<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10 - QSB
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission File Number : 33 - 302132
TRI - STATE 1ST BANK, INC.
----------------------------------------------
(Exact Name of small business issuer as specified in its charter)
OHIO 34-1824708
- ------ ------------
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
16924 ST. CLAIR AVENUE
P.O. BOX 796
EAST LIVERPOOL, OHIO 43920
(216) 385 - 9200
----------------------------------------
(Address, including zip code, and
telephone number, including area
code of Principal Executive Offices)
Check whether the issuer (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 requirement for the past 90 days.
Yes X No
--- ----
As of November 11, 1996, there were 205,400 shares outstanding of the issuer's
class of common stock.
<PAGE>
TRI - STATE 1ST BANK, INC.
INDEX TO QUARTERLY REPORT ON FORM 10 - QSB
Page
----
Part I Financial Information
Item 1. Financial Statements (unaudited)
Consolidated Balance Sheet
as of September 30, 1996 and December 31, 1995 3
Consolidated Statement of Income
for the three months ended
September 30, 1996 and 1995 and the
nine months ended September 30, 1996 and 1995 4
Consolidated Statement of Changes in Stockholders'
Equity for the nine months ended
September 30, 1996 5
Consolidated Statement of Cash Flows
for the nine months ended
September 30, 1996 and 1995 6
Notes to Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
Part II Other Information 14
Signatures 15
2
<PAGE>
Tri - State 1st Bank, Inc. and Subsidiary
CONSOLIDATED BALANCE SHEET
(Unaudited)
<TABLE>
<CAPTION>
September 30, December 31,
1996 1995
--------- -----------
(In Thousands)
<S> <C> <C>
ASSETS
Cash and due from banks $ 3,079 $ 2,440
Interest - bearing deposits with other banks 28 117
Federal funds sold 4,050 1,550
Investment Securities:
Available for sale 9,275 8,941
Held to maturity (estimated market value of
$2,320 and $1,775) 2,338 1,535
Loans 22,992 22,117
Less allowance for loan losses 278 266
--------- ---------
Net loans 22,714 21,851
Premises and equipment 1,234 1,288
Accrued interest and other assets 548 914
---------- ----------
TOTAL ASSETS $ 43,266 $ 38,636
========== ==========
LIABILITIES
Deposits:
Noninterest - bearing demand $ 5,559 $ 5,020
Interest - bearing demand 8,668 6,709
Money market 4,957 4,365
Savings 7,722 7,076
Time 11,882 11,188
---------- ----------
Total deposits 38,788 34,358
Other borrowings 304 375
Accrued interest and other liabilities 245 217
---------- ----------
TOTAL LIABILITIES 39,337 34,950
---------- ----------
STOCKHOLDERS' EQUITY
Common stock, no par value; 1,000,000
shares authorized, 205,400 issued and
outstanding 1,284 1,284
Surplus 1,611 1,611
Retained earnings 1,110 793
Net unrealized loss on securities (76) (2)
---------- ----------
TOTAL STOCKHOLDERS' EQUITY 3,929 3,686
---------- ----------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ 43,266 $ 38,636
========== ==========
</TABLE>
See accompanying notes to the consolidated financial statements.
