SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 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: 333-12305
SVB Financial Services, Inc.
(Exact name of registrant as specified in its charter)
New Jersey 22-3438058
(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
103 West End Avenue, Somerville, New Jersey 08876
(Address of principal executive officers) (Zip Code)
(908) 704-1188
(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year, if changed since last
report)
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.
[ X ] Yes [ ] No
As of March 31, 1997 there were 1,369,610 shares of common stock, $4.17 par
value outstanding
<PAGE>
SVB FINANCIAL SERVICES, INC.
FORM 10-Q
INDEX
PART I - FINANCIAL INFORMATION
ITEM 1 - Financial Statements and Notes to Consolidated Financial
Statements
ITEM 2 - Management's Discussion and Analysis of Financial Condition
and Results of Operations
PART II - OTHER INFORMATION
ITEM 6 - Exhibits and Reports on Form 8-K
SIGNATURES
<PAGE>
<TABLE>
<CAPTION>
SVB FINANCIAL SERVICES, INC.
STATEMENTS OF CONDITION March 31, December 31,
March 31, 1997 and December 31, 1996 1997 1996
-------------- -------------
<S> <C> <C>
ASSETS
Cash & Due from Banks ................................... $ 4,358,390 $ 4,914,698
Federal Funds Sold ...................................... 3,500,000 5,450,000
Other Short Term Investments ............................ 1,301,762 1,763,478
------------- -------------
Total Cash and Cash Equivalents ......................... 9,160,152 12,128,176
------------- -------------
Securities
Available for Sale, at Market Value .................. 11,355,004 8,726,878
Held to Maturity, Market Value 16,822,822 in
1997 and 15,133,701 in 1996.......................... 15,184,352 13,989,481
------------- -------------
Total Securities ........................................ 26,539,356 22,716,359
------------- -------------
Loans ................................................... 92,189,422 87,855,063
Allowance for Possible Loan Losses ................... (825,966) (783,366)
Unearned Income ...................................... (85,706) (79,414)
------------- -------------
Net Loans ............................................... 91,277,750 86,992,283
------------- -------------
Premises & Equipment, Net ............................... 1,082,261 1,066,109
Other Real Estate ....................................... 304,700 304,700
Organization Costs, Net ................................. 61,973 0
Other Assets ............................................ 1,897,937 1,787,840
------------- -------------
Total Assets ............................................ $ 130,324,129 $ 124,995,467
============= =============
LIABILITIES & SHAREHOLDERS' EQUITY
LIABILITIES
Deposits
Demand
Non-interest Bearing ................................. $ 18,335,546 $ 21,420,923
NOW Accounts ......................................... 7,250,341 6,439,160
Savings ................................................. 7,882,540 7,675,671
Money Market Accounts ................................... 17,026,617 15,710,515
Time
Greater than $100,000 ................................ 8,579,873 6,211,335
Less than $100,000 ................................... 58,642,710 55,063,786
------------- -------------
Total Deposits .......................................... 117,717,627 112,521,390
------------- -------------
Accrued Expenses & Other Liabilities .................... 495,085 564,418
------------- -------------
Total Liabilities ....................................... 118,212,712 113,085,808
------------- -------------
<PAGE>
<CAPTION>
SVB FINANCIAL SERVICES, INC.
STATEMENTS OF CONDITION (continued) March 31, December 31,
March 31, 1997 and December 31, 1996 1997 1996
-------------- -------------
<S> <C> <C>
SHAREHOLDERS' EQUITY
Common Stock $4.17 Par Value: 10,000,000 ................ 5,711,274 5,698,401
Shares Authorized; 1,369,610 Shares in 1997 and
1,173,432 Shares in 1996 Issued and Outstanding
Additional Paid-in Capital .............................. 5,458,898 5,447,009
Retained Earnings ....................................... 987,628 756,135
Unrealized (Loss)/ Gain on Securities Available for Sale,
Net of Income Taxes .................................. (46,383) 8,114
------------- -------------
Total Shareholders' Equity .............................. 12,111,417 11,909,659
------------- -------------
Total Liabilities and Shareholders' Equity .............. $ 130,324,129 $ 124,995,467
============= =============
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SVB FINANCIAL SERVICES, INC.
