealized loss on securities available 
     for sale, net of taxes................          (458)                (167)
 Unearned Employee Stock Option Plan
    shares.................................        (2,254)                  --
                                                 --------             --------
     Total equity capital..................        40,669               15,518
                                                 --------             --------
     Total liabilities and equity capital..      $247,882             $228,637
                                                 ========             ========

See notes to consolidated financial statements.
</TABLE>




                                           1

<PAGE> 4

<TABLE>
<CAPTION>


                 CITIZENS FIRST FINANCIAL CORP. AND SUBSIDIARY
                        CONSOLIDATED INCOME STATEMENTS


                                                 FOR THE SIX MONTHS ENDED
                                            ---------------------------------
                                              JUNE 30,            JUNE 30,
                                                1996                1995
                                            -------------      --------------
                                               (UNAUDITED AND IN THOUSANDS)
<S>                                             <C>                 <C>   
Interest income:
 Interest on loans.........................     $7,845              $6,962
 Interest on investments...................        988               1,248
                                                ------              ------
   Total interest income...................      8,833               8,210
                                                ------              ------
Interest expense:
 Interest on savings deposits..............      5,150               4,802
 Interest on borrowings....................         29                  78
                                                ------              ------
   Total interest expense..................      5,179               4,880
                                                 -----              ------
Net interest income........................      3,654               3,330
 Provision for loan losses.................         75                  49
                                                ------              ------
   Net interest income after provision 
     for loan..............................      3,579               3,281
                                                ------              ------
Other income:
 Net loan sale gains.......................        137                  70
 Loan fees.................................        354                 238
 NOW fees..................................        219                 183
 Branch fees...............................         41                  42
 Late charges..............................         31                  31
 Other operating income....................         44                  14
                                                ------              ------
   Total other income......................        826                 578
 Other expense:
 Salaries and benefits.....................      1,852               1,840
 Loan related expenses.....................        141                  62
 Occupancy.................................        384                 333
 Deposit insurance/OTS assessment..........        271                 273
 Data processing & ATM expense.............        191                 241
 Advertising...............................         79                  69
 Other operating expense...................        369                 353
                                                ------              ------
                                                 3,287               3,171
                                                ------              ------

 Pre-tax income............................      1,118                 688
 Taxes.....................................        434                 267
                                                 -----               -----
 Net income................................     $  684              $  421
                                                ======              ======



See notes to consolidated financial statements.

</TABLE>

                                       2

<PAGE> 5

<TABLE>
<CAPTION>


                 CITIZENS FIRST FINANCIAL CORP. AND SUBSIDIARY
                        CONSOLIDATED INCOME STATEMENTS

                                               FOR THE THREE MONTHS ENDED
                                            ---------------------------------
                                              JUNE 30,            JUNE 30,
                                                1996                1995
                                            -------------      --------------
                                               (UNAUDITED AND IN THOUSANDS)
<S>                                             <C>                 <C>   
Interest income:
 Interest on loans.........................     $4,007              $3,563
 Interest on investments...................        530                 620
                                                ------              ------
   Total interest income...................      4,537               4,183
                                                 -----               -----
Interest expense:
 Interest on savings deposits..............      2,535               2,497
 Interest on borrowings....................         29                  31
                                                ------              ------
   Total interest expense..................      2,564               2,528
                                                 -----               -----
Net interest income........................      1,973               1,655
 Provision for loan losses.................         37                  35
                                                ------              ------
 Net interest income.......................      1,936               1,620
                                                 -----               -----
Other income:
 Net loan sale gains.......................         31                  11
 Loan fees.................................        186                 130
 NOW fees..................................        119                  90
 Branch fees...............................         21                  22
 Late charges..............................         15                  16
 Other operating income....................          6                   7
                                                ------              ------
                                                   378                 276
                                                   ---                 ---
Other expense:
 Salaries and benefits.....................        983               1,088
 Loan related expenses.....................         81                  36
 Occupancy.................................        196                 172
 Deposit insurance/OTS assessment..........        136                 137
 Data processing & ATM expense.............         93                 124
 Advertising...............................         38                  40
 Other operating expense...................        204                 185
                                                ------              ------
                                                 1,731               1,782
                                                ------              ------
Pre-tax income.............................        583                 114
Taxes......................................        226                  50
                                                 -----               -----
 Net income................................     $  357              $   64
                                                ======              ======



See notes to financial consolidated statements.

