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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission file number 0-21939
Pennwood Bancorp, Inc.
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(Exact Name of Small Business Issuer as Specified in Its Charter)
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Pennsylvania 25-1783648
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(State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer
Identification No.)
683 Lincoln Avenue
Pittsburgh, Pennsylvania 15202
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(Address of Principal Executive Offices) (Zip Code)
</TABLE>
(412) 761-1234
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(Registrant'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. Yes x No
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS:
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: 610,128
Transitional Small Business Disclosure Format (check one):
Yes No X
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PENNWOOD BANCORP, INC.
TABLE OF CONTENTS
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PAGE
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PART I. FINANCIAL INFORMATION
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ITEM 1. FINANCIAL STATEMENTS.
Consolidated Balance Sheets (As of March 31, 1997 (unaudited)
and June 30, 1996) 3
Consolidated Statements of Income (For the three and nine months
ended March 31, 1997 and 1996 (unaudited)) 4
Consolidated Statements of Cash Flows (For the nine months
ended March 31, 1997 and 1996 (unaudited)) 5
Notes to Consolidated Financial Statements 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS. 10
PART II. OTHER INFORMATION
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ITEM 1. LEGAL PROCEEDINGS. 13
ITEM 2. CHANGES IN SECURITIES. 13
ITEM 3. DEFAULTS UPON SENIOR SECURITIES. 13
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS. 13
ITEM 5. OTHER INFORMATION. 14
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. 14
SIGNATURES
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2
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PENNWOOD BANCORP, INC.
CONSOLIDATED BALANCE SHEETS
(Dollars in Thousands)
<TABLE>
<CAPTION>
MARCH 31, JUNE 30,
ASSETS 1997 1996
------ ---- ----
(Unaudited)
<S> <C> <C>
Cash and amounts due from depository institutions $500 $513
Money market investments at cost which approximates
market value 3,346 9,293
Federal funds sold 300 300
Investment and mortgage-backed securities:
Available-for-sale (Amortized cost of $19,083 and $10,380) 18,872 10,266
Held-to-maturity (Market value of $718 and $3,001) 712 2,984
Loans receivable, net 22,058 21,168
Real estate owned, net 71 166
Federal Home Loan Bank stock 190 181
Premises and equipment, net 1,105 1,153
Accrued interest receivable 469 341
Prepaid expenses and other assets 306 535
--- ---
Total assets $47,929 $46,900
======= =======
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
Liabilities:
Savings deposits $36,413 $37,333
Advances from borrowers for taxes and insurance 173 276
Accrued interest payable 358 395
Borrowed funds 1,472 0
Deposit on stock subscription rights 0 4,569
Accrued expenses and other liabilities 179 251
--- ---
Total liabilities 38,595 42,824
Shareholders' Equity:
Common Stock, $.01 par value; 4,000,000 shares authorized; 6 0
610,128 issued and outstanding at March 31, 1997.
Additional paid-in capital 5,622 0
Retained earnings, substantially restricted 4,296 4,149
Unearned ESOP shares (451) 0
Unrealized (loss) on securities available-for-sale (139) (73)
---- ---
Total shareholders' equity 9,334 4,076
Total liabilities and shareholders' equity $47,929 $46,900
======= =======
</TABLE>
See accompanying notes to unaudited consolidated financial statements
3
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PENNWOOD BANCORP, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(Dollars in Thousands except Per Share Amount)
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<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
MARCH 31, MARCH 31,
1997 1996 1997 1996
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<S> <C> <C> <C> <C>
Interest income:
Loans $522 $570 $1,583 $1,793
Investment securities 319 174 849 496
Mortgage backed securities 36 1 121 2
Federal funds sold & other investments 4 15 18 90
Money market investments 33 58 180 171
-- -- --- ---
Total interest income 914 818 2,751 2,552
Interest expense:
Interest on savings deposits 393 423 1,183 1,297
Interest on borrowed funds 24 0 54 0
-- - -- -
Total interest expense 417 423 1,237 1,297
Net interest income 497 395 1,514 1,255
Provision for loan losses 15 26 23 54
Net interest income after provision -- -- -- --
for loan losses 482 369 1,491 1,201
Other income:
Service charges 9 16 28 45
Other 18 9 53 26
-- - -- --
Total other income 27 25 81 71
Other expenses:
Compensation and employee benefits 148 124 439 370
Premises and occupancy costs 57 53 162 155
Federal insurance premiums 6 24 33 68
SAIF assessment 0 0 247 0
Data processing expense 21 19 59 60
Net loss on real estate owned 3 0 40 43
Other operating expenses 99 51 295 192
-- -- --- ---
Total other expenses 334 271 1,275 888
Income before income taxes 175 123 297 384
Provision for income taxes 54 48 66 139
Net income $121 $75 $231 $245
==== === ==== ====
Primary / fully diluted earnings per share $.22 N/A $.41 N/A
Dividend declared per share $.07 N/A $.14 N/A
</TABLE>
See accompanying notes to unaudited consolidated financial statements
4.