CONSOLIDATED STATEMENTS OF INCOME
For the Period Ended March 31, 1997 1996
---------- ----------
<S> <C> <C>
INTEREST INCOME
Interest on Loans .......................................... $2,004,289 $1,406,604
Interest on Securities Available for Sale .................. 145,654 80,888
Interest on Securities Held to Maturity .................... 223,112 220,345
Interest on Federal Funds............... ................... 73,169 52,816
Interest on Other Short Term Investments ................... 20,531 11,658
---------- ----------
Total Interest Income ...................................... 2,466,755 1,772,311
---------- ----------
INTEREST EXPENSE
Interest on Deposits ....................................... 1,106,398 814,298
---------- ----------
Total Interest Expense ..................................... 1,106,398 814,298
---------- ----------
Net Interest Income ........................................ 1,360,357 958,013
PROVISION FOR POSSIBLE LOAN LOSSES ......................... 75,000 60,000
---------- ----------
Net Interest Income after Provision For Possible Loan Losses 1,285,357 898,013
---------- ----------
OTHER INCOME
Service Charges on Deposit Accounts ........................ 52,550 36,168
Gain on the Sale of Loans .................................. 26,755 4,103
Other Income ............................................... 30,973 19,784
---------- ----------
Total Other Income ......................................... 110,278 60,055
---------- ----------
OTHER EXPENSE
Salaries and Employee Benefits ............................. 520,716 422,529
Occupancy Expense .......................................... 112,407 88,369
Equipment Expense .......................................... 75,994 57,834
Other Expenses ............................................. 298,998 257,985
---------- ----------
Total Other Expense ........................................ 1,008,115 826,717
---------- ----------
Net Income Before Provision for Income Taxes ............... 387,520 131,351
Provision for Income Taxes ................................. 156,027 53,290
---------- ----------
NET INCOME ................................................. $ 231,493 $ 78,061
========== ==========
NET INCOME PER SHARE ....................................... $ 0.17 $ 0.07
========== ==========
WEIGHTED AVERAGE SHARES OUTSTANDING ........................ 1,369,134 1,173,432
========== ==========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SVB FINANCIAL SERVICES, INC.
STATEMENTS OF CASH FLOWS
For March 31, 1997 and March 31, 1996 1997 1996
------------ ------------
<S> <C> <C>
OPERATING ACTIVITIES
Net Income ................................................... $ 231,493 $ 78,061
Adjustments to Reconcile Net Income to
Net Cash Provided by Operating Activities:
Provision for Possible Loan Losses ........................... 75,000 60,000
Depreciation and Amortization ................................ 66,941 56,011
Amortization (Accretion) of Securities Premium/Discount ...... 449 (16,643)
(Increase) in Other Assets ................................... (151,555) (311,976)
(Decrease) in Accrued Expenses and Other Liabilities ......... (65,153) (9,989)
Increase (Decrease) in Unearned Income ....................... 6,292 (3,455)
------------ ------------
Net Cash Provided By Operating Activities .................... 163,467 (147,991)
------------ ------------
INVESTING ACTIVITIES
Proceeds from Maturities of Securities
Available for Sale ........................................ 285,729 898,308
Held to Maturity .......................................... 2,285,850 2,234,653
Purchases of Securities
Available for Sale ........................................ (2,995,391) (1,732,836)
Held to Maturity .......................................... (3,482,206) (4,472,078)
Increase in Loans ............................................ (4,366,759) (3,219,791)
Capital Expenditures ......................................... (79,713) (138,377)
------------ ------------
Net Cash Used for Investing Activities ....................... (8,352,490) (6,430,121)
------------ ------------
FINANCING ACTIVITIES
Net Increase (Decrease) in Demand Deposits ................... (2,274,196) (159,954)
Net Increase (Decrease) in Savings Deposits .................. 206,869 534,074
Net Increase in Money Market Deposits ........................ 1,316,102 182,768
Net Increase in Time Deposits ................................ 5,947,462 6,169,769
Increase in Common Stock...................................... 24,762 0