</TABLE>

                                        3

<PAGE> 6

<TABLE>
<CAPTION>


                 CITIZENS FIRST FINANCIAL CORP. AND SUBSIDIARY
                     CONSOLIDATED STATEMENT OF CASH FLOWS
                    SIX MONTHS ENDED JUNE 30, 1996 AND 1995


                                                   Six Months Ended June 30,
                                                   -------------------------
                                                      1996            1995
                                                    --------        --------
                                                   (Unaudited and in thousands)
<S>                                                <C>               <C>    
Operating Activities
  Net income....................................   $   684           $  421
  Adjustments to reconcile net income to net 
    cash provided by operating activities:
  Provision for loan losses.....................        75               49
  Investment securities (gains) losses..........        33                3
  Investment securities amortization 
    (accretion), net............................        43               19
  Net gain on sales of real estate owned........         -              (21)
  Net (gain) loss on sales of loans.............      (137)             (70)
  Net gain on sales of property and equipment...       (23)               -
  Depreciation..................................       201              164
  Loans originated for sale.....................    (9,401)          (1,972)
  Proceeds from sale of loans...................     9,538            2,042
  Change in:
    Other liabilities...........................      (551)             372
    Prepaid expenses and other assets...........      (746)            (492)
                                                    -------          -------
    Net cash (used) provided by operating 
      activities................................      (284)             515

Investing Activities:
  Purchase of securities available for sale.....    (6,204)               -
  Proceeds from maturities and principal 
    paydowns on securities available for sale...     1,420            6,249
  Proceeds from sales of securities available 
    for sale....................................     2,031            3,020
  Purchase of securities held-to-maturity.......        --           (2,487)
  Proceeds from maturities and principal 
    paydowns on securities held-to-maturity.....     3,485            2,805
  Redemption (purchase) of FHLB stock...........        12           (1,000)
  Other net changes in loans....................   (14,000)          (6,067)
  Proceeds from sales of foreclosed property....         -               60
  Purchase of premises and equipment............      (270)            (664)
  Proceeds from sales of office properties......        51                -
                                                   -------           ------
    Net cash (used) provided by investing 
      activities................................   (13,475)           1,916

Financing Activities:
  Net change in deposits........................    (5,357)            (290)
    Repayment of FHLB advances..................         -           (3,000)
    Issuance of common stock, net of
      stock issuance expenses of $1,163,000.....    27,011                -
    Purchase of ESOP stock......................    (2,254)               -
  Net change in advances by borrowers for taxes 
     and insurance..............................         2              147
                                                     -----            -----
    Net cash (used) provided by financing 
     activities.................................    19,402           (3,143)

Net change in cash and cash equivalents.........     5,643             (712)
Cash and cash equivalents, beginning of period..     6,602            4,964
                                                   -------           ------
Cash and cash equivalents, end of period........   $12,245           $4,252
                                                   =======           ======
Additional cashflows and supplementary 
  information:
  Interest paid.................................   $ 5,093           $3,131
  Income tax paid...............................   $   345           $  280

See notes to consolidated financial statements.

