<PAGE>
===========================================================================
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
- ---------------------------------------------------------------------------
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____________ to ______________
Commission File Number: 333-00724
VALLEY RIDGE FINANCIAL CORP.
(Exact Name of Small Business Issuer as Specified in its Charter)
MICHIGAN 38-2888214
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
6 NORTH MAIN STREET (616) 678-5911
KENT CITY, MICHIGAN 49330 (Issuer's Telephone Number,
(Address of Principal Executive Offices) Including Area Code)
Check whether the Registrant: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act 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.
Yes__X__ No_____.
There were 619,979 shares of Common Stock ($10 par value) outstanding as of
October 31, 1997.
Transitional Small Business Disclosure Format (check one): Yes_____
No__X__.
===========================================================================
<PAGE>
VALLEY RIDGE FINANCIAL CORP.
INDEX
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PART I. FINANCIAL INFORMATION PAGE NO.
Item 1. FINANCIAL STATEMENTS
Condensed Consolidated Balance Sheet - September 30,
1997 (Unaudited) and December 31, 1996 . . . . . . . 3
Condensed Consolidated Statements of Income - Three
and Nine Months Ended September 30, 1997
(Unaudited) and September 30, 1996 (Unaudited) . . . 4
Condensed Consolidated Statements of Cash Flows - Nine
Months Ended September 30, 1997 (Unaudited) and
September 30, 1996 (Unaudited) . . . . . . . . . . . 5
Notes to Condensed Consolidated Financial Statements
(Unaudited) . . . . . . . . . . . . . . . . . . . . . 7
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN
OF OPERATION. . . . . . . . . . . . . . . . . . . . 9
PART II. OTHER INFORMATION
Item 6. EXHIBITS AND REPORTS ON FORM 8-K. . . . . . . . . . 12
SIGNATURES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
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<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
<TABLE>
VALLEY RIDGE FINANCIAL CORP.
CONDENSED CONSOLIDATED BALANCE SHEET
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<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1997 1996
------------- ------------
(Unaudited)
<S> <C> <C>
ASSETS
Cash and due from banks $ 5,715,669 $ 4,916,367
Federal funds sold 1,750,000 2,600,000
------------ ------------
Total cash and cash equivalents 7,465,669 7,516,367
Securities 21,578,226 19,912,913
Total loans 93,664,169 84,487,001
Less: Allowance for loan losses (1,117,453) (1,182,154)
------------ ------------
92,546,716 83,304,847
Premises and equipment - net 2,682,138 2,249,164
Other assets 3,051,810 2,663,645
------------ ------------
Total assets $127,324,559 $115,646,936
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits
Noninterest-bearing $ 16,194,369 $ 14,889,481
Interest-bearing 85,968,595 80,046,968
------------ ------------
102,162,964 94,936,449
Other borrowings 11,000,000 8,000,000
Accrued expenses and other liabilities 1,216,602 688,119
------------ ------------
Total liabilities 114,379,566 103,624,568
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<PAGE>
Shareholders' equity
Common stock, $10 par value: 1,000,000 shares
authorized and 496,089 shares outstanding at
September 30, 1997 and December 31, 1996,
respectively 4,960,890 4,960,890
Surplus 1,396,736 1,396,736
Retained earnings 6,001,726 5,196,705
Net unrealized gain on securities available for sale,
net of tax of $301,694 at September 30, 1997
and $241,110 at December 31, 1996 585,641 468,037
------------ ------------
Total shareholders' equity 12,944,993 12,022,368
------------ ------------
Total liabilities and shareholders' equity $127,324,559 $115,646,936
============ ============
</TABLE>
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See accompanying notes to condensed consolidated financial statements.