------------ ------------
Net Cash Provided by Financing Activities .................... 5,220,999 6,727,657
------------ ------------
(Decrease)/Increase in Cash and Cash Equivalents, Net ........ (2,968,024) 149,545
Cash and Cash Equivalents, Beginning of Year ................. 12,128,176 7,984,940
------------ ------------
Cash and Cash Equivalents, End of Period ..................... $ 9,160,152 $ 8,134,485
============ ============
SUPPLEMENTAL DISCLOSURE OF CASH FLOW
INFORMATION
Cash Paid During the Year for Interest ....................... $ 1,090,072 $ 817,203
============ ============
Cash Paid During the Year for Federal Income Taxes ........... $ 120,000 $ 0
============ ============
</TABLE>
<PAGE>
SVB FINANCIAL SERVICES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 1997 (UNAUDITED)
1. SVB Financial Services, Inc., (the "Company"), a bank holding company, was
incorporated on February 7, 1996 with authorized capital of 10,000,000 shares of
$4.17 par value common stock. On September 3, 1996, the Company acquired 100
percent of the shares of Somerset Valley Bank (the "Bank") by exchanging 6
shares of its Common Stock for each 5 shares of the Bank. This exchange has been
accounted for as a reorganization of entities under common control, similar to a
pooling of interests, which resulted in no changes to the underlying carrying
amounts of assets and liabilities.
The consolidated financial statements included herein have been
prepared without audit pursuant to the rules and regulations of the Securities
and Exchange Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been omitted pursuant to such rules and regulations.
The accompanying condensed consolidated financial statements reflect all
adjustments which are, in the opinion of management, necessary to a fair
statement of the results for the interim periods presented. Such adjustments are
of a normal recurring nature. These consolidated condensed financial statements
should be read in conjunction with the audited financial statements and the
notes thereto. The results for the three months ended March 31, 1997 are not
necessarily indicative of the results that may be expected for the year ended
December 31, 1997.
The consolidated financial statements include the accounts of Somerset
Valley Bank. All significant inter-company accounts and transactions have been
eliminated.
2. Loans
At March 31, 1997 and December 31, 1996 the composition of outstanding
loans is summarized as follows:
<TABLE>
<CAPTION>
March 31, 1997 December 31, 1996
<S> <C> <C>
Secured by Real Estate:
Residential Mortgage .................... $31,645,923 $28,023,269
Commercial Mortgage ..................... 23,473,258 23,690,659
Construction ............................ 3,857,593 2,289,233
Commercial and Industrial .................. 16,213,957 17,135,417
Loans to Individuals ....................... 3,745,057 3,456,425
Loans to Individuals for Automobiles ....... 13,132,036 13,260,060
Other Loans................................. 121,598 --
----------- -----------
$92,189,422 $87,855,063
=========== ===========
</TABLE>
There were no loans restructured during 1997 or 1996. Loans past due 90
days or more and still accruing totaled $75,474 at March 31, 1997 and $20,600 at
December 31, 1996. Loans in a non-accrual status totaled $42,456 at March 31,
1997 and $24,384 at December 31, 1996.
<PAGE>
3. Allowance for Possible Loan Losses
The allowance for possible loan losses is based on estimates and
ultimate losses may vary from the current estimates. These estimates are
reviewed periodically and as adjustments become necessary, they are reflected in
operations in the period in which they become known. An analysis of the
allowance for possible loan losses is as follows:
<TABLE>
<CAPTION>
Three Months Ended Year Ended
March 31, December 31,
1997 1996
--------- ---------
<S> <C> <C>
Balance January 1, ....................... $ 783,366 $ 527,019
Provision charged to Operations .......... 75,000 309,500
Charge Offs .............................. (33,646) (57,593)
Recoveries ............................... 1,246 4,440
--------- ---------
Balance End of Period .................... $ 825,966 $ 783,366
========= =========
</TABLE>
4. New Accounting Pronouncement
The FASB has issued Statement of Financial Accounting Standards No.
128, Earnings Per Share, which is effective for financial statements issued
after December 15, 1997. Early adoption of the new standard is not permitted.