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PENNWOOD BANCORP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in Thousands)
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<CAPTION>
NINE MONTHS ENDED
MARCH 31,
--------------------
OPERATING ACTIVITIES: 1997 1996
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Net Income $231 $245
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation expense 40 44
Provision for loan and real estate owned losses 63 54
Increase in accrued interest receivable (128) (30)
(Increase) decrease in prepaid expenses and other assets 229 (85)
(Decrease) increase in accrued interest payable (37) 23
Decrease in deposits on stock subscription rights (4,659) 0
Other, net (62) 22
---- --
Total adjustments (4,554) 28
Net cash (used) provided by operating activities (4,323) 273
INVESTING ACTIVITIES:
---------------------
Purchases of premises and equipment 4 0
Purchases of investment and mortgage-backed securities
available-for-sale (10,941) (8,743)
Purchases of investment and mortgage-backed securities
held-to-maturity 0 (200)
Proceeds from maturities of investment and mortgage-backed
securities held-to-maturity 1,500 2,100
Proceeds from sale of investment and mortgage-backed
securities available-for-sale 0 0
Proceeds from maturities and principal repayments of
investment and mortgage-backed securities available-
for-sale 2,900 2,550
Proceeds of sale of real estate owned 55 111
(Purchase) of FHLB Stock (10) (60)
Net (increase) decrease in loans receivable (890) 1,029
Other, net 12 0
-- -
Net cash used by investing activities (7,370) (3,213)
FINANCING ACTIVITIES:
---------------------
Net decrease in passbook, club, money market and
NOW accounts (371) (672)
Net (decrease) increase in certificates of deposit accounts (550) 336
Net decrease in advances from borrowers for
taxes and insurance (103) (144)
Increase in borrowed funds 1,472 0
Issuance of common stock, net 5,804 0
Dividends paid (43) 0
Stock acquired for employee stock ownership plan (476) 0
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Net cash (used) provided by financing activities 5,733 (480)
Net decrease in cash and cash equivalents (5,960) (3,420)
Cash and cash equivalents, beginning of period 10,106 10,625
------ ------
Cash and cash equivalents, end of period 4,146 7,205
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</TABLE>
See accompanying notes to unaudited consolidated financial statements
5.
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PENNWOOD BANCORP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS, CONTINUED
(Unaudited)
(Dollars in Thousands)
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<CAPTION>
NINE MONTHS ENDED
MARCH 31,
----------------------
1997 1996
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Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest on savings deposits $1,138 $1,274
====== ======
Income taxes $50 $120
=== ====
Supplemental schedule of noncash investing activities:
Loan transferred to real estate owned $0 $141
== ====
</TABLE>
See accompanying notes to unaudited consolidated financial statements
6.
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PENNWOOD BANCORP, INC.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
Note 1 - Basis of Presentation
The accompanying unaudited financial statements have been prepared in
accordance with instructions to Form 10-QSB. Accordingly, they do not include
all of the information and footnotes required by generally accepted accounting
principles for complete financial statements. However, such information
presented reflects all adjustments (consisting solely of normal recurring
adjustments) which are, in the opinion of management, necessary for a fair
statement of results for the interim periods.