-4-
<PAGE>
<TABLE>
VALLEY RIDGE FINANCIAL CORP.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
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<CAPTION>
---THREE MONTHS ENDED--- ---NINE MONTHS ENDED---
SEPTEMBER 30, SEPTEMBER 30,
----------------------- -----------------------
1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Interest income
Loans, including fees $2,209,716 $1,963,637 $6,369,400 $5,817,259
Federal funds sold 12,394 48,976 89,112 169,800
Investment securities
Taxable 99,786 98,695 272,658 323,315
Nontaxable 196,319 183,277 586,733 507,441
---------- ---------- ---------- ----------
2,518,215 2,294,585 7,317,903 6,817,815
Interest expense
Deposits 885,275 799,644 2,584,304 2,382,619
Other 121,119 80,355 352,844 249,835
---------- ---------- ---------- ----------
1,006,394 879,999 2,937,148 2,632,454
---------- ---------- ---------- ----------
NET INTEREST INCOME 1,511,821 1,414,586 4,380,755 4,185,361
Provision for loan losses 15,000 15,600 75,000 106,800
---------- ---------- ---------- ----------
NET INTEREST INCOME AFTER PROVISION
FOR LOAN LOSSES 1,496,821 1,398,986 4,305,755 4,078,561
Other income
Service charges and other income 232,183 272,567 723,149 778,787
Gain on sale of investment securities 14,314 547 32,391 16,021
Gain on sale of loans 6,084 7,844 18,620 18,169
---------- ---------- ---------- ----------
252,581 280,958 774,160 812,977
-5-
<PAGE>
Other expense
Salaries and benefits 618,310 572,956 1,876,322 1,727,208
Occupancy 75,417 83,223 233,129 237,797
Furniture and fixtures 64,081 70,646 195,626 216,990
Other 487,062 484,340 1,398,444 1,420,145
---------- ---------- ---------- ----------
1,244,870 1,211,165 3,703,521 3,602,140
---------- ---------- ---------- ----------
INCOME BEFORE FEDERAL INCOME TAX 504,532 468,779 1,376,394 1,289,398
Federal income tax expense 105,020 113,298 273,719 319,319
---------- ---------- ---------- ----------
NET INCOME $ 399,512 $ 355,481 $1,102,675 $ 970,079
========== ========== ========== ==========
Net income per share $ .81 $ .72 $ 2.22 $ 1.96
========== ========== ========== ==========
Dividends per share $ .20 $ .20 $ .60 $ .60
========== ========== ========== ==========
</TABLE>
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See accompanying notes to condensed consolidated financial statements.
-6-
<PAGE>
<TABLE>
VALLEY RIDGE FINANCIAL CORP.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
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<CAPTION>
---NINE MONTHS ENDED---
SEPTEMBER 30,
-----------------------
1997 1996
---- ----
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 1,102,675 $ 970,079
Adjustments to reconcile net income to net
cash from operating activities
Depreciation 152,636 158,024
Amortization of:
Premiums and discounts on securities, net 32,221 78,093
Goodwill and core deposit intangibles 23,124 18,734
Provision for loan losses 75,000 106,800
Gain on sale of securities (32,391) (16,021)
Gain on sale of loans (19,856) (18,169)
Loans originated for sale (2,470,600) (2,407,440)
Proceeds from loans sold 2,423,498 2,425,609
Net change in:
Accrued interest receivable and other assets (411,289) 7,043
Accrued expenses and other liabilities 467,474 (1,207,916)
------------ -----------
Net cash provided by operating activities 1,342,492 114,836
CASH FLOWS FROM INVESTING ACTIVITIES
Net change in loans (5,707,129) 386,525
Proceeds from:
Sales of securities available for sale 4,477,154 4,042,300
Repayments and maturities of securities
available for sale 2,285,924 3,427,383
Purchase of:
Loans (3,542,782) (873,575)
Securities available for sale (8,043,609) (7,937,796)
Federal Home Loan Bank stock (206,000) (125,700)
Premises and equipment, net (585,610) (57,067)
------------ -----------
Net cash used in investing activities (11,322,052) (1,137,930)
</TABLE>
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(Continued)
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<PAGE>
<TABLE>
VALLEY RIDGE FINANCIAL CORP.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
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<CAPTION>
---NINE MONTHS ENDED---
SEPTEMBER 30,
-----------------------
1997 1996
---- ----
<S> <C> <C>
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of common stock $ 22,550
Net change in Federal funds purchased 2,800,000
Net change in securities sold under agreement
to repurchase 411,341
Net increase (decrease) in deposits $ 7,226,515 (3,466,524)
Advances from Federal Home Loan Bank 5,000,000 1,000,000
Payment on Federal Home Loan Bank advance (2,000,000) (800,000)
Dividends paid (297,653) (275,411)
Retirement of fractional shares (1,428)
------------ -----------
Net cash provided by (used in) financing
activities 9,928,862 (309,472)
------------ -----------
Net change in cash and cash equivalents (50,698) (1,332,566)
Cash and cash equivalents at beginning of period 7,516,367 10,083,451
------------ -----------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 7,465,669 $ 8,750,885
============ ===========
Supplemental disclosures of cash flow information
Cash paid during the year for:
Interest $ 2,929,719 $ 2,917,356
Income taxes 249,308 475,047
</TABLE>
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See accompanying notes to condensed consolidated financial statements.