</TABLE>

                                      4

<PAGE> 7

<TABLE>
<CAPTION>


                       CITIZENS FIRST FINANCIAL CORP. AND SUBSIDIARY
                        STATEMENT OF CHANGES IN STOCKHOLDERS EQUITY


                                  Common Stock
                              --------------------
                                                                               Deferred           Net Unrealized Gain
                                                     Capital    Retained   Compensation Related   (Loss) on Securities
                               Shares     Amount     Surplus    Earnings       to ESOP            Available for Sale      Total
                              ---------  ---------  ----------  ---------  ----------------       -------------------   ---------
                                                       (Unaudited and in thousands)

<S>                              <C>          <C>     <C>        <C>             <C>                  <C>                <C>
BALANCE, DECEMBER 31, 1995         N/A        N/A         N/A    $15,685             N/A              $(167)             $15,518

  Common stock issued in 
   stock conversion........      2,818        $28     $26,984                                                             27,012
  Purchase of stock by ESOP                                                      $(2,254)                                 (2,254)
  Net income for the six 
   months ended June 30, 
   1996....................                                         684                                                      684
  Net change in unrealized 
   gain (loss) on securities 
   available for sale net 
   of taxes of $186........                                                                            (291)                (291)
                                 -----        ---     -------    -------         -------              -----              -------
BALANCE, JUNE 30, 1996           2,818        $28     $26,984    $16,369         $(2,254)             $(458)             $40,669
                                 =====        ===     =======    =======         =======              =====              =======

See notes to consolidated financial statements.

</TABLE>

                                                        5

<PAGE> 8



                        CITIZENS FIRST FINANCIAL CORP.

                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1.    BACKGROUND INFORMATION

      Citizens  First  Financial  Corp.  (the  "Company")  was  incorporated  in
January,  1996 and on May 1,  1996  acquired  all of the  outstanding  shares of
common  stock of Citizens  Savings  Bank,  F.S.B.  (the  "Bank") upon the Bank's
conversion  from a  federally  chartered  mutual  savings  bank  to a  federally
chartered  stock savings bank.  The Company  purchased  100% of the  outstanding
capital  stock of the Bank  using  50% of the net  proceeds  from the  Company's
initial stock offering which was completed on May 1, 1996. Accordingly, the data
relating to period prior to May 1, 1996 represents the consolidated  data of the
Bank and its  subsidiaries.  The data  subsequent to May 1, 1996  represents the
consolidated data of the Company and the Bank.

     The Company sold 2,187,500  shares of common stock in the initial  offering
at $10.00 per share,  including  225,400 shares purchased by the Bank's Employee
Stock Option Plan (the  "ESOP").  The ESOP shares were acquired by the Bank with
proceeds  from a Company  loan  totalling  $2,254,000.  The net  proceeds of the
offering  totalled  $27,612,000;  $28,175,000  less  $1,163,000 in  underwriting
commissions  and other  expenses.  The Company's stock is traded on the American
Stock  Exchange  under the  symbol  "CBK."  

     The  acquisition  of the Bank by the  Company is being  accounted  for as a
"pooling-of-interests"  under  generally  accepted  accounting  principles.  The
application   of  the   pooling-of-interests   method  records  the  assets  and
liabilities of the merged  companies on a historical cost basis with no goodwill
or other intangible assets being recorded.

      On May 31, 1995, the Bank consummated a business combination with Fairbury
Federal   Savings   and   Loan    Association    ("Fairbury    Federal").    The
pooling-of-interests   method  of  accounting   was  used  to  account  for  the
transaction.  Accordingly,  the  statements of income and cash flows for the six
months  ended June 30,  1995 and the  consolidated  statement  of income for the
three months ended June 30, 1995,  have been combined as if the  combination had
been in effect for each of the periods presented.

2.    STATEMENT OF INFORMATION FURNISHED

     The accompanying  consolidated  financial  statements have been prepared in
accordance with Form 10-QSB  instructions and Item 310(b) of Regulation S-B, and
in the opinion of  management  contains  all  adjustments  necessary  to present
fairly the  financial  position as of June 30, 1996 and December  31, 1995,  the
results of  operations  for the six months  ended June 30, 1996 and 1995 and the
cash flows for the six months ended June 30, 1996 and 1995.  All  adjustments to
the financial statements were normal and recurring in nature. These results have
been determined on the basis of generally accepted  accounting  principles.  The
results of
                                      6

<PAGE> 9



operations for the six months ended June 30, 1996 are not necessarily indicative
of the results to be expected for the entire fiscal year.