3
<PAGE>
Tri - State 1st Bank, Inc. and Subsidiary
CONSOLIDATED STATEMENT OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1996 1995 1996 1995
----- ----- ----- -----
(In Thousands Except Per Share Amounts)
<S> <C> <C> <C> <C>
INTEREST INCOME
Loans, including fees $ 567 $ 527 $ 1,691 $ 1,517
Interest - bearing deposits
with other banks 1 1 3 3
Federal funds sold 49 31 113 75
Investment securities:
Taxable 125 109 345 330
Exempt from federal income tax 45 29 123 85
-------- -------- -------- --------
Total interest income 787 697 2,275 2,010
-------- -------- -------- --------
INTEREST EXPENSE
Deposits 312 264 894 734
Other borrowings 5 7 17 22
-------- -------- -------- --------
Total interest expense 317 271 911 756
-------- -------- -------- --------
NET INTEREST INCOME 470 426 1,364 1,254
Provision for loan losses 13 29 37 60
-------- -------- -------- --------
NET INTEREST INCOME AFTER PROVISION
FOR LOAN LOSSES 457 397 1,327 1,194
-------- -------- -------- --------
OTHER OPERATING INCOME
Service fees on deposit accounts 68 60 186 163
Investment security losses (4) - (4) (6)
Other 17 22 85 73
-------- -------- -------- --------
Total other
operating income 81 82 267 230
-------- -------- -------- --------
OTHER OPERATING EXPENSE
Salaries and employee benefits 165 152 474 426
Occupancy 42 29 131 102
Furniture and equipment 31 34 95 96
Federal deposit insurance premiums - - 1 35
Other 138 114 392 336
-------- -------- -------- --------
Total other operating
expense 376 329 1,093 995
-------- -------- -------- --------
Income before income taxes 162 150 501 429
Income taxes 40 38 133 113
-------- -------- -------- --------
NET INCOME $ 122 $ 112 $ 368 $ 316
======== ======== ======== ========
EARNINGS PER SHARE $ 0.59 $ 0.55 $ 1.79 $ 1.54
AVERAGE SHARES OUTSTANDING 205,400 205,400 205,400 205,400
</TABLE>
See the accompanying notes to the consolidated financial statements.
4
<PAGE>
Tri - State 1st Bank, Inc. and Subsidiary
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
(Unaudited)
<TABLE>
<CAPTION>
Net
Unrealized
Common Retained Loss on
Stock Surplus Earnings Securities Total
-------- ------- -------- ----------- -------
(In Thousands Except Per Share Amount)
<S> <C> <C> <C> <C> <C>
Balance, December 31, 1995 $ 1,284 $ 1,611 $ 793 $ (2) $ 3,686
Net income 368 368
Dividends declared ($.25 per share) (51) (51)
Net unrealized loss on
securities (74) (74)
------- ------- ------- -------- -------
Balance, September 30, 1996 $ 1,284 $ 1,611 $ 1,110 $ (76) $ 3,929
======= ======= ======= ======== =======
</TABLE>
See accompanying notes to the consolidated financial statements.
5
<PAGE>
Tri - State 1st Bank, Inc. and Subsidiary
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
1996 1995
----- -----
(In Thousands)
<S> <C> <C>
OPERATING ACTIVITIES
Net income $ 368 $ 316
Adjustments to reconcile net income
to net cash provided by operating
activities:
Provision for loan losses 37 60
Depreciation and amortization, net 133 106
Investment security losses 4 6
Increase in accrued interest receivable (52) (36)
Increase in accrued interest payable 52 65
Other 379 64
-------- --------
Net cash provided by operating activities 921 581
-------- --------
INVESTING ACTIVITIES
Investment securities available for sale:
Proceeds from sales 775 500
Proceeds from principal repayments and maturities 930 524
Purchases of securities (2,174) (510)
Investment securities held to maturity :
Proceeds from principal repayments and maturities 132 288
Purchases of securities (940) (302)
Net loan originations (943) (2,851)
Acquisition of premises and equipment (33) (71)
Proceeds from sale of real estate owned 74 -
-------- --------
Net cash used by investing activities (2,179) (2,422)
-------- --------
FINANCING ACTIVITIES
Net increase in deposits 4,430 1,606
Principal payments on other borrowings (71) (66)
Cash dividends paid (51) (47)
-------- --------
Net cash provided by financing activities 4,308 1,493
-------- --------
Increase (decrease) in cash and cash equivalents 3,050 (348)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 4,107 4,420
-------- --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 7,157 $ 4,072
======== ========
</TABLE>
See accompanying notes to the consolidated financial statements.
6
<PAGE>
Tri - State 1st Bank, Inc. and Subsidiary
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 - BASIS OF PRESENTATION
------------------------------
The accompanying unaudited consolidated financial statements have been
prepared in accordance with instructions to Form 10 - QSB and,
therefore, do not necessarily include all information which would be
included in audited financial statements. The information furnished
reflects all normal recurring adjustments which are, in the opinion of
management, necessary for the fair statement of the results of the
period. The results of operations for the interim periods are not
necessarily indicative of the results to be expected for the full year.