-8-
<PAGE>
VALLEY RIDGE FINANCIAL CORP.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
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1. BASIS OF PRESENTATION
The unaudited financial statements for the three and nine months ended
September 30, 1997 and 1996 include the consolidated results of
operations of Valley Ridge Financial Corp. (the "Corporation") and its
wholly-owned subsidiary, Valley Ridge Bank (the "Bank"). These
consolidated financial statements have been prepared in accordance
with the Instructions for Form 10-QSB and Item 310(b) of Regulation
S-B and do not include all disclosures required by generally accepted
accounting principles for a complete presentation of the Corporation's
financial condition and results of operations. In the opinion of
management, the information reflects all adjustments (consisting only
of normal recurring accruals) that are necessary in order to make the
financial statements not misleading and for a fair presentation of the
results of operations for such periods. The results for the period
ended September 30, 1997 should not be considered as indicative of
the results to be expected for the year ending December 31, 1997. For
further information, refer to the consolidated financial statements and
footnotes included in the Corporation's annual report on Form 10-KSB
for the year ended December 31, 1996.
2. ALLOWANCE FOR LOAN LOSSES
The following is a summary of the activity in the allowance for loan
losses account for the nine months ended September 30, 1997:
<TABLE>
<CAPTION>
<S> <C> <C>
Balance at January 1, 1997 $1,182,154
Provision for loan losses charged
to operating expense 75,000
Recoveries on loans previously charged
to the allowance 26,401
Losses charged off (166,102)
----------
Balance at September 30, 1997 $1,117,453
==========
</TABLE>
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<PAGE>
VALLEY RIDGE FINANCIAL CORP.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
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3. OTHER BORROWINGS
At September 30, 1997, the Corporation had the following advances from
the Federal Home Loan Bank ("FHLB"):
<TABLE>
<CAPTION>
TYPE INTEREST RATE MATURITY DATE AMOUNT
---- ------------- ------------- ------
<S> <C> <C> <C> <C>
Adjustable 5.533% October 8, 1997 $ 3,000,000
Fixed 5.260 February 1, 1999 1,000,000
Fixed 5.230 February 1, 1999 2,000,000
Fixed 6.070 July 9, 1999 2,000,000
Fixed 6.080 September 22, 1999 3,000,000
-----------
$11,000,000
===========
</TABLE>
Each advance requires monthly interest payments at either fixed or
adjustable rates. The variable rate is based on the FHLB overnight
rate and adjusts quarterly. These borrowings are collateralized by
nonspecific loans within the mortgage portfolio up to the principal
outstanding. The adjustable rate note has no prepayment penalties
while the fixed rate notes carry a minimum prepayment penalty of
$5,000.
4. EARNINGS PER COMMON SHARE
Earnings per share are calculated on the basis of the weighted-average
number of shares outstanding. Earnings per share amounts are based on
496,089 shares outstanding for the three and nine months ended
September 30, 1997, respectively, and 495,589 and 495,377 shares
outstanding for the three and nine months ended September 30, 1996,
respectively. All share amounts have been restated to reflect stock
dividends and splits.
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<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The following discussion is designed to provide a review of the
consolidated financial condition and results of operations of Valley Ridge
Financial Corp. ("Valley Ridge"). This discussion should be read in
conjunction with the consolidated financial statements and related notes.
Valley Ridge merged with Community Bank Corporation in 1996 in a business
combination accounted for in accordance with the pooling-of-interests
method of accounting and, accordingly, Valley Ridge's consolidated
financial statements have been restated for all periods presented.
RESULTS OF OPERATIONS
NET INCOME: Valley Ridge reported net income of $399,512 or $0.81 per
share for the third quarter of 1997 compared to $355,481, or $.72 per share
for the same period in 1996. Year to date net income was $1,102,675 or
$2.22 per share for 1997 compared to $970,079 or $1.96 per share for 1996.
The improvement was primarily a result of improved net interest income,
partially offset by increased noninterest expense. Management is not aware
of any existing trends, events, uncertainties or current recommendations by
regulatory authorities that are expected to have a material impact on
Valley Ridge's future operating results.
NET INTEREST INCOME: Net interest income increased $97,235 or 6.9% to
$1,511,821 for the three-month period ended September 30, 1997 and $195,394
or 4.7% to $4,380,755 for the nine-month period ended September 30, 1997
compared to the same periods in 1996. The increases in net interest income
are primarily attributable to increases in net loans of $9,241,869 or 11.1%
from September 30, 1996 to September 30, 1997.
