FORM 10-QSB
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 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: 0-21297
Foundation Bancorp, Inc.
------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Ohio
--------------------------------------------------------------
(State or other jurisdiction of incorporation or organization)
31-1465239
---------------------------------------
(I.R.S. Employer Identification Number)
25 Garfield Place, Cincinnati, Ohio 45202
- ---------------------------------------- ----------
(Address of principal executive offices) (zip Code)
Registrant's telephone number, including area code: (513) 721-0120
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
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.
[X] Yes [ ] No
State the number of shares outstanding of the issuer's classes of common
stock, as of the latest practicable date.
Common shares, no par value Outstanding at December 31, 1997: 462,875
FOUNDATION BANCORP, INC.
FORM 1O-QSB
QUARTER ENDED DECEMBER 31, 1997
Part l - Financial Information
Item 1 - Financial Statements
Interim financial information required by Regulation 210.10 - 01 of
Regulation S - X is included in this Form 10-QSB as referenced below:
Consolidated Statements of Financial Condition.......... 3
Consolidated Statements of Earnings..................... 4
Condensed Consolidated Statements of Cash Flows......... 5
Notes to Consolidated Financial Statements.............. 6
Item 2 - Management's Discussion and Analysis of
Financial Condition and Results of Operations........... 8
FOUNDATION BANCORP, INC.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
<TABLE>
<CAPTION>
December 31, June 30,
1997 1997
------------ --------
(Unaudited)
<S> <C> <C>
ASSETS
- ------
Cash and due from banks $ (130,200) $ 170,153
Interest-bearing deposits in other financial institutions 6,191,091 3,119,122
---------------------------
Cash and cash equivalents 6,060,891 3,289,275
Investment securities-at amortized cost, approximate market value
of $300,675 and $948,715 at December 31, 1997 and June 30,
1997, respectively 296,389 945,840
Mortgage-backed securities-at cost, approximate market value of
$3,899,091 and $4,167,556 at December 31, 1997 and June 30,
1997, respectively 3,951,641 4,288,236
Loans receivable-net 25,665,186 25,939,500
Office premises and equipment-at depreciated cost 292,155 298,934
Federal Home Loan Bank Stock-at cost 309,700 298,800
Accrued interest receivable on loans 109,547 104,415
Accrued interest receivable on mortgage-backed securities 30,799 33,226
Accrued interest receivable on investments and interest-bearing
deposits 484 8,732
Prepaid expenses and other assets 26,323 64,478
---------------------------
TOTAL ASSETS $36,743,115 $35,271,436
===========================
LIABILITIES AND SHAREHOLDER'S EQUITY
- ------------------------------------
Deposits $28,538,728 27,291,765
Advances from Federal Home Loan Bank 717,724 754,403
Advances by borrowers for taxes, insurance and other 263,336 65,271
Other liabilities 148,135 172,236
Deferred federal income taxes 53,900 53,900
---------------------------
TOTAL LIABILITIES 29,721,823 28,337,575
Shareholder's equity
Common shares-2,000,000, no par value, authorized; 462,875
shares issued and outstanding - -
Additional paid-in capital 4,341,126 4,341,126
Unallocated shares held by Employee Stock Ownership Plan (256,673) (311,781)
Retained earnings-substantially restricted 2,936,839 2,904,516
---------------------------
TOTAL SHAREHOLDER'S EQUITY 7,021,292 6,933,861
TOTAL LIABILITIES AND SHAREHOLDER'S EQUITY $36,743,115 $35,271,436
===========================
</TABLE>
FOUNDATION BANCORP, INC.