      The  consolidated  financial  statements  are those of the Company and the
Bank. These consolidated financial statements should be read in conjunction with
the audited  financial  statements  and notes thereto  included in the Company's
Prospectus dated March 12, 1996.

3.    EARNINGS PER SHARE

      Net  earnings per share will be computed  based upon the weighted  average
common and common  equivalent shares  outstanding for periods  subsequent to the
Bank's  conversion to a stock savings bank on May 1, 1996.  Net income per share
for the six  months  and  three  month  periods  ended  June  30,  1996,  is not
meaningful.




                                      7

<PAGE> 10



Item 1.  Consolidated Financial Statements

      Citizens  First  Financial  Corp.  acquired  all of the  common  stock  of
Citizens Savings Bank, F.S.B. (the "Bank") concurrent with the Bank's conversion
from mutual to stock form of organization on May 1, 1996. Accordingly,  prior to
such time, Citizens First Financial Corp. was a noncapitalized shell corporation
with no business  activities  and no  significant  assets.  On May 1, 1996,  the
conversion of the Bank was consummated and at such time,  Citizens Savings Bank,
F.S.B. became the wholly-owned subsidiary of Citizens First Financial Corp.

Item 2.  Management Discussion and  Analyses of  Financial Condition and Results
         of Operation

     Citizens First  Financial  Corp. (the "Company") is the holding company for
Citizens  Savings  Bank,  F.S.B.  (the  "Bank").   The  Bank  has  two  inactive
subsidiaries,  CSL Service  Corporation and Fairbury  Service Corp. Prior to the
Company's  acquisition  of the Bank on May 1, 1996,  the Company had no material
assets  or  operations.   Accordingly,   the  following   information   reflects
management's  discussion and analysis of the financial  condition and results of
operations  for the Bank for the period prior to May 1, 1996 and for the Company
and Bank  subsequent to the period  beginning on May 1, 1996.

COMPARISON OF FINANCIAL CONDITION AT JUNE 30, 1996 AND DECEMBER 31, 1995

      Total  assets at June 30, 1996 were  $247.9  million as compared to $228.6
million at December 31, 1995.  The $19.3 million or 8.4% increase was due to the
cash generated by the Company's stock offering: $28,175,000 total stock offering
less $1,163,000 in underwriting  commissions and other expenses of the offering,
less $2,254,000 related to shares purchased by the Employee Stock Ownership Plan
(the  "ESOP"),  and less  approximately  $4,141,000 in proceeds from stock sales
which came from existing customer deposits.

      Cash and cash  equivalents  increased from $6,602,000 at December 31, 1995
to  $12,245,000  at June 30,  1996,  an increase of  $5,643,000  or 85.5%.  This
increase was the result of the cash proceeds from the stock offering.

     Loans  increased to $202,858 at June 30, 1996 from $188,773 at December 31,
1995,  an  increase  of  $14,085,000  or 7.5%.  The  growth in loans was  funded
primarily  from the  investment  of the proceeds  from the stock  offering.  The
growth was primarily in one- to  four-family  residential  mortgage  loans which
rose by $13.0 million.

      The decrease in deposits of  $5,357,000  or 2.6% was  attributable  to the
$4,141,000 of stock purchases that came from customer deposit accounts.  Overall
certificates of deposit declined by $6,157,000.

      Other liabilities  decreased by $551,000 or 21.7% because of lower accrued
payables.