PROVISION FOR LOAN LOSSES: The provision for loan losses represents the
adjustment to the allowance for loan losses needed to maintain the
allowance at a level determined by management to cover inherent losses
within Valley Ridge's loan portfolio. The provision declined to $15,000
for the three months ended September 30, 1997 from $15,600 for the same
period in 1996 and declined to $75,000 for the nine months ended September
30, 1997 from $106,800 for the same period in 1996. This decrease has
occurred as a result of management's assessment of the quality of loans in
Valley Ridge's portfolio and management's assessment of the allowance for
loan loss balance. Net charge-offs were approximately $108,000 for the
third quarter of 1997 compared to net charge-offs of $128 for the same
period in 1996. Net charge-offs, year to date, were $139,701 as of September
- ---------------------------------------------------------------------------
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<PAGE>
30, 1997 compared to net charge-offs of $372 for 1996. The increase in
charge-offs is due in part to a substantial increase in the installment
loan portfolio. Management will continue to monitor the allowance for loan
losses and make additions to the allowance through the provision for loan
losses as economic conditions dictate.
NONINTEREST INCOME: Noninterest income for the three months ended
September 30, 1997 was approximately $253,000 as compared to $281,000 for
the same period in 1996. Noninterest income for nine months ended
September 30, 1997 declined to $774,160 from $812,977 at September 30,
1996. The decreases in noninterest income for the three- and nine-month
periods in 1997 are primarily attributable to lower gains on loan sales due
to decreases in loan sale volume from 1996 to 1997.
NONINTEREST EXPENSE: The decrease in noninterest income was coupled with
an increase in noninterest expense to approximately $1,245,000 and
$3,704,000 for the three and nine months ended September 30, 1997,
respectively, compared to $1,211,000 and $3,602,000 for the same periods in
1996, respectively. Salaries and benefits, including payments to certain
employees for early retirement, increased 7.9% from $572,956 for the three
months ended September 30, 1996 to $618,310 for the same period in 1997 and
increased 8.6% from $1,727,208 for the nine months ended September 30, 1996
to $1,876,322 for the same period in 1997. The decrease in other expenses
from $1,420,145 for the nine months ended September 30, 1996 to $1,398,444
for the same period in 1997 is due to legal and professional fees charged in
1996 related to the acquisition of Community Bank Corporation.
FINANCIAL CONDITION, LIQUIDITY, AND CAPITAL RESOURCES:
Total assets increased approximately 10% or by $11.7 million to $127.3
million at September 30, 1997 compared to $115.6 million at December 31,
1996. Total liabilities increased by 10.4% or $10.8 million to $114.4
million at September 30, 1997 compared to $103.6 million at December 31,
1996. Total shareholders' equity increased by approximately $923,000 to
approximately $12,945,000 at September 30, 1997. The increase in
shareholders' equity is primarily related to the retention of earnings after
dividend payouts as well as an increase in the unrealized gain on securities
available for sale.
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<PAGE>
Total loans increased by approximately $9.2 million or 10.9% to $93.7
million. A portion of the increase is due to the purchase of $3.5 million in
loans through the third quarter of 1997, in addition to a substantial increase
in the installment loan portfolio. Deposits increased by approximately $7.2
million or 7.6% to $102.2 million. The increase in deposits can be
attributed to a new CD product offered by the Bank, and increased
advertising due to the name change of the Bank after the consolidation with
The Grant State Bank in 1996. The net loan to deposit ratio at September 30,
1997 has increased slightly to 90.5% from 87.7% as of December 31, 1996. The
allowance for loan losses decreased by approximately $65,000 while maintaining
a reserve of 1.2% of outstanding loans.
Valley Ridge paid dividends of $297,653 during the nine months ended
September 30, 1997, compared to $275,411 paid during the same period in
1996.
Shareholders' equity as a percent of total assets was 10.2% at September
30, 1997 compared to 10.3% at December 31, 1996. Valley Ridge's capital
ratios continue to exceed the minimum regulatory levels prescribed by the
Federal Reserve Board.
Total cash and cash equivalents and investment securities totaled
approximately $29 million at September 30, 1997 or about 22.8% of total
assets. Management believes that the current level of liquidity is sufficient
to meet the normal operating needs of the Bank.
The principal source of funding for Valley Ridge continues to come from its
deposit customers. As previously noted, deposits increased 7.6% during the
first nine months of 1997 and management believes its deposit base will
remain a stable source of funds for the remainder of 1997.
