<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
------------------------
FORM 10-Q
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended June 30, 1997
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 1-14364
Acadiana Bancshares,Inc.
(Exact Name of Registrant as Specified in Its Charter)
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<S> <C>
Louisiana 72-1317124
- - --------------------------------------------------------------- -----------------
(State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer
Identification No.)
101 West Vermilion Street
Lafayette, Louisiana 70501
- - --------------------------------------------------------------- ----------------
(Address of Principal Executive Offices) (Zip Code)
</TABLE>
(318)232-4631
----------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
-------- --------
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:
As of August 8, 1997, 2,731,250 shares of the Registrant's common stock were
issued, 7,000 shares were held in treasury, and 2,724,250 shares were
outstanding. Of that total, 218,500 shares are held by the Registrant's Employee
Stock Ownership Plan, of which 196,608 were not committed to be released.
1
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ACADIANA BANCSHARES, INC.
TABLE OF CONTENTS
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<CAPTION>
PAGE
---------
<S> <C> <C>
Part I. Financial Information
Item 1. Financial Statements
Consolidated Statements of Financial Condition
(As of June 30, 1997 and December 31, 1996)................................................. 3
Consolidated Statements of Operations (For the three and six
months ended June 30, 1997 and 1996)........................................................ 4
Consolidated Statements of Stockholders' Equity (For the six
months ended June 30, 1997 and 1996)........................................................ 5
Consolidated Statements of Cash Flows (For the six months
ended June 30, 1997 and 1996)............................................................... 6
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
Item 1. Legal Proceedings........................................................................... 19
Item 2. Changes in Securities....................................................................... 19
Item 3. Defaults Upon Senior Securities............................................................. 19
Item 4. Submission of Matters to a Vote of Security Holders......................................... 19
Item 5. Other Information........................................................................... 19
Item 6. Exhibits and Reports on Form 8-K............................................................ 19
Signatures ............................................................................................ 20
</TABLE>
2
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ACADIANA BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(IN THOUSANDS, EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
1997 1996
---------- ------------
<S> <C> <C>
ASSETS:
Cash and cash equivalents:
Cash and amounts due from banks...................................................... $ 788 $ 1,234
Interest bearing deposits............................................................ 7,380 18,550
---------- ------------
Total.............................................................................. 8,168 19,784
Investment securities:
Held for trading..................................................................... 389 --
Available for sale................................................................... 23,991 20,539
Mortgage-backed securities:
Held-to-maturity (market value of $12,935 and $12,938, respectively)................. 12,947 13,087
Available for sale................................................................... 19,627 21,566
Loans receivable, net.................................................................. 194,960 182,724
Premises and equipment, net............................................................ 2,030 1,827
Real estate owned, net................................................................. 27 75
Federal Home Loan Bank stock, at cost.................................................. 1,831 1,778
Accrued interest receivable............................................................ 1,692 1,551
Other assets........................................................................... 1,338 1,443
---------- ------------
Total Assets....................................................................... $ 267,000 $ 264,374
---------- ------------
---------- ------------
LIABILITIES:
Deposits............................................................................... $ 189,482 $ 193,450
Advances from Federal Home Loan Bank................................................... 29,250 22,250
Accrued interest payable on deposits................................................... 85 47
Advance payments by borrowers for taxes and insurance.................................. 514 441
Accrued other liabilities.............................................................. 1,055 869
Dividends payable...................................................................... 226 226
---------- ------------
Total Liabilities...................................................................... $ 220,612 $ 217,283
---------- ------------
STOCKHOLDERS' EQUITY:
Preferred Stock of $.01 par value, authorized 5,000,000 shares, none issued or
outstanding
Common Stock of $.01 par value, authorized 20,000,000 shares, issued and
outstanding 2,731,250 shares......................................................... $ 27 $ 27
Paid In Capital........................................................................ 31,889 31,827
Retained Earnings...................................................................... 18,288 17,344
Unearned Common Stock Held by ESOP..................................................... (2,359) (2,490)
Unearned Common Stock Held by RRP Trust................................................ (1,716) --
Unrealized gain on securities available for sale, net of deferred taxes................ 259 383
---------- ------------
Total Stockholders' Equity......................................................... $ 46,388 $ 47,091
---------- ------------
Total Liabilities and Stockholders' Equity......................................... $ 267,000 $ 264,374
---------- ------------
---------- ------------
</TABLE>
See Notes to Consolidated Financial Statements
3
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ACADIANA BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
FOR THE THREE MONTHS FOR THE SIX MONTHS
ENDED JUNE 30, ENDED JUNE 30,
-------------------- --------------------
<S> <C> <C> <C> <C>
1997 1996 1997 1996
--------- --------- --------- ---------
Interest income:
Loans.................................................................... $ 3,843 $ 3,509 $ 7,600 $ 6,856
Mortgage-backed securities............................................... 593 664 1,204 1,356
Investment securities.................................................... 534 210 917 308
Interest-bearing deposits................................................ 66 75 268 248
--------- --------- --------- ---------
Total interest income.................................................. $ 5,036 $ 4,458 $ 9,989 $ 8,768
--------- --------- --------- ---------
Interest expense:
Deposits................................................................. $ 2,292 $ 2,633 $ 4,586 $ 5,278
Advances from FHLB....................................................... 363 66 664 72
--------- --------- --------- ---------
Total interest expense................................................. 2,655 2,699 5,250 5,350
--------- --------- --------- ---------
Net interest income........................................................ 2,381 1,759 4,739 3,418
Provision for loan losses.................................................. 45 45 90 90
--------- --------- --------- ---------
Net interest income after provision for loan losses........................ 2,336 1,714 4,649 3,328
--------- --------- --------- ---------
Non-interest income:
Loan fees and service charges............................................ $ 24 $ 36 $ 61 $ 84
Servicing fees on loans sold............................................. 15 14 31 30
Deposit fees and service charges......................................... 190 136 368 269
Investment securities gains, net......................................... 16 -- 24 --
Loss on fixed rate loans................................................. -- (13) (1) (3)
Other income............................................................. 17 74 40 121
--------- --------- --------- ---------
Total non-interest income.............................................. $ 262 $ 247 $ 523 $ 501
--------- --------- --------- ---------
Non-interest expense:
Salaries and employee benefits........................................... $ 770 $ 623 $ 1,530 $ 1,286
Occupancy................................................................ 87 77 166 135
Depreciation............................................................. 74 83 150 150