The new standard eliminates primary and fully diluted earnings per share and
requires presentation of basic and diluted earnings per share together with
disclosure of how the per share amounts were computed. The adoption of this new
standard is not expected to have a material impact on the disclosure of earnings
per share in the financial statements.
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS
AND RESULTS OF OPERATIONS
Net income for the first three months of 1997 was $231,493, an increase
of $153,432 or 197% as compared to the same period in 1996. Earnings per share
was $.17 in 1997 as compared to $.07 in 1996. An increase in net interest
income, more fully described below, of $402,344 was the chief contributor to the
increase in earnings. It is important to note that the first quarter of 1996 was
impacted by an increase in operating expenses related to the opening of the
Company's Hillsborough office.
A detailed discussion of the major components of net income follows:
Net Interest Income
Net interest income for the first quarter of 1997 was $1,360,357
compared to $958,013 in 1996, an increase of $402,344 or 42%.
Almost all of the increase can be attributed to an increase in average
earnings assets. Average earning assets for the first quarter of 1997 were
$121.1 million, an increase of $35 million or 41% from the first quarter of
1996. Loans accounted for almost 80% of this increase as loans averaged $89.4
million during the quarter. The increase in loan balances caused interest income
to increase $635,723 while a decline in the yield on loans reduced interest
income $22,580. The decline in the yield on loans was due to a change in the mix
of the loan portfolio, in particular, consumer automobile loans purchased from
auto dealerships at rates lower than the Company's overall return.
Overall, interest income increased $694,444. Almost all of this amount
was due to the increase in average balances. The yield on earning assets was
8.26% for both years.
The overall cost of interest-bearing liabilities declined from 4.74% to
4.62% as a result of lower rates being paid on maturing certificates of deposit.
This decline combined with an increase in non-interest sources of funds (mostly
capital and demand deposits) caused the cost of funding earning assets to drop
from 3.80% to 3.70%. This had the affect of increasing the net interest margin
to 4.56% in 1997 as compared to 4.47% in 1996.
Provision for Loan Possible Losses
The provision for possible loan losses was $75,000 in the first quarter
of 1997 as compared to $60,000 in the first quarter of 1996. Although there has
been an increase in past due and non-accrual loans (see Asset Quality), the
increase in the provision is mostly related to the growth in outstanding loans
rather than to an overall decline in credit quality. Total loans have increased
$4.3 million or 5.0% since December 31, 1996 and $29.1 million or 46% since
March 31, 1996.
Other Income
During the first quarter of 1997, other income increased $50,223 or 84%
over the same period in 1996. Gains on the sale of loans accounted for $22,652
of the increase. The Company is a preferred SBA lender and, as such, it
originates SBA loans and sells the government guaranteed portions in the
secondary market while retaining the servicing. The amount of gains recognized
on SBA loans is dependent on the volume of new SBA loans generated each quarter.
The amounts can vary greatly from quarter to quarter and from year to year.
<PAGE>
Service charges on deposit accounts increased $16,382 or 45% from the
same period last year. The growth in the number of commercial and consumer
checking accounts resulted in increased overdraft, account maintenance and wire
transfer fees.
Other income increased $11,189 as a result of increased Letters of
Credit fees and servicing fees for SBA loans.
Other Expense
Other expenses for the three months ended March 31, 1997 increased
$181,398 or 22% from the same period in 1996. It is important to note that,
during the past twelve months, the assets of the Company grew $34.8 million or
36%. In 1996, the Company opened its first branch office in Hillsborough
Township during the first quarter and moved its back-office operations to
additional space it was leasing in Hillsborough during the second quarter. The
full impact of these two items was not felt in the first quarter of 1996.
Because of the 36% growth in assets, the Company has had to hire additional
personnel to better service its customer base. These additions combined with
normal salary increases and the additions to the Hillsborough staff caused
salary and benefits expense to increase $98,187 or 23% from last year. The
Company has also made an investment in a new computer network in order to
improve efficiency and remain current with technology. These purchases as well
as other purchases of equipment for new employees increased equipment expense
$18,160 or 31% from last year. Other expenses increased from last year $41,013
or 16%. Much of this increase was related to the growth of the Company which
affected many areas, but especially examination and data processing costs. Costs
of approximately $11,000 were incurred to maintain the Company's other real
estate owned. There was a decline in marketing and business development costs
because last year's expenses included the grand opening costs for the
Hillsborough office. Directors' fees expense increased by $13,400.