The results of operations for the three months and nine months ended March 31,
1997 are not necessarily indicative of the results to be expected for the year
ending June 30, 1997. The unaudited consolidated financial statements and
notes thereto should be read in conjunction with the audited financial
statements and notes thereto for the year ended June 30, 1996.
Note 2 - Principles of Consolidation
The accompanying unaudited financial statements of Pennwood Bancorp, Inc. ("the
Company") include the accounts of the Company and its wholly-owned subsidiary,
Pennwood Savings Bank (the "Savings Bank). All significant intercompany
transactions have been eliminated in consolidation.
Note 3 - Conversion to Stock Form of Ownership
On February 20, 1996, as amended on April 6, 1996, the Board of Trustees
adopted a plan of conversion whereby the Savings Bank would be converted from a
Pennsylvania mutual savings bank to a Pennsylvania stock savings bank. The
conversion was completed on July 12, 1996, and the Savings Bank issued 610,128
shares of common stock resulting in $6,101,280 in gross proceeds to the Savings
Bank. Costs of the common stock offering of approximately $477,000 were
deducted from the offering proceeds.
On January 27, 1997, the Savings Bank completed its Reorganization into the
holding form of ownership (the "Reorganization"), whereby each outstanding
share of common stock of the Savings Bank was converted into common stock of
the Company and the Company acquired all the capital stock of the Savings Bank.
At the completion of the conversion to stock form, the Savings Bank established
a liquidation account in the amount of retained earnings set forth in the
offering circular utilized in the conversion. The liquidation account will be
maintained for the benefit of eligible savings account holders who maintain
deposit accounts in the Savings Bank after conversion. In the event of a
complete liquidation (and only in such event), each eligible savings account
holder will be entitled to receive a liquidation distribution from the
liquidation account in the amount of the then current adjusted balance of
deposit accounts held, before any liquidation distribution may be made with
respect to the common shares. Except for the repurchase of stock and payment
of dividends by the Savings Bank, the existence of the liquidation account will
not restrict the use or further application of such retained earnings.
The Savings Bank may not declare or pay a cash dividend on, or repurchase any
of its common shares if the effect thereof would cause the Company's
stockholders' equity to be reduced below either the amount required for the
liquidation account or the regulatory capital requirements for insured
institutions.
Note 4 - Earnings Per Share
Earnings per share ("EPS") is computed by dividing net income or loss by the
weighted average number of common shares and common stock equivalents
outstanding during the period. Such shares amounted to
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561,318 at March 31, 1997. Shares outstanding for the three months and nine
months ended March 31, 1997, do not include 48,810 of ESOP shares that were
purchased and unallocated during the three months and nine months ended March
31, 1997, in accordance with SOP 93-6 "Employers Accounting for Employee Stock
Ownership Plans." There were no common stock equivalents outstanding during
the three months and nine months ended March 31, 1997.
For the three months and nine months ended March 31, 1996, the provisions of
Accounting Principles Board Opinion No. 15, "Earnings Per Share," are not
applicable as the Company converted to the stock form of ownership in July,
1996.
On March 19, 1997, the Company declared a quarterly dividend of $.07 per share,
payable on April 15, 1997, to shareholders of record of March 31, 1997.
Note 5 - Special Deposit Insurance Assessment
On September 30, 1996, congressional legislation was enacted which is designed
to recapitalize the Savings Association Insurance Fund ("SAIF") and to
eliminate the substantial deposit premium disparity between Bank Insurance Fund
and SAIF-insured institutions. This legislation imposed a one-time assessment
on all SAIF-insured deposits as of March 31, 1995. This assessment totaled
$247,000 and is reflected in the other expenses section of the consolidated
statement of income for the nine months ended March 31, 1997.
Note 6 - Employee Stock Ownership Plan ("ESOP")
In connection with the conversion to stock form of ownership, the Company
formed an ESOP. The ESOP covers employees who have completed at least 1000
hours of service during a twelve month period and have attained the age of 21.
The ESOP borrowed $488,000 from an independent third party lender to fund the
purchase of 48,810 shares or 8% of the shares issued in the conversion. The
loan to the ESOP will be repaid from scheduled discretionary cash contributions
from the Company sufficient to service the debt over a ten year period. Shares
are released and allocated to the participants on the basis of a compensation
formula. Compensation expense for the three months and nine months ended March
31, 1997, was approximately $17,000 and $44,000.