                                      8

<PAGE> 11



      The  total  equity  capital  increased  by  $25,151,000  or  162.1%,  from
$15,518,000  at December 31, 1995 to  $40,669,000 at June 30, 1996. The increase
is summarized as follows:

<TABLE>
<CAPTION>


<S>                                                                  <C>        
Equity, December 31, 1995                                            $15,518,000

Gross proceeds of stock offering                                      28,175,000

Underwriting commissions and other
    expenses of conversion                                            (1,163,000)

Net income                                                               684,000

Increase in unrealized loss on securities available
    for sale, net of income tax effect                                  (291,000)

Total shares purchased by ESOP                                        (2,254,000)
                                                                     -----------
Equity capital, June 30, 1996                                        $40,669,000
                                                                     ===========
</TABLE>



                                      9

<PAGE> 12



COMPARISON OF OPERATING  RESULTS FOR THE SIX MONTHS ENDED JUNE 30, 1996 AND JUNE
30, 1995

GENERAL

     Net income for the six months ended June 30, 1996  increased by $263,000 or
62.5%,  from $421,000 for the six months ended June 30, 1995 to $684,000 for the
six months ended June 30, 1996.  The  increase was due to the  recognition  of a
funding  liability for benefits under the Bank's  Director  Emeritus  retirement
plan in 1995 and higher interest income from the investment of the proceeds from
the stock offering in 1996.

INTEREST INCOME

     Interest on loans increased  by $883,000 or 12.7%,  from $6,962,000 for the
six months ended June 30, 1995 to  $7,845,000  for the six months ended June 30,
1996.  The  increase  was due to a higher  average  balance  of loans due to the
investment  of the  proceeds  from the stock  offering and the transfer of funds
from investment  securities to loans.  The new loans were invested  primarily in
one- to  four-family  mortgage  loans.  Interest on  investments  decreased from
$1,248,000 for the six months ended June 30, 1995 to $988,000 for the six months
ended June 30,  1996, a decrease of $260,000 or 20.8%.   The decrease  reflected
the lower  average  balance of  securities  during the six months ended June 30,
1996.

INTEREST EXPENSE

      Interest  on  savings  deposits   increased  by  $348,000  or  7.3%,  from
$4,802,000  for the six months  ended June 30,  1995 to  $5,150,000  for the six
months ended June 30, 1996.  The increase  was  attributable  to higher  average
balance in savings  deposits  during the six  months  ended June 30,  1996.  The
interest on borrowings  decreased by $49,000 or 62.8% because of a lower average
balance in borrowings in 1996.

OTHER INCOME

     Total other income  increased by $248,000 or 42.9%,  from  $578,000 for the
six months  ended June 30,  1995 to $826,000  for the six months  ended June 30,
1996. The increase was primarily due to an increase in loan fees which increased
$116,000,  or 48.74%,  from  $238,000  for the six months ended June 30, 1995 to
$354,000 for the six months ended June 30, 1996.  This  increase  reflected  the
increase of loan  originations  from $33.6 million for the six months ended June
30, 1995 to $61.5 million for the six months ended June 30, 1996.  Net loan sale
gains  increased  by $67,000 or 95.7%  because of the  effects of  Statement  of
Financial  Accounting Statement 122, "Accounting for Mortgage Servicing Rights",
which was not adopted for 1995 until the fourth quarter and was not reflected in
the  results  for the six months  ended June 30,  1995.  NOW fees  increased  by
$36,000 or 19.7%  because of the higher fees being  charged on certain  checking
accounts.


                                      10

<PAGE> 13



OTHER EXPENSE

     Total other expenses increased by $116,000 or 3.7%, from $3,171,000 for the
six months ended June 30, 1995 to  $3,287,000  for the six months ended June 30,
1996. Salaries and benefits increased by $12,000 or 0.7%, due to higher salaries
and directors fees and the effect of implementing  the ESOP which resulted in an
expense of $80,000 reflecting the contribution for the two months ended June 30,
1996. This offset the $355,000 of salary and benefit  expenses in the six months
ended June 30, 1995 which  related to the funding of retirement  benefits  under
the Bank's  Director  Emeritus  retirement plan resulting from the merger of the
Bank with Fairbury Federal Savings and Loan Association  ("Fairbury Federal") in
May 1995.  Loan  related  expenses  increased  by  $79,000 or 127.4% for the six
months ended June 30, 1996 because of the increase in loan originations in 1996.
Occupancy  expenses  increased by $51,000 or 15.3% for the six months ended June
30, 1996  primarily  because of the opening of a new branch  facility in October
1995. Data processing and ATM expense expenses  decreased by $50,000 for the six
months  ended  June  30,  1996  because  of  the  efficiencies  achieved  by the
integration of the Bank's and Fairbury  Federal's  computer system in the second
half of fiscal 1995  following  the merger of the Bank and  Fairbury  Federal in
June 1995.