CONSOLIDATED STATEMENTS OF EARNINGS
<TABLE>
<CAPTION>
Three months ended Three months ended
December 31, December 31,
-------------------- ------------------------
(Unaudited)
1997 1996 1997 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Interest income
Loans $547,923 $507,637 $1,090,840 $ 992,713
Mortgage-backed securities 60,556 66,047 126,240 135,867
Investment securities 13,311 20,107 35,283 39,861
Interest bearing deposits and other 69,625 46,362 121,127 77,100
------------------------------------------------
Total interest income 691,415 640,153 1,373,490 1,245,541
Interest expense
Deposits 404,042 360,519 801,098 739,593
Borrowings 10,086 11,060 20,420 22,355
------------------------------------------------
Net interest expense 414,128 371,579 821,518 761,948
Net interest income before provision for
losses on loans 277,287 268,574 551,972 483,593
Provision for losses on loans (3,000) (3,000) (6,000) (9,000)
------------------------------------------------
Net interest income after provision for
losses on loans 274,287 265,574 545,972 474,593
Other operating income 24,557 18,286 42,350 32,590
General, administrative and other expense
Employee compensation and benefits 91,801 109,669 202,346 231,545
Occupancy and equipment 19,526 19,914 39,108 40,522
Federal deposit insurance premiums 4,298 12,000 8,605 196,267
Franchise taxes 9,379 8,969 18,758 17,938
Data processing 8,170 7,832 17,154 16,394
Other 48,883 25,835 77,972 50,533
------------------------------------------------
Total general, administrative and other expense 182,057 184,219 363,943 553,199
------------------------------------------------
Income (loss) before income taxes 116,787 99,641 224,379 (46,016)
Provision (benefit) for federal income taxes (39,707) (32,525) (76,336) 14,163
------------------------------------------------
NET EARNINGS $ 77,080 $ 67,116 $ 148,043 $ (31,853)
------------------------------------------------
EARNINGS (LOSS) PER SHARE $ 0.18 $ 0.16 $ 0.34 $ (0.07)
================================================
</TABLE>
FOUNDATION BANCORP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the six months ended December 31,
<TABLE>
<CAPTION>
1997 1996
---- ----
(Unaudited)
<S> <C> <C>
Cash flows provided by (used in) operating activities:
Net earnings (loss) for the period $ 148,043 $ (31,853)
Adjustments to reconcile net earnings (loss) to net cash
provided by (used in) operating activities:
Gain on sale of loans (13,255) (3,710)
Depreciation and amortization 6,779 9,055
Amortization of premiums and discounts on mortgage-backed
securities 7,164 8,801
ESOP allocation 55,108 58,519
Federal Home Loan Bank stock dividends (10,900) (4,900)
Provision for losses on loans 6,000 9,000
Amortization of deferred loan origination fees (5,962) (3,742)
Deferred loan fees (costs) originated (4,998) (8,682)
Effects of changes in operating assets and liabilities:
Accrued interest receivable 5,543 16,976
Refundable income tax - (28,950)
Prepaid expenses and other assets 38,155 37,083
Accrued expenses (24,101) (32,219)
--------------------------
Net cash provided by operating activities 207,576 25,378
--------------------------
Cash flows provided by (used in) investing activities:
Purchase of mortgage-backed securities - (97,990)
Principal repayments on mortgage-backed securities 328,882 318,222
Proceeds from maturity of investment securities 650,000 -
Loan disbursements (4,109,231) (3,910,905)
Principal repayments on loans 2,695,319 1,860,036
Proceeds from sales of loans 1,706,439 574,050
Purchase of property and equipment - (3,228)
--------------------------
Net cash provided by (used in) investing activities 1,271,409 (1,259,815)
--------------------------
Cash flows provided by (used in) financing activities:
Net increase (decrease) in deposit accounts 1,246,963 (897,512)
Repayment of FHLB advances (36,679) (34,745)
Net increase (decrease) in advances by borrowers for taxes, insurance
and other 198,065 186,758
Dividends paid (115,718) -
Proceeds from issuance of common shares - 4,018,087
--------------------------
Net cash provided by (used in) financing activities 1,292,631 3,272,588
--------------------------
Net increase (decrease) in cash and cash equivalents 2,771,616 2,038,151
Cash and cash equivalents at beginning of period 3,289,275 1,172,489
--------------------------
Cash and cash equivalents at end of period $ 6,060,891 $ 3,210,640
==========================
</TABLE>
FOUNDATION BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the six months ended
December 31, 1997 and 1996
In May 1996, the Board of Directors of Foundation Savings Bank
("Foundation") adopted a Plan of Conversion (the "Plan") providing for the
conversion of Foundation from the mutual form of organization to the stock
form (the "Conversion"). In connection with the Conversion, Foundation
formed a holding company, Foundation Bancorp, Inc. (the "Company"). On
September 25, 1996, Foundation completed the Conversion, in connection with
which Foundation issued all of its outstanding shares to the Company and the
Company issued 462,875 common shares in a subscription offering and a
community offering at a price of $10.00 per share which, after consideration
of offering expenses totaling $287,624 and shares purchased by employee
benefit plans totaling $370,300, resulted in net cash proceeds of
$3,970,826. Financial information for the periods prior to September 25,
1996, relate to Foundation prior to the Conversion.