Note 7 - Recent Accounting Pronouncements
On January 1, 1997, FAS No. 125, "Accounting for Transfers and Servicing of
Financial Assets and Extinguishments of Liabilities," became effective. FAS
No. 125 establishes the criteria for distinguishing transfers of financial
assets that are sales from transfers that are secured borrowings. FAS No. 125
supersedes several accounting standards including FAS No. 122, "Accounting for
Mortgage Servicing Rights." The adoption of FAS No. 125 was immaterial to the
Company's financial position and results of operations.
In February, 1997, the Financial Accountings Standards Board issued FAS No.
128, "Earnings per Share." This statement simplifies the computation of
earnings per share (EPS) and makes the U.S. standard for computing EPS more
compatible with the EPS standards of other countries. The Company currently
presents EPS as computed under APB Opinion No. 15. Opinion No. 15 requires
entities with complex capital structures to present both primary and fully
diluted EPS. Primary EPS is based on common shares outstanding and securities
that are common stock equivalents. Fully diluted EPS is based on common shares
outstanding and all potential issuances of common stock that would reduce EPS.
FAS No. 128 supersedes Opinion No. 15 and requires that basic EPS and diluted
EPS be presented. Basic EPS will be based on only the weighted average number
of common shares outstanding during the period, without considering any
dilutive items. Diluted EPS will be essentially the same under both FAS No.
128 and Opinion No. 15, with some minor computational differences. This
statement is effective for financial statements for both interim and annual
periods ending after December 15, 1997. Earlier application is not permitted.
8
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In February, 1997, the Financial Accounting Standards Board issued FAS No. 129,
"Disclosure of Information about Capital Structure." FAS No. 129 summarizes
previously issued disclosure guidance contained within APB Opinions No. 10 and
15, as well as FAS No. 47. There will be no changes to the Company's
disclosures pursuant to the adoption of FAS No. 129. This statement is
effective for financial statements for periods ending after December 15, 1997.
9
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
GENERAL
Pennwood Bancorp, Inc. (the "Company") is the holding company for the
Pennwood Savings Bank (the "Savings Bank"). The operating results of the
Savings Bank depend primarily upon its net interest income, which is determined
by the difference between interest income on interest-earning assets, which
consist principally of loans, investment securities and other investments, and
interest expense on interest-bearing liabilities, which consist principally of
deposits and borrowed money. The Savings Bank's net income also is affected by
its provision for loan losses, as well as the level of its other income,
including loan fees and service charges and miscellaneous items, and its other
expenses, including compensation and other employee benefits, premises and
occupancy costs, federal deposit insurance premiums, data processing expense,
net loss on real estate owned and other miscellaneous expenses, and income
taxes.
On July 12, 1996, the Savings Bank completed its conversion from the
mutual to the stock form (the "Conversion"). In the Conversion, the Savings
Bank issued 610,128 shares of common stock, which resulted in net proceeds to
the Savings Bank of approximately $5.7 million. On January 27, 1997, the
Savings Bank completed its Reorganization into the holding company form of
ownership (the "Reorganization"), whereby each outstanding share of common
stock of the Savings Bank was converted into common stock of the Company and
the Company acquired all the capital stock of the Savings Bank.
FINANCIAL CONDITION
At March 31, 1997, the Company's total assets amounted to $47.9 million
compared to $46.9 million at June 30, 1996. Investment securities increased by
$6.3 million or 47.5% and money market investments decreased by $5.9 million or
64.0%, primarily due to the deployment of the funds raised in the Conversion,
which was completed in July, 1996.
Net loans receivable increased by $890,000 or 4.2% due to an increase in
mortgage loans of $626,000 and an increase in consumer loans of $264,000. Real
estate owned declined during the period by 57.2% from $166,000 at June 30,
1996, to $71,000 on March 31, 1997. Non-performing loans decreased from
$506,000 on June 30, 1996 to $472,000 on March 31, 1997, an improvement of
6.72%.