PROVISION FOR LOAN LOSSES

      The  provision  for loan  losses  increased  to $75,000 for the six months
ended June 30, 1996 from  $49,000  for the six months  ended June 30,  1995,  an
increase of $26,000 or 53.1%.  The increase  was made  because of the  continued
growth of the loan portfolio and management's evaluation of the loan portfolio.

COMPARISON  OF  OPERATING  RESULTS FOR THE THREE  MONTHS ENDED JUNE 30, 1996 AND
JUNE 30, 1995.

GENERAL

      Net income for the three months ended June 30, 1995  increased by $293,000
or 457.8% from  $64,000 for the three months ended June 30, 1995 to $357,000 for
the three months ended June 30, 1996. The increase was primarily attributable to
the recognition in 1995 of a funding liability for directors emeritus retirement
benefits and increased  interest income in 1996 resulting from the investment of
stock proceeds.

INTEREST INCOME

     Interest income increased to $4,537,000 for the three months ended June 30,
1996 from  $4,183,000  for the three months ended June 30, 1995,  an increase of
$354,000 or 8.5%.  This  increase was  primarily  attributable  to a $444,000 or
12.5%  increase in interest on loans for the three  months  ended June 30, 1996.
The increase was due to an increased investment in loans. The average balance of
loans  increased from $179.1 million for the three months ended June 30, 1995 to
$197.2  million for the three  months ended June 30, 1996.  This  investment  in
loans was  primarily  funded by  proceeds  from the stock  offering.

                                      11

<PAGE> 14




INTEREST EXPENSE

      Interest  expense for the three  months  ended June 30, 1996  increased by
$36,000 or 1.4%,  from  $2,528,000  for the three  months ended June 30, 1995 to
$2,564,000  for the three months ended June 30, 1996. The increase was primarily
caused by a higher  overall  cost of savings  which offset a decrease in average
balance of savings  deposits from $208.8 million for the three months ended June
30, 1995 to $209.3 million for the three months ended June 30, 1996.

OTHER INCOME

      Total other income increased from $276,000 for the three months ended June
30, 1995 to $378,000 for the three  months  ended June 30, 1996,  an increase of
$102,000 or 37.0%.  The increase  was due to higher loan fees,  NOW fees and net
loan sale gains. Loan fees increased to $186,000 for the three months ended June
30, 1996 from  $130,000 for the three months ended June 30, 1995, an increase of
$56,000  or 43.1%.  The  higher  loan fees were  caused by an  increase  in loan
originations  in the period from $22.1  million in 1995 to $32.7  million in
1996.  NOW fees  increased  in 1996 by  $29,000 or 32.2%,  primarily  because of
higher  fees being  charged on certain  checking  accounts.  Net loan sale gains
increased by $20,000 or 181.8% for the three months ended June 30, 1996 compared
to the three months ended June 30, 1995 because,  as of June 30, 1995,  the Bank
had  not yet  adopted  Statement  of  Financial  Accounting  Standard  No.  122,
"Accounting for Mortgage Servicing Rights."