7
<PAGE>
Tri - State 1st Bank, Inc. and Subsidiary
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FINANCIAL CONDITION
-------------------
Total Assets on September 30, 1996 of $43,266,000 had increased
approximately $4.6 million over the $38,636,000 reported as of December 31,
1995. This is a 12.0% increase for the nine month period. Over
that same period, Total Securities increased to $11,613,000 from
$10,476,000, which represents a $1,137,000 or 10.9% increase. Included
in Total Securities, the Securities Available for Sale increased by
$334,000 or 3.7% to $9,275,000 on September 30, 1996, and Investment
Securities had increased by $803,000 or 52.3% to $2,338,000. Net Loans
of $22,714,000 on September 30, 1996, reflect an increase of $863,000 or
4.0% during the nine month period.
Total Assets increased more rapidly than the demand for loans deemed to
meet the credit standards of the Bank. The net increase in loans
accounted for only 18.6% of the $4.6 million asset growth. Additions to
securities represented 24.6% of the asset growth while a $2.5 million
increase in Federal Funds Sold represented 54.0%. The remaining 2.8%
increase in Total Assets was the net effect of changes in other
components of Total Assets.
The net growth in loans resulted from a steady increase in nearly every
loan type. There was an increase in the residential real estate loans
of $251,000 or 2.6%. The largest dollar increase was commercial loans
which was up $306,000 or 7%, and the largest percent increase came in
the revolving secured lines of credit at 13% on an increase of $102,000.
Other increases were non-residential up $188,000 or 6.1% and consumer
loans up $234,000 or 6.5%. Construction loans were down $120,000 or 60%
and municipal loans were down $96,000 or 22%. Management has concentrated
its efforts over the past year on attracting commercial and consumer
loans, since they generally provide a higher yield to the bank, in an
effort to achieve a more balanced loan mix. Some progress is
being made. Residential real estate loans on September 30, 1996,
represented 43.3% of the Total Loans of the Bank versus 43.9% on
December 31, 1995.
The increase in the Total Securities is part of bank strategy to make
additions to the securities portfolio methodically in order to employ
funds not required for loans in a manner which will provide the greatest
safety, liquidity and earnings for the Bank. For the period ended
September 30, 1996, $904,000 of the total of $1,137,000 which was added
in the area of Securities was issued by States and Political Subdivisions.
While the effect of these purchases was to extend the average maturity of
the security portfolio it also resulted in an increase in the tax equivalent
yield on Bank securities. The addition of $803,000 in securities designated
Held to Maturity was intended primarily to add to the safety and improved
earnings of the Bank, rather than liquidity. The increase in Federal Funds
Sold represented the greatest percent increase in Assets. Federal Funds are
8
<PAGE>
FINANCIAL CONDITION (Continued)
-------------------
used to meet the daily cash liquidity needs of the Bank. The amount
placed in these funds fluctuates generally between $1 million and $4
million. These funds are loaned on a daily basis to other commercial
banks that meet the capital requirements of the regulatory authorities
and of the Bank. On December 31, 1995, Federal Funds Sold represented
7% of Total Assets while on September 30, 1996, they represented 9.4% of
Total Assets. Assets grew $4.6 million over the nine month period of
which $2.5 million was in Federal Funds Sold at the end of the period.
Accrued Interest and Other Assets decreased over the nine month period
by $356,000 to a total of $548,000 on September 30, 1996. This decrease
is explained by principal and interest outstanding on a matured U. S.
Treasury bond on the books on December 31, 1995 which was cleared in the
first quarter.
There was an increase in Total Deposits in the amount of $4,430,000 or
12.9% to $38,788,000 on September 30, 1996. Deposits totaled
$34,358,000 on December 31, 1995. This increase is above-average growth
for the Bank for a nine months period. The growth occurred in all types
of deposit accounts as follows: Noninterest-Bearing Demand was up 10.7%,
Interest-Bearing Demand up 29.2%, Money Market up 13.6%, Savings up 9.1%
and Time Deposits were up 6.2%. The greatest relative increase in
deposits was in the Lisbon office which is the newest banking office and
a new market to the Bank. The Bank offered no new deposit products or
services which would account for this growth, nor did the Bank offer
excessive rates of interest in relation to its competition in order to
attract new deposits. The Bank's extended hours at all offices and
high-quality, personal service is the most likely reason for this above-
average growth.