Savings deposits decreased $920,000, or 2.5% to $36.4 million at March 31,
1997, compared to $37.3 million at June 30, 1996. This was due primarily to
$1.2 million of deposits which were withdrawn from the Savings Bank and
invested in stock in the Conversion.
Borrowings totaled $1.5 million at March 31, 1997 compared to none at June
30, 1996. A loan to provide the funds for the purchase of shares for the
Company's
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Employee Stock Ownership Plan ("ESOP") accounts for $472,000 of the borrowed
funds. The ESOP loan is for a term of ten years and carries an interest rate
of 8.25%. The remaining borrowed money is in the form of a $1.0 million
convertible advance from the FHLB of Pittsburgh. Term of the loan is five
years and the interest rate is 5.78%, with the conversion option being
exercisable after two years. Funds from the advance were used to purchase a
security. The security is an agency note with a yield to maturity of 7.54% and
two year call protection.
RESULTS OF OPERATIONS
GENERAL. The Company reported net income of $121,000 and $231,000 during
the three and nine months ended March 31, 1997, respectively, compared to
$75,000 and $245,000, during the three and nine months ended March 31, 1996.
The increase in net income for the three month period was primarily due to an
increase in net interest income to $497,000 from $395,000 and a decrease in
interest expense on deposits to $393,000 from $423,000 a year earlier. The
decline in earnings for the nine month period over the prior year period was
primarily due to the special assessment of $247,000 to recapitalize the Savings
Association Insurance Fund ("SAIF"), which occurred on September 30, 1996.
Without the special assessment, net income would have totaled $366,000, for the
nine months ended March 31, 1997, an increase of $121,000 from the comparable
1996 period.
INTEREST INCOME. Interest income increased $96,000 or 11.7% and $199,000
or 7.8% during the three and nine months ended March 31, 1997, respectively,
compared to the same periods in fiscal 1996. The increases were primarily due
to an increase in interest income on investment securities and mortgage backed
securities resulting from an increase in purchases and an increase in the
average yield earned on the securities portfolio from 6.90% and 6.58% for the
three and nine months ended March 31, 1996, respectively, to 7.38% and 7.31%
for the same periods ended March 31, 1997. The increase in interest income
from securities was partially offset by a reduction in interest income from
loans, which declined to $522,000 and $1.6 million from $570,000 and $1.8
million during the prior year periods.
INTEREST EXPENSE. Interest expense decreased $6,000 or 1.4% and $60,000
or 4.6% during the three and nine months ended March 31, 1997, respectively,
compared to the same periods in the prior fiscal year. Such decreases were
primarily due to a decrease in the average cost of interest bearing
liabilities, to 4.47% and 4.52% for the three and nine months ended March 31,
1997, respectively, from 4.55% and 4.65% for the same periods ended March 31,
1996.
PROVISION FOR LOAN LOSSES. Provision for loan losses declined to $15,000
and $23,000 for the three and nine months ended March 31, 1997, respectively,
compared to $26,000 and $54,000 in the prior year periods. Non-performing
loans declined by $34,000 or 6.72% for the nine months ended March 31, 1997.
11
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NONINTEREST INCOME. Noninterest income increased by $2,000 or 8.0% and
$10,000 or 14.1% for the three and nine months ended March 31, 1997,
respectively, compared to the three and nine months ended March 31, 1996. Such
increases were primarily due to increases in miscellaneous sources of other
income.
NONINTEREST EXPENSES. Noninterest expenses increased by $63,000 or 23.3%
for the three months ended March 31, 1997. The increase was primarily
attributable to legal expenses relating to the formation of the Company.
Noninterest expense for the nine months ended March 31, 1997, increased by
$387,000 or 43.0%, due primarily to the one time assessment of $247,000 to
recapitalize the SAIF insurance fund.
PROVISION FOR INCOME TAXES. The Company incurred provisions for income
taxes of $54,000 and $66,000 during the three and nine months ending March 31,
1997, respectively, compared with $48,000 and $139,000 for the comparable
periods in the prior fiscal year. A tax credit of $112,000 from the SAIF
assessment lowered the tax provisions for the current fiscal year.
LIQUIDITY AND CAPITAL RESOURCES
The Company's primary sources of funds are deposits, repayments,
prepayments and maturities of outstanding loans, maturities of investment
securities and other short term investments and funds provided from operations.