OTHER EXPENSE

     Total other expense  decreased by $51,000 or 2.9%,  from $1,782,000 for the
three months ended June 30, 1995 as compared to $1,731,000  for the three months
ended June 30, 1996.  Salaries and benefits were $105,000 or 9.7% lower in 1996,
because  the  1995  result  included  a  $355,000  expense  for the  funding  of
retirement  benefits  under the  Bank's  Director  Emeritus  retirement  plan in
connection  with the Bank's merger with Fairbury  Federal in 1995.  This expense
was  offset in 1996 by higher  directors  fees and  salaries  and the  effect of
implementing  the ESOP which  resulted in an expense of $80,000  reflecting  the
contribution  for the two months  ended June 30,  1996.  Loan  related  expenses
increased  to $81,000 for the three  months ended June 30, 1996 from $36,000 for
the three months ended June 30, 1995,  an increase of $45,000 or 125.0%  because
of increased loan  originations  during the period in 1996.  Data processing and
ATM expense  decreased by $31,000 or 25.0%,  from  $124,000 for the three months
ended June 30, 1995 to $93,000 for the three  months ended June 30, 1996 because
of cost savings from the merging of data processing  systems of Fairbury Federal
and the Bank subsequent to their May 1995 merger. Occupancy expense increased by
$24,000 or 14.0% for the three  months  ended June 30,  1996 as  compared to the
three  months  ended June 30, 1995 because of the effect of the opening of a new
banking facility in October 1995.



                                      12

<PAGE> 15



INCOME TAX

      Total income tax expenses was $226,000 for the three months ended June 30,
1996 as compared to $50,000 for the three months ended June 30, 1995, a decrease
of $176,000 or 352.0%. The decrease was caused by lower pre-tax income in 1995.

LIQUIDITY AND CAPITAL RESOURCES

     The Bank's  primary  sources of funds are deposits,  principal and interest
payments  on  loans  and  securities,  sales of loans  and  securities  and FHLB
advances.  While maturities and scheduled  amortization of loans are predictable
sources  of  funds,  deposit  outflows  and  mortgage  prepayments  are  greatly
influenced by general interest rates,  economic conditions and competition.  The
Bank's  liquidity  requirement,  which may be varied at the direction of the OTS
depending on economic  conditions,  and deposit flows is based upon a percentage
of the Bank's deposits and short-term borrowings. The Bank is currently required
by the OTS to  maintain a ratio of liquid  assets of 5.0%.  At June 30, 1996 and
1995, the Bank's liquidity  ratio was 6.9% and  6.1%,  respectively.  Management
maintains the Bank's liquid assets in accordance with regulatory requirements.

      At  June  30,  1996,  the  Bank  exceeded  all of its  regulatory  capital
requirement  with a  tangible  capital  level of  $27.5  million,  or  11.4%  of
adjusted  assets,  which is above the  required  level of $3.6 million or 1.50%;
core capital of $27.5  million,  or 11.4%  of adjusted  assets,  which above the
required  level of  $7.2  million  or  3.0%;  and  risk-based  capital  of $28.0
million,  or 20.7% of  adjusted  assets,  which is above the  required  level of
$10.8 million, or 8.0%.

      The  Company's  most liquid  assets are cash and  interest-bearing  demand
accounts.  The level of these accounts are dependent on the Company's operating,
financing, lending and investing activities during any given period. At June 30,
1996, cash and interest-bearing demand accounts totalled $12.2 million, or 4.94%
of assets.

      The Company has other sources of liquidity if a need for additional  funds
arises,  including Federal Home Loan Bank ("FHLB")  advances.  At June 30, 1996,
the Bank had no outstanding  advances with the FHLB and a borrowing  capacity of
$33.2  million.  Depending  upon  market  conditions  and the pricing of deposit
products and FHLB  borrowings,  the Bank may utilize FHLB  advances to fund loan
originations.

      At June 30, 1996, the Bank had  commitments to originate  loans and unused
lines of  credit  totalling  $14.1  million.  Certificate  accounts,  which  are
scheduled  to  mature in one year or less from  June 30,  1996  totalled  $102.2
million.  The Bank  anticipates  that it will have sufficient  funds to meet its
current loan commitments and maturing deposits.