Shareholders' Equity increased $243,000 or 6.6% from December 31, 1995,
to $3,929,000 on September 30, 1996. During the same period, Retained
Earnings increased $317,000 or 40.0% to $1,110,000. The Net Unrealized
Loss on Securities of $76,000 compared with a loss of $2,000 on December 31,
1995 reflected the rise in interest rates since the end of 1995.
This has resulted in a decline in value of the securities in line with
bond market conditions. These market valuation conditions are monitored
closely and are considered temporary in nature.
RESULTS OF OPERATIONS
---------------------
Comparison of the Nine Months Ended September 30, 1996 to 1995
--------------------------------------------------------------
The Company had Net Income of $368,000 for the period ended September 30,
1996. For the same nine month period of 1995, the Bank earned
$316,000. The increase of $52,000 represents a 16.5% change over 1995.
The Net Interest Income for the first nine months of 1996 was up
$110,000 from nine months of 1995 for an increase of 8.8%. A major
factor contributing to this increase was the $174,000 or 11.5% increase
in interest and fees on loans. A 5.2% increase in total loans and the
more favorable mix of loans providing higher average yields are
primarily responsible for the increased loan income. Federal Funds Sold
9
<PAGE>
Comparison of the Nine Months Ended September 30, 1996 to 1995
(Continued)
--------------------------------------------------------------
income was up $38,000 or 50.7% as a result of a larger amount of
investible funds and higher interest rates. Interest income on
securities exempt from federal income taxes was up $38,000 or 44.7% as a
result of the purchase of a larger portion of the securities portfolio
in tax exempt investments. The Government securities and other debt
securities income was up only $15,000 or 4.5%.
A $155,000 or 20.5% increase in total interest expense was the result of
$6,000,000 growth of deposits, the fact that the greatest amount of
growth occurred in interest bearing deposits and the rising rates of
interest in early 1996.
Based upon management's continuing evaluation of the loan portfolio,
$37,000 has been provided for loan losses in 1996. This addition was
made to maintain the allowance for loan losses at an appropriate level.
On September 30, 1996, the Allowance for Loan Losses represented 1.21%
of the outstanding loan balances. The actual provision for loan and
lease losses was $37,000 for nine months in 1996 versus $60,000 for the
same period in 1995, a decrease of 38.3%.
Non-Interest Income increased by $37,000 to $267,000 for the first nine
months of 1996 compared with 1995, for a 16.1% increase. Service fees
on deposits accounted for two-thirds of this amount with the balance
resulting from ATM fees, customer charges for checks, merchants credit
cards and other income items. There have been $4,000 of security losses
for the nine month period in 1996 compared with a $6,000 loss in the
1995 period.
Salaries of employees and benefits increased $48,000 or 11.3%. Staff
additions to meet the increased volumes of business accounted for the
largest portion of the increase although an increase in the wages of
existing staff averaging approximately 5% in the third quarter also
accounts for some of the increase.
Occupancy Expense for the nine month period ending September 30, 1996
increased $29,000. This primarily may be attributed to first-time
rental expense having been incurred for the ATM/CBCT branch in Summit
Plaza, as well as, higher rent in 1996 at the Calcutta office. Other
Expense increased $56,000 or 16.7% in 1996. Despite a $34,000 decline
in Federal Deposit Insurance premiums, Other Expenses rose as a result
of the costs associated with the introduction of two new services,
Merchant Visa/Mastercard, and Visa Check Card. Also contributing to the
higher level of Other Expenses were increases for audit services,
postage, paper supplies, and collections.
Income tax expense was $133,000 for the first nine months of 1996, which
was an 17.7% or $20,000 increase over the same period of 1995. This
increase in taxes resulted from additional earnings but would have been
greater except for an increase in securities purchased which produce
non-taxable income.