Financial Condition
March 31, 1997 compared to December 31, 1996
Total assets increased $5.3 million or 4% from December 31, 1996. Loans
accounted for most of the increase. Total loans grew $4.3 million. The growth
occurred in loans secured by residential mortgages and construction loans. Loans
to individuals for automobiles, which had experienced significant growth over
the past two years, declined by $128,000. The current interest rates earned on
these loans in relation to competition has caused the Company to not be as
aggressive in generating new automobile loans.
Deposits increased $5.2 million or 4.6% during the first quarter. All
deposit categories increased with the exception of demand deposits which
declined by $3.1 million. Demand deposit balances can fluctuate from day-to-day
as commercial checking accounts experience cash flow changes.
Investment securities increased $3.8 million funded by a reduction in
cash and short term investments.
Asset Quality
Loans past due 90 days or more and still accruing totaled $75,474 as of
March 31, 1997 and $20,600 at December 31, 1996 and represented .08% and .02% of
total loans as of March 31, 1997 and December 31, 1996, respectively.
<PAGE>
Loans in a non-accrual status totaled $42,456 at March 31, 1997 and
$24,384 at December 31, 1996 and represented .05% and .03% of total loans as of
March 31, 1997 and December 31, 1996, respectively.
The Company had other real estate owned of $304,700 at March 31, 1997
and December 31, 1996.
Allowance for Possible Loan Losses
The allowance for possible loan losses is maintained at a level
considered adequate to provide for potential loan losses. The level of the
allowance is based on management's evaluation of potential losses in the
portfolio, after consideration of risk characteristics of the loans and
prevailing and anticipated economic conditions. The allowance is increased by
provisions charged to expense and reduced by charge-offs, net of recoveries.
At March 31, 1997, the allowance for loans losses was $825,966 and
represented .90% of total loans and 700% of non-performing loans compared to an
allowance for loan losses at December 31, 1996 of $783,366 or .89% of total
loans and 1,741% of non-performing loans at December 31, 1996.
Charge-offs for the first three months of 1997 totaled $33,646 compared
to $51,043 for the year ended December 31, 1996.
Capital Resources
Total Shareholders' Equity was $12,111,417 at March 31, 1997 compared
to $11,909,659 at December 31, 1996.
Under the FDIC Improvement Act of 1991, banks are required to maintain
a minimum ratio of total capital to risk based assets of 8% of which at least 4%
must be in the form of Tier I Capital (primarily Shareholders' Equity). The
following are the Company's capital ratios at the end of the periods indicated.
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
---- ----
<S> <C> <C>
Tier I Capital to Risk Weighted Assets 12.60% 12.56%
Total Capital to Risk Weighted Assets 13.47% 13.40%
Leverage Ratio 9.28% 9.58%
</TABLE>
Liquidity
Cash and cash equivalents totaled $9,160,152 at March 31, 1997 a
decrease of $2,968,024.
The decrease in Cash and Cash Equivalents was attributable to an
increase in cash used for investing activities of $8,352,490. More than half of
the investing activity was in the form of loans ($4,366,759), the remainder was
divided between securities available for sale ($2,995,391) and securities held
to maturity ($3,482,206).
The increase in investing activities was also funded by an increase in
financing activities of $5,220,999, as a result of an increase in time deposits
($5,947,462).
<PAGE>
PART II-OTHER INFORMATION
Item 1 - Legal Proceedings
The Company is party in the ordinary course of business to
litigation involving collection matters, contract claims and
other miscellaneous causes of action arising from its
business. Management does not consider that such proceedings
depart from usual routine litigation and, in its judgment, the
Company's financial position and results of operations will
not be affected materially by such proceedings.
Item 2 - Changes in Securities
None.