                                      13

<PAGE> 16



PART II - OTHER INFORMATION

Item 1 - Legal Proceedings

      The Company is not involved in any legal  proceedings of a material nature
at this time other than those occurring in the ordinary course of business which
in the  aggregate  involves  amounts  which are  believed  by  management  to be
immaterial to the financial condition of the Company.

Item 2 - Changes in Securities

            None

Item 3 - Defaults Upon Senior Securities

            None

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

            None

Item 5 - Other Information

           On August 2, 1996,  Citizens Savings Bank announced the signing of an
           agreement  with  Commerce  Bank to purchase  the  building at 2101 N.
           Veterans Parkway,  Bloomington,  Illinois.  The Bank will open a full
           servicing  banking  facility and move its  administrative  offices to
           this  location.  The 20,000  square foot  building  will also contain
           rental office space. 

                                         14

<PAGE> 17



Item 6 - Exhibits and Reports on Form 8-K

      (a)   Exhibits

            3.1   Certificate of Incorporation of Citizens First Financial Corp*

            3.2   Bylaws of Citizens First Financial Corp.*

            27.   Financial Data Schedule


      (b)   Reports on Form 8-K

            None



      *Incorporated  by reference  to  Registration  Statement on Form SB-2,  as
      amended, filed on January 24, 1996.


                                      15

<PAGE> 18



                                  SIGNATURES

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

                                          CITIZENS FIRST FINANCIAL CORP.
                                          (Registrant)


Date: August 13, 1996                      /s/ C. William Landefeld
     ---------------------------           -------------------------------------
                                           C. William Landefeld
                                           President




Date: August 13, 1996                      /s/ Dallas G. Smiley
     ---------------------------           -------------------------------------
                                           Dallas G. Smiley
                                           Chief Financial Officer







                                      16










<TABLE> <S> <C>

<ARTICLE> 9
<LEGEND>
This schedule contains summary information extracted from the Form 10-QSB and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<CIK> 0001006265
<NAME> CITIZENS FIRST FINANCIAL CORP.
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1996
<PERIOD-END>                               JUN-30-1996
<CASH>                                           2,923
<INT-BEARING-DEPOSITS>                           8,515
<FED-FUNDS-SOLD>                                     0
<TRADING-ASSETS>                                     0
<INVESTMENTS-HELD-FOR-SALE>                     21,094
<INVESTMENTS-CARRYING>                           2,500
<INVESTMENTS-MARKET>                             2,493
<LOANS>                                        202,858
<ALLOWANCE>                                        495
<TOTAL-ASSETS>                                 247,882
<DEPOSITS>                                     204,507
<SHORT-TERM>                                         0
<LIABILITIES-OTHER>                              2,706
<LONG-TERM>                                          0
                                0
                                          0
<COMMON>                                        27,011
<OTHER-SE>                                      13,658
<TOTAL-LIABILITIES-AND-EQUITY>                 247,882
<INTEREST-LOAN>                                  8,673
<INTEREST-INVEST>                                  514
<INTEREST-OTHER>                                     0
<INTEREST-TOTAL>                                 9,187
<INTEREST-DEPOSIT>                               5,150
<INTEREST-EXPENSE>                               5,179
<INTEREST-INCOME-NET>                            3,654
<LOAN-LOSSES>                                       75
<SECURITIES-GAINS>                                (33)
<EXPENSE-OTHER>                                  3,287
<INCOME-PRETAX>                                  1,118
<INCOME-PRE-EXTRAORDINARY>                         684
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       684
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
<YIELD-ACTUAL>                                    3.05
<LOANS-NON>                                         73
<LOANS-PAST>                                       848
<LOANS-TROUBLED>                                     0
<LOANS-PROBLEM>                                      0
<ALLOWANCE-OPEN>                                   412
<CHARGE-OFFS>                                        0
<RECOVERIES>                                         0
<ALLOWANCE-CLOSE>                                  495
<ALLOWANCE-DOMESTIC>                               495
<ALLOWANCE-FOREIGN>                                  0
<ALLOWANCE-UNALLOCATED>                            475
        

</TABLE>


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