Net costs of real estate owned........................................... (11) 33 (35) 82
Federal deposit insurance premiums....................................... 31 118 62 234
Advertising expense...................................................... 99 65 142 106
Consulting expense....................................................... 31 27 51 99
Bank share tax expense................................................... 76 -- 152 --
Other expenses........................................................... 475 388 817 774
--------- --------- --------- ---------
Total non-interest expense............................................. $ 1,632 $ 1,414 $ 3,035 $ 2,866
--------- --------- --------- ---------
Income before income taxes................................................. $ 966 $ 547 $ 2,137 $ 963
Income tax expense......................................................... 341 200 741 332
--------- --------- --------- ---------
Net income................................................................. $ 625 $ 347 $ 1,396 $ 631
--------- --------- --------- ---------
--------- --------- --------- ---------
Income per common share.................................................... $ 0.26 N/A $ 0.57 N/A
</TABLE>
See Notes to Consolidated Financial Statements
4
<PAGE>
ACADIANA BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(IN THOUSANDS, EXCEPT SHARE DATA)
<TABLE>
<CAPTION>
UNEARNED
UNEARNED COMMON NET
COMMON STOCK COMMON STOCK UNREALIZED TOTAL
----------------------- PAID IN RETAINED STOCK HELD HELD BY GAIN (LOSS) STOCKHOLDERS'
SHARES AMOUNT CAPITAL EARNINGS BY ESOP RRP TRUST ON SECURITIES EQUITY
---------- ----------- --------- --------- ----------- ----------- ------------- ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Balance, January 1, 1996... $ 16,996 $ 701 $ 17,697
Net Income................. 631 631
Change in Unrealized Gain
on Securities Available
for Sale, Net of Deferred
Taxes.................... -- (577) (577)
------- --------- --------- ----------- ----------- --------- ------------
Balance, June 30, 1996..... $ -- $ -- $ 17,627 $ -- $ 124 $ 17,751
------- --------- --------- ----------- ----------- --------- ------------
------- --------- --------- ----------- ----------- --------- ------------
Balance, January 1, 1997... 2,731,250 $ 27 $ 31,827 $ 17,344 $ (2,490) -- $ 383 $ 47,091
Net Income................. 1,396 1,396
Cash Dividends Declared.... (452) (452)
Common Stock Released by
ESOP Trust............... 62 131 193
Common Stock Acquired by
Recognition and Retention
Plan Trust............... (1,830) (1,830)
Common Stock Earned by
Participants of
Recognition and Retention
Plan Trust............... 114 114
Change in Unrealized Gain
on Securities Available
for Sale, Net of Deferred
Taxes.................... (124) (124)
------- --------- --------- ----------- ----------- --------- ------------
Balance, June 30, 1997..... 2,731,250 $ 27 $ 31,889 $ 18,288 $ (2,359) $ (1,716) $ 259 $ 46,388
------- --------- --------- ----------- ----------- --------- ------------
------- --------- --------- ----------- ----------- --------- ------------
</TABLE>
See Notes to Consolidated Financial Statements
5
<PAGE>
ACADIANA BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
<TABLE>
<CAPTION>
FOR THE SIX MONTHS ENDED
------------------------
JUNE 30, JUNE 30,
1997 1996
----------- ----------
<S> <C> <C>
Cash flows from operating activities:
Net income........................................................................... $ 1,396 $ 631
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation................................................................... 150 150
Provision for deferred income taxes............................................ -- (29)
Provision for losses on loans.................................................. 90 90
Provision for losses on real estate owned and other property acquired.......... -- 126
Gain on sale of real estate owned and other property acquired.................. (14) (61)
Gain on sale of loans held for sale............................................ (1) (3)
Proceeds from sales of loans held for sale..................................... 921 3,034
Originations of loans held for sale............................................ (920) (3,031)
Loss on sale of premises and equipment......................................... -- 12
Purchases of securities held for trading....................................... (481) --
Proceeds from sales of securities held for trading............................. 116 --
Gain on securities held for trading............................................ (24) --
Gain on sale of other equity securities........................................ -- (26)
Accretion of discounts, net of premium amortization on securities.............. (35) (25)
Amortization of deferred revenues and unearned income on loans................. (13) (78)
FHLB stock dividend received................................................... (53) (50)
Compensation expense recognized by RRP......................................... 114 --
ESOP contribution.............................................................. 193 --
Changes in assets and liabilities:
Increase in accrued interest receivable.................................. (141) (218)
Decrease in other assets................................................. 170 474
Increase in accounts payable and accrued expenses........................ 224 189
--------- ---------
Net cash provided by operating activities............................................ 1,692 1,185
--------- ---------
Cash flows from investing activities:
Proceeds from calls and maturities of securities available for sale............ 6,500 --
Purchases of securities available for sale..................................... (9,998) (14,500)
Net advances on loans.......................................................... (12,427) (15,241)
Proceeds from sale of premises and equipment................................... -- 9
Purchases of premises and equipment............................................ (353) (309)
Proceeds from sale of real estate owned and other property acquired............ 184 393
Capital costs incurred on real estate owned and other property acquired........ (8) (18)
Principal collections on mortgage-backed securities available for sale......... 1,824 2,449
Principal collections on mortgage-backed securities held to maturity........... 147 --
Proceeds from redemptions and sales of other equity securities................. -- 122
--------- --------
Net cash used in investing activities................................................ (14,131) (27,095)
--------- ---------
Cash flows from financing activities:
Net change in demand, NOW and savings deposits................................. (1,559) 5,368
Net change in time deposits.................................................... (2,409) 254
Net change in mortgage escrow funds............................................ 73 (9)
Net change in short-term borrowings............................................ 7,000 10,000
Acquisition of common stock by RRP............................................. (1,830) --
Dividends paid to shareholders................................................. (452)
Stock subscriptions received................................................... -- 33,162
--------- --------
Net cash provided by financing activities............................................ 823 48,775
--------- ---------
Net increase (decrease) in cash and cash equivalents................................. (11,616) 22,865
Cash and cash equivalents at beginning of period..................................... 19,784 16,481
--------- ---------
Cash and cash equivalents at end of period........................................... $ 8,168 $ 39,346
--------- ---------
--------- ---------
Supplemental schedule of noncash activities:
Acquisition of real estate in settlement of loans.............................. $ 67 $ --
Unrealized loss on securities.................................................. $ (189) $ (874)
Supplemental disclosures:
Cash paid for:
Interest on deposits and borrowings...................................... $ 5,212 $ 5,316
Income taxes............................................................. $ 691 $ 321
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
</TABLE>
6
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ACADIANA BANCSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF FINANCIAL STATEMENT PRESENTATION
The accompanying consolidated financial statements were prepared in
accordance with instructions to Form 10-Q, and therefore, do not include
information or footnotes necessary for a complete presentation of financial
position, results of operations and cash flows in conformity with generally
accepted accounting principles. However, all normal, recurring adjustments
which, in the opinion of management, are necessary for a fair presentation of
financial statements, have been included. These interim financial statements
should be read in conjunction with the audited financial statements and the
notes thereto for Acadiana Bancshares, Inc. (the "Company") previously filed
with the Securities and Exchange Commission in the Company's Annual Report on
Form 10-K for the year ended December 31, 1996.