10
<PAGE>
Comparison of the Three Months Ended September 30, 1996 to 1995
---------------------------------------------------------------
The Company had Net Income of $122,000 for the three months ended
September 30, 1996. Compared to the same period of 1995 when Net Income
was $112,000, this marked a $10,000 or 8.9% increase. The Net Interest
Income at $470,000 was up 10.3% over the year before. There was a
$90,000 or 12.9% rise in Interest Income compared with a $46,000 or
17.0% increase in Total Interest Expense. Interest on Loans and Loan
Fees of $567,000 was up $40,000 over the same period of 1995, which was
an increase of 7.6%. The rate of growth of Net Loans at 1.3% had slowed
somewhat in the third quarter of 1996, while deposits grew 3.3% and
there was some shifting out of low interest demand deposits and savings
and there was a shift into relatively higher cost deposits such as Money
Market and Certificates of Deposit. Other components of Interest Income
which had an impact on earnings included Federal Funds Sold income which
was up $18,000 or 58.1%. The Bank had more liquid funds on hand as
deposits were growing more rapidly than loans. A $14,000 increase in
Investment Income represented a 9.3% increase, and was $30,000 or 21.7%
better than the third quarter of 1995.
Total Interest Expense for the third quarter was $317,000 for an
increase over the third quarter of 1995 of $46,000 or 17.0%. This rate
of increase was relatively the same as the first two quarters of 1996.
The Net Interest Income for the quarter at $470,000 was 10.3% higher
than the same quarter of 1995 which was $426,000. The relatively larger
portion of assets in higher yielding loans offset the rising cost of
deposits resulting in the increase in for the quarter.
In order to maintain the allowance for loan losses at an appropriate
level, and after careful evaluation by management of the composition of
the loan portfolio, $13,000 was allotted as the provision for loan
losses. This was $16,000 less than the amount provided in the third
quarter of 1995.
Total Non-Interest Income and Gains/Losses amounted to $81,000 in the
third quarter. This compares with $82,000 in the third quarter of 1995
and is down from the first two quarters of 1996. An increase in fees on
deposit accounts was more than offset by $9,000 drop in Other Income.
This resulted from a $4,300 loss taken on security sales and a $4,600
loss taken on the sale of two OREO properties.
Salaries and Employee Benefits for the three months ended September 30,
1996 were $13,000 or 8.6% higher than the same period in 1995. There
was an additional officer and other staff members on the payroll in this
quarter of 1996 that were not on staff in 1995. Employee salary
increases were granted during the third quarter in the average amount of
5%, and medical and disability insurance expense increased. Part-time
replacements were also used in the third quarter during vacations.
In the third quarter of 1996, Occupancy Expense was $13,000 over the
same quarter of 1995 at $42,000. Higher rental payments accounted for
most of the difference.
11
<PAGE>
Comparison of the Three Months Ended September 30, 1996 to 1995
(Continued)
---------------------------------------------------------------
Other Expenses were $138,000 for the third quarter which was up $24,000
from the same period of 1995. Audit expenses were up due to special
audit fees in the third quarter of 1996 for services including the
formation of the holding company, and because of the Merchant Visa/
MasterCard program, repossession costs and a home equity promotion in
which the Bank paid customer closing costs.
The Net Current Earnings before Taxes was $162,000 for the third
quarter. This was $12,000 over the same period in 1995 for an increase
of 8.0%. The Income Tax Provision was $40,000 which was $2,000 more
than the same quarter in 1995.
LIQUIDITY AND CASH FLOWS
------------------------
The liquidity of a banking institution reflects its ability to provide
funds to meet loan requests, to accommodate the possible outflows of
deposits and to take advantage of interest rate market opportunities. It
requires continuous analysis by management in order to match the
maturities of short-term loans and investments with the various types of
deposits and borrowings. Bank liquidity is normally considered in terms
of the nature and mix of the bank's sources and uses of funds.
The Consolidated Statement of Cash Flows for the nine month period ended
September 30, 1996 indicates an increase in Cash and Cash Equivalents
from September 30, 1995, of $3,085,000 to $7,157,000. Operating
Activities produced a positive $340,000 increase and Investing
Activities used $243,000 less cash than in the prior nine month period.
A significant increase in deposits was responsible for the $2.8 million
increase in Net Cash provided by Financing Activities.