While scheduled loan repayments and maturing investment securities and short
term investments are relatively predictable sources of funds, deposit flows and
loan prepayments are greatly influenced by the movement of interest rates,
economic conditions and competition. The Company prices its savings deposits
to maintain appropriate levels of savings deposits. In addition, the Company
invests in short term investment securities and interest earning assets which
provide liquidity to meet lending requirements. Although the Company's
deposits have historically represented the majority of its total liabilities,
the Company also utilizes borrowings in the form of advances from the Federal
Home Loan Bank of Pittsburgh. At March 31, 1997, the Company had $1.0 million
of outstanding advances from the FHLB of Pittsburgh.
As of March 31, 1997, the Savings Bank's regulatory capital was well in
excess of all applicable regulatory requirements. At March 31, 1997, the
Savings Bank's Tier 1 risk-based, total risk-based and Tier 1 leverage capital
ratios amounts to 38.14%, 39.39% and 19.76%, respectively, compared to
regulatory requirements of 4.0%, 8.0% and 4.0%, respectively.
12
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PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
Not applicable.
Item 2. Changes in Securities.
Not applicable.
Item 3. Defaults Upon Senior Securities.
Not applicable.
Item 4. Submission of Matters to a Vote of Security-Holders.
(a) A special meeting of stockholders of the Company was held on
March 26, 1997 (the "Special Meeting").
(b) Not applicable.
(c) There were 610,128 shares of Common Stock of the Company eligible
to be voted at the Special Meeting and 459,567 shares were represented at the
meeting by the holders thereof, which constituted a quorum. The items voted
upon at the Special Meeting and the vote for each proposal were as follows:
1. Proposal to approve the adoption of the 1997 Stock Option Plan:
FOR AGAINST ABSTAIN
--- ------- -------
390,167 66,300 3,100
2. Proposal to approve the adoption of the 1997 Recognition and
Retention Plan:
FOR AGAINST ABSTAIN
--- ------- -------
390,267 66,100 3,200
The proposals were adopted by the stockholders of the Company.
(d) Not applicable.
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Item 5. Other Information.
Not applicable.
Item 6. Exhibits and Reports on Form 8-K.
a) Not applicable.
b) No Form 8-K reports were filed during the quarter.
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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.
PENNWOOD BANCORP, INC.
Date: May 13, 1997 By: /s/ Paul S. Pieffer
-----------------------------------------
Paul S. Pieffer, President and
Chief Executive Officer
Date: May 13, 1997 By: /s/ James W. Kihm
-----------------------------------------
James W. Kihm, Vice President and
Secretary (principal financial officer)
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-END> MAR-31-1997
<CASH> 500
<INT-BEARING-DEPOSITS> 3346
<FED-FUNDS-SOLD> 300
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 18872
<INVESTMENTS-CARRYING> 712
<INVESTMENTS-MARKET> 718
<LOANS> 22058
<ALLOWANCE> 313
<TOTAL-ASSETS> 47929
<DEPOSITS> 36413
<SHORT-TERM> 173
<LIABILITIES-OTHER> 537
<LONG-TERM> 1472
0
0
<COMMON> 6
<OTHER-SE> 9328
<TOTAL-LIABILITIES-AND-EQUITY> 47929
<INTEREST-LOAN> 1583
<INTEREST-INVEST> 970
<INTEREST-OTHER> 198
<INTEREST-TOTAL> 2751
<INTEREST-DEPOSIT> 1183
<INTEREST-EXPENSE> 1237
<INTEREST-INCOME-NET> 1514
<LOAN-LOSSES> 23
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1275
<INCOME-PRETAX> 297
<INCOME-PRE-EXTRAORDINARY> 297
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 231
<EPS-PRIMARY> 0.41
<EPS-DILUTED> 0.41
<YIELD-ACTUAL> 8.29
<LOANS-NON> 329
<LOANS-PAST> 143
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 337
<CHARGE-OFFS> 57
<RECOVERIES> 10
<ALLOWANCE-CLOSE> 313
<ALLOWANCE-DOMESTIC> 313
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