BUSINESS
The Company's principal business is conducted through its wholly owned
subsidiary, LBA Savings Bank, (the "Bank") which conducts business from its main
office and three branch offices, all located in Lafayette, Louisiana, and one
loan production office in Eunice, Louisiana. The Bank plans to open a full
service financial center in New Iberia, Louisiana during the third quarter of
1997. The Bank holds deposits from the general public and provides residential
real estate loans and other loans to the Lafayette, Louisiana area. The Bank's
deposits are insured by the Savings Association Insurance Fund ("SAIF") to the
maximum extent permitted by law. The Bank is subject to competition from other
financial institutions and other companies which provide financial services. The
Bank is subject to examination and comprehensive regulation by the Office of
Financial Institutions of the State of Louisiana ("OFI"), which is the Bank's
chartering authority and primary regulator. The Bank is also subject to
regulation by the Federal Deposit Insurance Corporation ("FDIC"), as the
administrator of the SAIF. The Bank is a member of the Federal Home Loan Bank of
Dallas ("FHLB"). The Company is subject to examination and comprehensive
regulation by the Federal Reserve.
PRINCIPLES OF CONSOLIDATION
The consolidated financial statements include the accounts of the Company
and the Bank. All significant intercompany balances and transactions have been
eliminated in consolidation.
7
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(2) Loans Receivable
Loans receivable (in thousands) at June 30,1997 and December 31, 1996
consisted of the following:
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
1997 1996
---------- ------------
<S> <C> <C>
Mortgage Loans:
Single Family Residential.............................................................. $ 154,412 $ 142,965
Single FamilyConstruction............................................................ 11,388 10,565
Multi-family Residential............................................................. 565 862
Commercial Real Estate............................................................... 11,340 12,873
---------- ------------
Total Mortgage loans............................................................... 177,705 167,265
Commercial Business Loans.............................................................. 10,431 7,363
Consumer Loans:
Savings.............................................................................. 2,450 2,709
Indirect Dealers..................................................................... 5,930 7,424
Other................................................................................ 7,308 6,594
---------- ------------
Total Loans........................................................................ 203,824 191,355
Less:
Allowance for Loan Losses............................................................ (2,662) (2,592)
Unearned Discounts/Deferred Premiums................................................. 247 331
Net Deferred Loan Origination Fees................................................... (477) (471)
Loans in Process..................................................................... (5,972) (5,899)
---------- ------------
Net Loans.......................................................................... $ 194,960 $ 182,724
---------- ------------
---------- ------------
</TABLE>
(3) RECOGNITION AND RETENTION PLAN AND TRUST AND STOCK OPTION PLAN
On January 21, 1997, the stockholders of the Company approved the
Recognition and Retention Plan. The plan enables the Company to provide
officers, key employees and directors with a proprietary interest in the Company
as an incentive to contribute to its success. Pursuant to this plan, the Company
acquired 109,250 shares, or 4%, of its outstanding common stock in open market
transactions. These shares are accounted for as unearned deferred compensation
and shares granted will be amortized as compensation expense over the vesting
period based on the value at the date of the grant, which was $15.50 per share.
On January 22, 1997, the Board of Directors granted 73,202 shares of restricted
stock with a vesting period of 5 years. Compensation costs for the six months
ended June 30, 1997 were $114,000. At June 30, 1997 no such shares were vested.
On January 21, 1997, the stockholders of the Company approved the adoption
of the Stock Option Plan. The Stock Option plan authorizes grants totaling
273,125 shares, or 10 percent of the total number of common shares sold in the
Company's initial public offering of its common stock upon the mutual-to-stock
conversion of the Bank. The
8
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option exercise price cannot be less than the fair value of the underlying
stock as of the date of the option grant and the maximum term cannot exceed
ten years. On January 22, 1997, the Board of Directors granted a total of
211,701 options to directors and officers at an exercise price of $15.50 per
share. The Plan is designed to retain qualified directors and officers for
the Company.
(4) SUBSEQUENT EVENTS
On July 25, 1997, the Company announced plans to commence a repurchase
program for the Company's common stock whereby, over the next twelve months, the
Company may repurchase shares of Company common stock in an aggregate amount up
to $4.6 million. Shares will be purchased from time to time, in the open market,
when deemed appropriate by management. The Company plans to use the stock to
fund its Stock Option Plan. As of August 8, 1997, the Company had repurchased
7,000 common shares at a cost of $151,000.