Item 3 - Defaults upon Senior Securities
None.
Item 4 - Submission of Matters to a Vote of Security Holders
Proxies were mailed to shareholders of the Company on March
27, 1997 for the Annual Meeting of Shareholders held on April
24, 1997. Issues to be decided upon included the election of
Directors, approval of the 1997 Restated Incentive Stock
Option Plan and approval of the 1997 Directors Stock Option
Plan.
Following are the results of the voting:
1. ELECTION OF DIRECTORS.
The following candidates have been nominated for a
term to continue to the 1998 Annual Meeting: Bernard
Bernstein, Robert P. Corcoran, Mark S. Gold, Raymond
L. Hughes, and S. Tucker S. Johnson.
The following candidates have been nominated for a
term to continue to the 1999 Annual Meeting: Willem
Kooyker, Frank Orlando, Gilbert E. Pittenger,
Frederick D. Quick, and Donald Sciaretta.
The following candidates have been nominated for a
term to continue to the 2000 Annual Meeting: John K,
Kitchen, Anthony J. Santye, Jr., G. Robert Santye,
Herman C. Simonse, and Donald R. Tourville.
Total Votes in Favor 933,105
Total Votes Against 0
2. APPROVAL OF THE 1997 RESTATED INCENTIVE STOCK OPTION
PLAN.
Votes in Favor 875,303
Votes Against 576
Votes Abstained 1,300
Non-Votes 55,926
<PAGE>
3. APPROVAL OF THE 1997 DIRECTORS STOCK OPTION PLAN.
Votes in Favor 852,643
Votes Against 21,036
Votes Abstained 3,500
Non-Votes 55,926
Item 5 - Other Information
None.
Item 6 - Exhibits and Reports on Form 8-K
(a) Exhibits
3(i) Articles of Incorporation
Certificate of Incorporation of the Company is incorporated by
reference to the Company's Registration Statement on Form SB-2
File Number 333-12305 Amendment No. 2, Filed November 4, 1996.
3(ii) Bylaws
Bylaws of the Company are incorporated by reference to the
Company's Registration Statement on Form SB-2 File No.
333-12305 Amendment No. 2, Filed November 4, 1996.
(27) Financial Data Schedule
(b) Reports on Form 8-K
None
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
SVB FINANCIAL SERVICES, INC.
(Registrant)
Dated: May 15, 1997 By: /s/Keith B. McCarthy
--------------------
Keith B. McCarthy
Executive Vice President and
Treasurer
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 4,358,390
<INT-BEARING-DEPOSITS> 99,382,081
<FED-FUNDS-SOLD> 3,500,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 11,355,004
<INVESTMENTS-CARRYING> 15,184,352
<INVESTMENTS-MARKET> 15,133,701
<LOANS> 92,189,422
<ALLOWANCE> 825,966
<TOTAL-ASSETS> 130,324,129
<DEPOSITS> 117,717,627
<SHORT-TERM> 0
<LIABILITIES-OTHER> 495,085
<LONG-TERM> 0
0
0
<COMMON> 5,711,274
<OTHER-SE> 6,400,143
<TOTAL-LIABILITIES-AND-EQUITY> 130,324,129
<INTEREST-LOAN> 2,004,289
<INTEREST-INVEST> 368,766
<INTEREST-OTHER> 93,700
<INTEREST-TOTAL> 2,466,755
<INTEREST-DEPOSIT> 1,106,398
<INTEREST-EXPENSE> 1,106,398
<INTEREST-INCOME-NET> 1,360,357
<LOAN-LOSSES> 75,000
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1,008,115
<INCOME-PRETAX> 387,520
<INCOME-PRE-EXTRAORDINARY> 387,520
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 231,493
<EPS-PRIMARY> .17
<EPS-DILUTED> .17
<YIELD-ACTUAL> 8.26
<LOANS-NON> 43,456
<LOANS-PAST> 75,474
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 783,366
<CHARGE-OFFS> 33,646
<RECOVERIES> 1,246
<ALLOWANCE-CLOSE> 825,966
<ALLOWANCE-DOMESTIC> 825,966
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