Other sources of funding include normal loan repayments, sales and
maturities of securities, federal funds available from correspondent banks,
and additional advances available from the Federal Home Loan Bank ("FHLB").
As of September 30, 1997, Valley Ridge had outstanding advances from the
FHLB totaling $11,000,000.
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<PAGE>
PART II. OTHER INFORMATION
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS. The following document is filed as an exhibit to this
report on Form 10-QSB:
EXHIBIT NO. DOCUMENT
----------- --------
3.1 Articles of Incorporation. Previously filed as an
exhibit to the Registrant's Registration Statement on
Form S-4 (Registration Statement No. 333-00724). Here
incorporated by reference.
3.2 Bylaws. Previously filed as an exhibit to the
Registrant's Registration Statement on Form S-4
(Registration Statement No. 333-00724). Here
incorporated by reference.
4.1 Form of Stock Certificate. Previously filed as an
exhibit to the Registrant's Registration Statement on
Form S-4 (Registration Statement No. 333-00724). Here
incorporated by reference.
4.2 Excerpts from Articles of Incorporation. Previously
filed as an exhibit to the Registrant's Registration
Statement on Form S-4 (Registration Statement No.
333-00724). Here incorporated by reference.
4.3 Excerpts from Bylaws. Previously filed as an exhibit
to the Registrant's Registration Statement on Form S-4
(Registration Statement No. 333-00724). Here
incorporated by reference.
27 Financial Data Schedule.
(b) REPORTS ON FORM 8-K. No reports on Form 8-K were filed during
the quarter covered by this Form 10-QSB.
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-14-
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
VALLEY RIDGE FINANCIAL CORP.
Registrant
Date: November 14, 1997 /S/ MICHAEL MCHUGH
Michael McHugh, Secretary/Treasurer
(Principal Financial and Accounting
Officer and Duly Authorized Signatory
for the Registrant)
- ---------------------------------------------------------------------------
-15-
<PAGE>
EXHIBIT INDEX
EXHIBIT
NUMBER DOCUMENT
------ --------
3.1 Articles of Incorporation. Previously filed as an
exhibit to the Registrant's Registration Statement on
Form S-4 (Registration Statement No. 333-00724). Here
incorporated by reference.
3.2 Bylaws. Previously filed as an exhibit to the
Registrant's Registration Statement on Form S-4
(Registration Statement No. 333-00724). Here
incorporated by reference.
4.1 Form of Stock Certificate. Previously filed as an
exhibit to the Registrant's Registration Statement on
Form S-4 (Registration Statement No. 333-00724). Here
incorporated by reference.
4.2 Excerpts from Articles of Incorporation. Previously
filed as an exhibit to the Registrant's Registration
Statement on Form S-4 (Registration Statement No.
333-00724). Here incorporated by reference.
4.3 Excerpts from Bylaws. Previously filed as an exhibit
to the Registrant's Registration Statement on Form S-4
(Registration Statement No. 333-00724). Here
incorporated by reference.
27 Financial Data Schedule.
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND> THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM THE UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS OF VALLEY
RIDGE FINANCIAL CORP. AND ITS SUBSIDIARY FOR THE NINE-MONTH PERIOD ENDED
SEPTEMBER 30, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 5,716
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 1,750
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 21,578
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 93,664
<ALLOWANCE> 1,117
<TOTAL-ASSETS> 127,325
<DEPOSITS> 102,163
<SHORT-TERM> 0
<LIABILITIES-OTHER> 1,217
<LONG-TERM> 11,000
<COMMON> 4,961
0
0
<OTHER-SE> 7,984
<TOTAL-LIABILITIES-AND-EQUITY> 127,325
<INTEREST-LOAN> 6,369
<INTEREST-INVEST> 859
<INTEREST-OTHER> 89
<INTEREST-TOTAL> 7,318
<INTEREST-DEPOSIT> 2,584
<INTEREST-EXPENSE> 2,937
<INTEREST-INCOME-NET> 4,381
<LOAN-LOSSES> 75
<SECURITIES-GAINS> 32
<EXPENSE-OTHER> 3,704
<INCOME-PRETAX> 1,376
<INCOME-PRE-EXTRAORDINARY> 1,376
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,103
<EPS-PRIMARY> 2.22
<EPS-DILUTED> 0
<YIELD-ACTUAL> 0
<LOANS-NON> 119
<LOANS-PAST> 1,076
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 1,211
<CHARGE-OFFS> 126
<RECOVERIES> 13
<ALLOWANCE-CLOSE> 1,117
<ALLOWANCE-DOMESTIC> 710
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 407
</TABLE>