Management is not aware of any known trends, events or uncertainties
that would have a material effect on either the liquidity, capital
resources or operations of the Company. Management is not aware of any
current recommendations by the regulatory authorities which, if
implemented, would have a material effect on the liquidity, capital
resources or operations of the Company.
However, a recent decision of the Federal Deposit Insurance Corporation
will require banks to help retire a debt of FICO which was established
to cover the losses of failed Savings & Loan Associations of the thrift
industry, and this payment of extra premiums will begin effective
January 1, 1997.
12
<PAGE>
RISK ELEMENTS
-------------
The following schedule presents the non-performing assets at September 30,
1996, and December 31, 1995.
September 30, 1996 December 31, 1995
------------------ -----------------
(dollars in thousands)
Non-performing loans
Loans past due 90 days
or more $ 190 $ 270
Non-accrual loans 111 48
----- -----
Total non-performing loans 301 318
----- -----
Other non-performing assets
Other real estate owned 56 111
Repossessed assets - -
----- -----
Total other non-performing
assets 56 111
----- -----
Total non-performing assets $ 357 $ 429
===== =====
Non-performing loans as a
percentage of total loans 1.33% 1.44%
Non-performing assets as a
percentage of total loans
and other non-performing assets 1.56% 1.93%
During the nine month period ended September 30, 1996, loans increased
$875,000 or 4.0% while the allowance for loan losses increased $12,000
or 4.5% since December 31, 1995. The percentage of allowance for loan
losses to loans outstanding stood at 1.21% on September 30, 1996.
The relationship between the allowance for loan losses and outstanding
loans is a function of the credit quality and known risks attributed to
the loan portfolio. An on-going loan review program and credit approval
process is used to maintain credit quality. Management performs a
quarterly evaluation of the allowance for loan losses which incorporates
internal loan review, actual historical losses, negative economic trends
in the local and national market and other pertinent factors. The
evaluation is presented to and approved by the Board of Directors of the
Bank. Management, through the use of the quarterly evaluation process,
believes that the allowance was at an adequate level as of September 30,
1996.
13
<PAGE>
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings
NONE
Item 2 _ Changes in rights of the Company's Security holders
NONE
Item 3 - Defaults by the Company on its senior securities
NONE
Item 4 - Results of votes of security holders
NONE
Item 5 - Other information
NONE
Item 6 - Exhibits and Reports on Form 8-K
NONE
14
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
Tri - State 1st Bank, Inc.
(Registrant)
Date: By: /s/ Charles B. Lang
-------------------------
November 11, 1996 Charles B. Lang
President and Chief Executive Officer
Date: By: /s/ Keith R. Clutter
--------------------------
November 11, 1996 Keith R. Clutter
Secretary
15
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1996
<CASH> 3,079
<INT-BEARING-DEPOSITS> 28
<FED-FUNDS-SOLD> 4,050
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 9,275
<INVESTMENTS-CARRYING> 2,338
<INVESTMENTS-MARKET> 2,320
<LOANS> 22,992
<ALLOWANCE> 278
<TOTAL-ASSETS> 43,266
<DEPOSITS> 38,788
<SHORT-TERM> 304
<LIABILITIES-OTHER> 245
<LONG-TERM> 0
0
0
<COMMON> 1,284
<OTHER-SE> 2,645
<TOTAL-LIABILITIES-AND-EQUITY> 43,266
<INTEREST-LOAN> 1,691
<INTEREST-INVEST> 468
<INTEREST-OTHER> 116
<INTEREST-TOTAL> 2,275
<INTEREST-DEPOSIT> 894
<INTEREST-EXPENSE> 911
<INTEREST-INCOME-NET> 1,364
<LOAN-LOSSES> 37
<SECURITIES-GAINS> (4)
<EXPENSE-OTHER> 1,093
<INCOME-PRETAX> 501
<INCOME-PRE-EXTRAORDINARY> 501
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 368
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<YIELD-ACTUAL> 3.55
<LOANS-NON> 111
<LOANS-PAST> 190
<LOANS-TROUBLED> 87
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 266
<CHARGE-OFFS> 38
<RECOVERIES> 13
<ALLOWANCE-CLOSE> 278
<ALLOWANCE-DOMESTIC> 160
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 118
</TABLE>