9
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
GENERAL
On July 16, 1996, Acadiana Bancshares, Inc. (the "Company") issued 2,731,250
shares of common stock during the conversion (the "Conversion") of LBA Savings
Bank (the "Bank") from mutual to stock form and reorganization into a holding
company format. Net proceeds of $29.2 million were credited to stockholders'
equity. The Company's ESOP, effective upon completion of the conversion,
purchased 218,500 shares for $2.6 million, financed by a loan from the Company.
The total cash received from the Conversion, net of $6.4 million withdrawn from
deposit accounts for purchase of the stock, was $22.8 million. The additional
cash was invested in investment securities and interest-bearing deposits. The
immediate effect of the Conversion on the Company's Statement of Financial
Condition was that investment securities and interest-bearing deposits increased
as a proportion of total assets. The resulting effect on the Company's Statement
of Operations was an increase in levels of interest income with no related
offsetting change in interest expense.
CHANGES IN FINANCIAL CONDITION
At June 30, 1997, the consolidated assets of the Company totaled $267.0
million, an increase of $2.6 million, or 1.0%, from December 31, 1996. The
primary reasons for the increase in consolidated assets were an increase in
loans receivable, net by $12.2 million, or 6.7%, and an increase in investment
securities available for sale by $3.5 million, or 16.8%, which were partially
offset by a decrease in cash of $11.6 million, or 58.7%, and a $2.1 million, or
6.0% decrease in mortgage-backed securities.
Loans receivable, net, increased by $12.2 million, or 6.7%, to $195.0
million at June 30, 1997, compared to $182.7 million at December 31, 1996.
The increase was primarily the result of a $10.4 million, or 6.2%, net
increase in total mortgage loans, and a $3.1 million, or 41.7%, net increase
in total commercial business loans. Total consumer loans experienced a net
decrease of $1.0 million, or 6.2%, which included a decrease in indirect
dealer loans of $1.5 million, or 20.1%.
Cash and interest bearing deposits at other institutions decreased $11.6
million, or 58.7%, to $8.2 million at June 30, 1997, compared to $19.8 million
at December 31, 1996. Cash funds were used primarily to fund new loans, new
investment securities, deposit outflows, and the purchase of $1.8 million of
common stock for the Recognition and Retention Plan Trust.
The Company owned $389,000 of investment securities held for trading, as of
June 30, 1997. Investment securities available for sale increased $3.5 million,
or 16.8%, to $24.0 million at June 30, 1997, compared to $20.5 million at
December 31, 1996. The primary reason for such increase was the purchases of
$10.0 million of investment
10
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securities, which was partially offset by $6.5 million of redemption of
investment securities and a decline in unrealized gains on the investment
securities available for sale portfolio of $63,000.
Mortgage-backed securities held to maturity decreased $140,000, or 1.1%, to
$13.0 million at June 30, 1997 compared to $13.1 million at December 31, 1996.
Such decrease was primarily the result of principal repayments. The
mortgage-backed securities available for sale portfolio decreased $1.9 million,
or 9.0%, to $19.6 million at June 30, 1997 as compared to $21.6 million at
December 31, 1996. The decrease reflects normal principal repayments and a
$128,000 decline in market values of the securities.
Deposits decreased $4.0 million, or 2.1%, to $189.5 million at June 30,
1997, compared to $193.5 million at December 31, 1996. This decrease was due
primarily to deposit outflows.
Advances from the FHLB of Dallas increased $7.0 million, or 31.5%, to $29.3
million at June 30, 1997 as compared to $22.3 million at December 31, 1996. Of
the Company's total outstanding FHLB advances, $22.0 million mature in the year
ending December 31, 1998, $7.0 million mature in the year ending December 31,
1999, and $250,000 mature in the year ending December 31, 2005. The Company has
the ability to borrow up to approximately $125.4 million from the FHLB of
Dallas, which together with the current advances, would be secured by mortgage
loans under an existing blanket collateral agreement, and by Federal Home Loan
Bank Stock.
Total stockholders' equity decreased $703,000, or 1.5%, to $46.4 million at
June 30, 1997, compared to $47.1 million at December 31, 1996. The decrease was
primarily attributable to the purchase of common stock shares for the RRP for
approximately $1.8 million, a $124,000 decrease in net unrealized gains (losses)
of securities available for sale, and $452,000 in dividends declared on common
stock, all of which was partially offset by $1.4 million of net income.
The Company's non-performing assets amounted to .33% of total assets at June
30, 1997 compared to .36% at December 31, 1996. In addition, the ratio of the
Bank's allowance for loan losses to non-performing loans and troubled debt
restructurings was 194.73% at June 30, 1997 compared to 183.96% at December 31,
1996.
11
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AVERAGE BALANCES, NET INTEREST INCOME, AND YIELDS EARNED AND RATES PAID.
The following table sets forth, for the periods indicated, information
regarding (i) the dollar amount of interest income of the Company from
interest-earning assets and the resultant average yields; (ii) the total
dollar amount of interest expense on interest-bearing liabilities and the
resultant rate; (iii) net interest income; (iv) interest rate spread; and (v)
net interest margin. Non-accrual loans have been included in the appropriate
average balance loan category, but interest on non-accrual loans has been
included for purposes of determining interest income only to the extent that
cash payments are actually received.
<TABLE>
<CAPTION>
THREE MONTHS ENDED JUNE 30,
---------------------------------------------------------
1997 1996
YIELD/ -------------------------- ----------------------------
COST AT AVERAGE AVERAGE
JUNE 30, AVERAGE YIELD/ AVERAGE YIELD/
1997 BALANCE INTEREST COST BALANCE INTEREST COST
-------- -------- -------- ----- -------- -------- -------
<S> <C> <C> <C> <C> <C> <C> <C>
(DOLLARS
IN
THOUSANDS)
Interest-earning assets:
Loans receivable:
Real estate mortgage
loans................... 7.76% $164,044 $3,252 7.93% $147,833 $3,073 8.31%
Commercial business
loans................... 9.52% 9,259 220 9.50% 3,363 75 8.92%
Consumer and other
loans................... 9.18% 15,884 371 9.34% 16,970 361 8.51%
-------- -------- -------- --------
Total loans............. 7.97% 189,187 3,843 8.13% 168,166 3,509 8.35%
Mortgage-backed
securities................ 7.27% 33,194 593 7.15% 37,311 664 7.12%
Investment securities(1).... 6.99% 30,520 534 7.00% 12,373 210 6.79%
Other earning assets........ 5.45% 6,167 66 4.28% 5,085 75 5.90%
-------- -------- -------- --------
Total interest-earning
assets................ 7.76% 259,068 5,036 7.78% 222,935 4,458 8.00%
-------- --------
Noninterest-earning assets.... 5,725 12,552
-------- --------
Total Assets............ $264,793 $235,487
-------- --------
-------- --------
Interest-bearing liabilities:
Deposits:
Demand deposits........... 2.06% $ 13,449 60 1.78% $ 15,832 75 1.89%
Passbook savings
deposits................ 2.53% 23,766 129 2.17% 28,755 180 2.50%
Certificates of deposit... 5.88% 145,666 2,103 5.77% 158,693 2,378 5.99%
-------- -------- -------- --------
Total deposits.......... 5.18% 182,881 2,292 5.01% 203,280 2,633 5.18%
Advance from FHLB........... 5.66% 25,736 363 5.64% 4,551 66 5.80%
-------- -------- -------- --------
Total interest-bearing
liabilities............. 5.25% 208,617 2,655 5.09% 207,831 2,699 5.19%
-------- --------
Noninterest-bearing demand
deposits.................... 7,379 3,971
Other noninterest-bearing
liabilities................. 2,722 5,932
-------- --------
Total liabilities......... 218,718 217,734
Equity........................ 46,075 17,753
-------- --------
Total liabilities and
equity.................. $264,793 $235,487
-------- --------
-------- --------
Net interest-earning assets... $ 50,451 $ 15,104
-------- --------
-------- --------
Net interest income/interest
rate spread................. 2.51% $2,381 2.69% $1,759 2.81%
--- -------- ----- -------- -------
--- -------- ----- -------- -------
Net interest margin........... 3.68% 3.16%
----- -------
----- -------
Ratio of average
interest-earning assets to
average interest-bearing
liabilities................. 124.18% 107.27%
-------- --------
-------- --------
<CAPTION>
SIX MONTHS ENDED JUNE 30,
-----------------------------------------------------------
1997 1996
---------------------------- ----------------------------
AVERAGE AVERAGE
AVERAGE YIELD/ AVERAGE YIELD/
BALANCE INTEREST COST BALANCE INTEREST COST
-------- -------- ------- -------- -------- -------
<S> <C> <C> <C> <C> <C> <C>
Interest-earning assets:
Loans receivable:
Real estate mortgage
loans................... $161,474 $6,454 7.99% $145,612 $6,061 8.32%
Commercial business
loans................... 8,561 402 9.39% 2,419 107 8.85%
Consumer and other
loans................... 16,206 744 9.18% 16,052 688 8.57%
-------- -------- -------- --------
Total loans............. 186,241 7,600 8.16% 164,083 6,856 8.36%
Mortgage-backed
securities................ 33,715 1,204 7.14% 38,200 1,356 7.10%
Investment securities(1).... 26,252 917 6.99% 9,228 308 6.68%
Other earning assets........ 11,296 268 4.75% 9,567 248 5.18%
-------- -------- -------- --------
Total interest-earning
assets................ 257,504 9,989 7.76% 221,078 8,768 7.93%
-------- --------
Noninterest-earning assets.... 5,708 9,662
-------- --------
Total Assets............ $263,212 $230,740
-------- --------
-------- --------
Interest-bearing liabilities:
Deposits:
Demand deposits........... $ 13,444 121 1.80% $ 15,601 149 1.91%
Passbook savings
deposits................ 23,926 260 2.17% 28,211 352 2.50%
Certificates of deposit... 146,115 4,205 5.76% 158,764 4,777 6.02%
-------- -------- -------- --------
Total deposits.......... 183,485 4,586 5.00% 202,576 5,278 5.21%
Advance from FHLB........... 23,993 664 5.53% 2,401 72 6.00%
-------- -------- -------- --------
Total interest-bearing
liabilities............. 207,478 5,250 5.06% 204,977 5,350 5.22%
-------- --------
Noninterest-bearing demand
deposits.................... 6,884 3,862
Other noninterest-bearing
liabilities................. 2,503 3,910
-------- --------
Total liabilities......... 216,865 212,749
Equity........................ 46,347 17,991
-------- --------
Total liabilities and
equity.................. $263,212 $230,740
-------- --------
-------- --------
Net interest-earning assets... $ 50,026 $ 16,101
-------- --------
-------- --------
Net interest income/interest
rate spread................. $4,739 2.70% $3,418 2.71%
-------- ------- -------- -------
-------- ------- -------- -------
Net interest margin........... 3.68% 3.09%
------- -------
------- -------
Ratio of average
interest-earning assets to
average interest-bearing
liabilities................. 124.11% 107.86%
-------- --------
-------- --------
</TABLE>
- - ------------------------
(1) Includes FHLB stock.
12
<PAGE>
RESULTS OF OPERATIONS
The Company reported a net income of $625,000 for the three months ended
June 30, 1997, compared to a net income of $347,000 for the three months
ended June 30, 1996. The $278,000, or 80.1%, increase is due primarily to an
increase in net interest income of $622,000, together with an increase in
non-interest income of $15,000, all of which was partially offset by an
increase in non-interest expenses of $218,000, and an increase in income
taxes of $141,000. The primary reason for the increase in net interest income
relates to the Company's deployment of $29.2 million net proceeds from the
issuance of common stock. The primary reasons for an increase in non-interest
expenses were an increase in salaries and employee benefits of $147,000
together with a new state shares tax expense of $76,000.
For the six months ended June 30, 1997 the Company reported net income of
$1.4 million compared to $631,000 for the six months ended June 30, 1996. The
$765,000, or 121.2% increase is due primarily to an increase in net interest
income of $1.3 million , or 38.6%, together with an increase in non-interest
income of $22,000, or 4.4%, all of which was partially offset by an increase in
non-interest expense of $169,000, or 5.9%, and an increase in income tax expense
of $409,000, or 123.2%, compared to the six months ended June 30, 1996.
The Company expects an increase in non-interest expenses relating to the
commencement of operations of a full service financial center in New Iberia,
Louisiana, which is expected to open near the end of the third quarter of 1997.
NET INTEREST INCOME
Net interest income increased $622,000, or 35.4%, for the three months ended
June 30, 1997, to $2.4 million, compared to $1.8 million for the three months
ended June 30, 1996. The increase was due to a $578,000, or 13.0%, increase in
interest income together with a decrease in interest expense of $44,000, or
1.6%. The increase in interest income was the result of a $36.1 million, or
16.2%, increase in the average balance of interest-earning assets which was
partially offset by an 22 basis point (100 basis point being equal to 1%)
decrease in the yield thereon. The decrease in interest expense was the result
of a 10 basis point decrease in yield on average interest-bearing liabilities,
which was partially offset by a $786,000 increase in the average balance of
interest-bearing liabilities. The Company's interest rate spread (the difference
between the weighted average yield on interest-earning assets and the weighted
average cost of interest-bearing liabilities) and net interest margin (net
interest income as a percentage of average interest-earning assets) amounted to
2.69% and 3.68%, respectively, during the three months ended June 30, 1997
compared to 2.81% and 3.16%, respectively, for the comparable period in 1996.
For the six months ended June 30, 1997, net interest income increased $1.3
million, or 38.6%, to $4..7 million, compared to $3.4 million for the six months
ended
13
<PAGE>
June 30, 1996. The increase was due to a $1.2 million, or 13.9%, increase
in interest income together with a decrease in interest expense of $100,000, or
1.9%. The increase in interest income was the result of a $36.4 million, or
16.5%, increase in the average balance of interest-earning assets which was
partially offset by an 17 basis point decrease in the yield thereon. The
decrease in interest expense was the result of a 16 basis point decrease in
yield on average interest-bearing liabilities, which was partially offset by a
$2.5 million, or 1.2%, increase in the average balance of interest-bearing
liabilities. The Company's interest rate spread and net interest margin amounted
to 2.70% and 3.68%, respectively, during the six months ended June 30, 1997
compared to 2.71% and 3.09%, respectively, for the comparable period in 1996.
INTEREST INCOME
The Company's total interest income was $5.0 million for the three months
ended June 30, 1997, compared to $4.5 million for the three months ended June
30, 1996. The reasons for the $578,000, or 13.0%, increase in interest income
were a $334,000, or 9.5%, increase in interest income from loans, a $324,000,
or 154.3%, increase in interest income from investment securities, all of
which was partially offset by a $71,000, or 10.7%, decrease in interest
income from mortgage-backed securities and a $9,000 or 12.0%, decrease in
interest income from interest-bearing deposits,. The increase in interest
income from loans was the result of a $21.0 million, or 12.5%, increase in
the average balance of loans, which was partially offset by a 22 basis point
decrease in the yield thereon. The increase in interest income from
investment securities was the result of a $18.1 million, or 146.7%, increase
in the average balance of investments together with a 21 basis point increase
in the yield thereon. The decrease in interest income from other earning
assets, substantially all of which are interest-bearing deposits at the FHLB,
was the result of a 162 basis point decrease in the yield thereon which was
partially offset by a $1.1 million increase in the average balance of other
earning assets . The decrease in interest income on mortgage-backed
securities was the result of a decrease in the average balance of
mortgage-backed securities of $4.1 million which was partially offset by an
increase of 3 basis points in the yield thereon.
For the six months ended June 30, 1997, the Company's total interest income
was $10.0 million, compared to $8.8 million for the six months ended June 30,
1996. The reasons for the $1.2 million, or 13.9%, increase in interest income
were a $744,000, or 10.9%, an increase in interest income from loans, a
$609,000, or 197.7%, increase in interest income from investment securities, and
a $20,000 or 8.1%, increase in interest income from interest-bearing deposits,
all of which was partially offset by a $152,000, or 11.2%, decrease in interest
income from mortgage-backed securities. The increase in interest income from
loans was the result of a $22.2 million, or 13.5%, increase in the average
balance of loans, which was partially offset by a 20 basis point decrease in the
yield thereon. The increase in interest income from investment securities was
the result of a $17.0 million, or 184.5%, increase in the average balance of
investments together with a 31 basis point increase in the yield thereon. The
increase in interest income from other earning assets, substantially all of
which are interest-bearing deposits at the FHLB, was
14
<PAGE>
the result of a $1.7 million increase in the average balance of other earning
assets, which was partially offset by a 43 basis point decrease in the yield
thereon. The decrease in interest income on mortgage-backed securities was
the result of a decrease in the average balance of mortgage-backed securities
of $4.5 million which was partially offset by an increase of 4 basis points
in the yield thereon.
INTEREST EXPENSE
The Company's total interest expense was $2.7 million during the three
months ended June 30, 1997, remaining stable compared to $2.7 million for the
three months ended June 30, 1996. The slight $44,000, decrease in interest
expense was comprised of a decrease of $341,000, in interest expense on
deposits, which was substantially offset by an increase of $297,000 in interest
expense on advances from the FHLB. The decrease in interest expense on deposits
was the result of a decrease of $20.4 million, or 10.0%, in average balances in
interest bearing deposits together with a decrease of 17 basis points in the
cost thereon. The increase in interest expense on advances from the FHLB was the
result of an increase in average balances on advances from the FHLB of $21.2
million, which was partially offset by a decrease of 16 basis points in the cost
thereon.
The Company's total interest expense was $5.3 million during the six
months ended June 30, 1997, slightly decreasing compared to $5.4 million for
the six months ended June 30, 1996. The $100,000 decrease in interest expense
was comprised of a decrease of $692,000, in interest expense on deposits,
which was substantially offset by an increase of $592,000 in interest expense
on advances from the FHLB. The decrease in interest expense on deposits was
the result of a decrease of $19.1 million, or 9.4%, in average balances in
interest bearing deposits together with a decrease of 21 basis points in the
cost thereon. The increase in interest expense on advances from the FHLB was
the result of an increase in average balances on advances from the FHLB of
$21.6 million, which was partially offset by a decrease of 47 basis points in
the cost thereon.
PROVISION FOR LOAN LOSSES
The provision for loan losses was $45,000 for the three months ended June
30, 1997, remaining stable as compared to the same period in 1996. The provision
for loan losses for the six months ended June 30, 1997 was $90,000, also
remaining stable as compared to the same period in 1996.
NONINTEREST INCOME
Noninterest income increased $15,000, or 6.1%, for the three months ended
June 30, 1997 to $262,000, compared to $247,000 for the three months ended June
30, 1996. Such increase was due primarily to a $54,000, or 39.7%, increase on
deposit fees and service charges which relates primarily to an increase in per
item charges, a $1,000 increase in servicing fees on loans sold, an increase of
$16,000 in gains from sales of investment securities produced from investments
held for trading, and a $13,000 increase
15
<PAGE>
in gains from the sale of loans, all of which were partially offset by a
decrease of $12,000, or 33.3%, in loan fees and service charges, and a
$57,000, or 77.0% decrease in other income. The decrease in gains from the
sale of loans reflects the Company's decision to hold certain newly
originated fixed rate loans for its portfolio resulting in a decline in the
volume of sales of loans. The decrease in loan fees and service charges
reflects a volume related decrease in late charges on delinquent loans.
Noninterest income increased $22,000, or 4.4%, for the six months ended June
30, 1997 to $523,000, compared to $501,000 for the six months ended June 30,
1996. Such increase was due primarily to a $99,000, or 36.8%, increase on
deposit fees and service charges which relates primarily to an increase in per
item charges, a $1,000 increase in servicing fees on loans sold, an increase of
$2,000 in gains from sales of investment securities produced from investments
held for trading, and a $24,000 increase in gains from the sale of loans, all of
which were partially offset by a decrease of $23,000, or 27.4%, in loan fees and
service charges, and a $81,000, or 66.9% decrease in other income. The decrease
in gains from the sale of loans reflects the Company's decision to hold certain
newly originated fixed rate loans for its portfolio resulting in a decline in
the volume of sales of loans. The decrease in loan fees and service charges
reflects a volume related decrease in late charges on delinquent loans.
NONINTEREST EXPENSE
Noninterest expense increased $218,000, or 15.4%, for the three months ended
June 30, 1997, to $1.6 million, compared to $1.4 million for the three months
ended June 30, 1996. Such increase was due primarily to a $147,000 increase in
salaries and employee benefits including the costs relating to the ESOP and the
RRP, together totaling $158,000, which costs were not applicable to the prior
year three month period because these plans were not in effect during that prior
period, a $10,000 increase in occupancy expenses relating to repairs and
maintenance at the main office and branch facilities a $34,000 increase in
advertising expense, a new state shares tax expense of $76,000 which is based on
the equity of the Bank, and was not applicable to the Company in 1996, and an
$87,000 increase in all other expenses, all of which were partially offset by an
$87,000 decrease in federal deposit insurance premiums, primarily due to lower
rates, and a $44,000 decrease in net costs of real estate owned, reflecting the
Company's decrease in repossessed assets.
Noninterest expense increased $169,000, or 5.9.0%, for the six months ended
June 30, 1997, to $3.0 million, compared to $2.9 million for the six months
ended June 30, 1996. Such increase was due primarily to a $244,000 increase in
salaries and employee benefits including the costs relating to the ESOP and the
RRP, together totaling $307,000, which costs were not applicable to the prior
year six month period because these plans were not in effect during that prior
period, a $31,000 increase in occupancy expenses relating to repairs and
maintenance at the main office and branch facilities, a $36,000 increase in
advertising expense, a new state shares tax expense of $152,000 which is based
on the equity of the Bank, and was not applicable to the
16
<PAGE>
Company in 1996, and an $43,000 increase in all other expenses, all of which
were partially offset by an $172,000 decrease in federal deposit insurance
premiums, primarily due to lower rates, a $117,000 decrease in net costs of
real estate owned, reflecting the Company's decrease in repossessed assets,
and a $48,000 decrease in consulting expenses.
INCOME TAX EXPENSE
Income tax expense increased by $141,000, or 70.5%, for the three months
ended June 30, 1997 to $341,000, as compared to an income tax expense of
$200,000 for the three months ended June 30, 1996. The increase in income tax
expense reflects an increase in income before income taxes.
Income tax expense increased by $409,000, or 123.2%, for the six months
ended June 30, 1997 to $741,000, as compared to an income tax expense of
$332,000 for the six months ended June 30, 1996. The increase in income tax
expense reflects an increase in income before income taxes.
LIQUIDITY AND CAPITAL RESOURCES
The Company's primary liquidity, represented by cash and cash equivalents,
is a product of its operating, investing and financing activities. Excess
liquidity includes the Company's portfolios of investment securities held for
sale and mortgage-backed securities held for sale. The Company's primary sources
of funds are deposits, borrowings, and amortization, prepayments and maturities
from its loan portfolio and its held to maturity investment securities and
mortgage-backed securities portfolios, and other funds provided from operations.
While scheduled payments from the amortization of loans and mortgage-backed
securities and maturing investment securities are relatively predictable sources
of funds, deposit flows, loan prepayments, and mortgage-backed securities
prepayments are greatly influenced by general interest rates, economic
conditions and competition. The Company has the ability to borrow up to
approximately $125.4 million from the FHLB through its subsidiary Bank. At June
30, 1997, the Bank had $29,250,000 of outstanding advances from the FHLB of
Dallas, and no other borrowings.
Liquidity management is both a daily and long-term function of business
management. Excess liquidity is generally invested in short-term investments
such as overnight deposits. On a longer-term basis, the Bank maintains a
strategy of investing in various lending products. The Bank uses its sources of
funds primarily to meet its ongoing commitments and maintain a portfolio of
mortgage-backed and investment securities. At June 30, 1997, the total approved
loan commitments outstanding amounted to $16.3 million and the undisbursed loans
in process totaled $6.8 million. At the same date, commitments under unused
lines of credit and standby letters of credit amounted to $700,000 and $90,000
respectively. Certificates of deposit scheduled to mature in one
17
<PAGE>
year or less at June 30, 1997 totaled $79.3 million. Management believes that
a significant portion of maturing deposits will remain with the Bank. The
Bank anticipates that even with interest rates at lower levels than have been
experienced in recent years, which has caused a disintermediation of funds,
it will continue to have sufficient funds to meet its current commitments.
Federally-insured state-chartered banks are required to maintain minimum
levels of regulatory capital. Under current FDIC regulations, insured
state-chartered banks generally must maintain (i) a ratio of Tier 1 leverage
capital to total assets of at least 3.0% (4.0% to 5.0% for all but the most
highly rated banks) and (ii) a ratio of Tier 1 capital risk weighted assets of
at least 4.0% and a ratio of total capital risk weighted assets of at least
8.0%. At June 30, 1997 the Bank was in compliance with all applicable regulatory
capital requirements.
The following reflects the Bank's actual levels of regulatory capital and
applicable regulatory capital requirements at June 30, 1997.
<TABLE>
<CAPTION>
REQUIRED ACTUAL EXCESS
---------------------- ---------------------- -----------
<S> <C> <C> <C> <C> <C>
PERCENT AMOUNT PERCENT AMOUNT PERCENT
----------- --------- ----------- --------- -----------
<CAPTION>
(DOLLARS IN THOUSANDS)
<S> <C> <C> <C> <C> <C>
Tier 1 leverage capital ratios................................ 4.00% $ 10,138 13.78% $ 34,918 9.78%
Risk-based capital ratios
Tier 1...................................................... 4.00 5,387 25.93% 34,918 21.93%
Total....................................................... 8.00 10,775 27.19% 36,614 19.19%
<CAPTION>
<S> <C>
AMOUNT
---------
<S> <C>
Tier 1 leverage capital ratios................................ $ 24,780
Risk-based capital ratios
Tier 1...................................................... 29,531
Total....................................................... 25,839
</TABLE>
The Company, as a separately incorporated holding company, has no
significant operations other than serving as sole stockholder of the Bank. On an
unconsolidated basis, the Company has no paid employees. The Company's assets
consist of its investment in the Bank, the Company's loan to the Bank's ESOP and
50% of the net proceeds retained from the Conversion, and its sources of income
consists primarily of earnings from the investment of such funds as well as any
dividends from the Bank. The expenses expected to be incurred by the Company
will relate to its reporting obligations under the Securities Exchange Act of
1934, as amended ("Exchange Act"), and related expenses as a publicly traded
company. The Company will be directly reimbursed by the Bank for all such
expenses. Management believes that the Company has adequate liquidity available
to respond to liquidity demands.
18
<PAGE>
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.
On April 30, 1997 the Company held the annual meeting of the stockholders
for the following purposes: (1) to elect two directors for a three-year term
expiring in 2000, and until their successors are elected and qualified; (2) to
ratify the appointment by the Board of Directors of Castaing, Hussey & Lolan,
L.L.P. as the Company's independent auditors for the fiscal year ending December
31, 1997.
Votes were cast as follows:
<TABLE>
<CAPTION>
2 CASTAING,
1 (a)LAWRENCE 1 (b) DON J. HUSSEY & LOLAN,
GANKENDORFF O'ROURKE,SR. L. L.P.
-------------- ------------ ---------------
<S> <C> <C> <C>
For............................................................... 2,415,772 2,415,917 2,415,836
Against........................................................... 12,427
Abstain........................................................... 13,982 13,837 1,491
Total Votes Cast.................................................. 2,429,754 2,429,754 2,429,754
</TABLE>
ITEM 5. OTHER INFORMATION.
The Company added two new directors in June of 1997, one of whom also became
an officer of the Bank.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
a) Not applicable.
b) No Form 8-K reports were filed during the quarter.
19
<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.
ACADIANA BANCSHARES, INC.
<TABLE>
<S> <C>
August 08, 1997 By: /s/ Gerald G. Reaux, Jr.
-----------------------------------
Gerald G. Reaux, Jr. ,President and
Chief Executive Officer
August 08, 1997 By: /s/ Emile E. Soulier, III
----------------------------------
Emile E. Soulier, III, Vice-President
and Chief Financial Officer
</TABLE>
20
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-30-1997
<CASH> 788
<INT-BEARING-DEPOSITS> 7,380
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 389
<INVESTMENTS-HELD-FOR-SALE> 43,618
<INVESTMENTS-CARRYING> 12,947
<INVESTMENTS-MARKET> 12,935
<LOANS> 197,622
<ALLOWANCE> 2,662
<TOTAL-ASSETS> 267,000
<DEPOSITS> 189,482
<SHORT-TERM> 0
<LIABILITIES-OTHER> 1,880
<LONG-TERM> 29,250
0
0
<COMMON> 27
<OTHER-SE> 46,361
<TOTAL-LIABILITIES-AND-EQUITY> 267,000
<INTEREST-LOAN> 7,600
<INTEREST-INVEST> 2,121
<INTEREST-OTHER> 7,868
<INTEREST-TOTAL> 9,989
<INTEREST-DEPOSIT> 4,586
<INTEREST-EXPENSE> 5,250
<INTEREST-INCOME-NET> 4,739
<LOAN-LOSSES> 90
<SECURITIES-GAINS> 24
<EXPENSE-OTHER> 3,035
<INCOME-PRETAX> 2,137
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,396
<EPS-PRIMARY> .57
<EPS-DILUTED> 0
<YIELD-ACTUAL> 7.76
<LOANS-NON> 841
<LOANS-PAST> 0
<LOANS-TROUBLED> 526
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 2,592
<CHARGE-OFFS> 138
<RECOVERIES> 118
<ALLOWANCE-CLOSE> 2,662
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 2,662
</TABLE>