1. Basis of Presentation
---------------------
The accompanying unaudited consolidated financial statements were
prepared in accordance with instructions for Form 10-QSB and, therefore, do
not include information or footnotes necessary for a complete presentation
of consolidated financial position, results of operations and cash flows in
conformity with generally accepted accounting principles. However, in the
opinion of management, all adjustments (consisting only of normal recurring
accruals) which are necessary for a fair presentation of the consolidated
financial statements have been included. The results of operations for the
six months ended December 31, 1997 and 1996, are not necessarily indicative
of the results which may be expected for an entire fiscal year.
2. Principles of Consolidation
---------------------------
The accompanying consolidated financial statements include the
accounts of the Company and Foundation. All significant intercompany items
have been eliminated.
3. Earnings Per Share
------------------
Basic and diluted earnings per share for the three month periods ended
December 31, 1997 and 1996, which are the same as calculated for the
Company, was computed based upon weighted average shares outstanding of
433,267 and 431,190, respectively, which gives effect to a reduction for the
25,454 and 31,685 unallocated shares held by the Foundation Bancorp, Inc.
Employee Stock Ownership Plan (the "ESOP") at such dates, respectively, in
accordance with Statement of Position 93-6 ("SOP 93-6") issued by the
American Institute of Certified Public Accountants. Earnings per share for
the six month periods ended December 31, 1997 and 1996, was computed based
upon weighted average shares outstanding of 432,267 and 431,190,
respectively.
4. Effects of Recent Accounting Pronouncements
-------------------------------------------
In June 1996, the Financial Accounting Standards Board (the "FASB")
issued Statement of Financial Accounting Standards ("SFAS") No. 125,
"Accounting for Transfers and Servicing of Financial Assets and
Extinguishments of Liabilities," which established accounting and reporting
standards for transfers and servicing of financial assets and
extinguishments of liabilities. The standards are based on a consistent
application of a financial-components approach that focuses on control.
Under that approach, after a transfer of financial assets an entity
recognizes the financial and servicing assets it controls and the
liabilities it has incurred and ceases recognizing financial assets when
control has been surrendered and ceases recognizing liabilities when they
have been extinguished. SFAS No. 125 provides consistent standards for
distinguishing transfers of financial assets that are sales from transfers
that are secured borrowings. SFAS No. 125 supersedes SFAS No. 122. SFAS
No. 125 is effective for transactions occurring after December 31, 1996.
Management does not expect an impact from adoption of SFAS No. 125.
In March 1997, the FASB issued SFAS No. 128, "Earnings Per Share,"
which is effective for periods ending after December 15, 1997, including
interim periods. SFAS No. 128 simplifies the calculation of earnings per
share ("EPS") by replacing primary EPS with basic EPS. It also requires
dual presentation of basic EPS and diluted EPS for entities with complex
capital structures. Basic EPS includes no dilution and is computed by
dividing income available to common shareholders by the weighted-average
common shares outstanding for the period. Diluted EPS reflects the
potential dilution of securities that could share in earnings such as stock
options, warrants or other common stock equivalents. All prior period EPS
data must be restated to conform with the new presentation.
In February 1997, the FASB issued SFAS No. 129, "Disclosures of
Information about Capital Structure." SFAS No. 129 consolidates existing
accounting guidance relating to disclosure about a company's capital
structure. Public companies generally have always been required to make
disclosures now required by SFAS No. 129 and, therefore, SFAS No. 129 should
have no impact on the Company. SFAS No. 129 is effective for financial
statements for periods ending after December 15, 1997.
In June 1997, the FASB issued SFAS No. 130, "Reporting Comprehensive
Income." SFAS No. 130 establishes standards for reporting and display of
comprehensive income and its components (revenues, expenses, gains and
losses) in a full set of general-purpose financial statements. SFAS No. 130
requires that all items that are required to be recognized under accounting
standards as components of comprehensive income be reported in a financial
statement that is displayed with the same prominence as other financial
statements. It does not require a specific format for that financial
statement but requires that an enterprise display an amount representing
total comprehensive income for the period in that financial statement.
SFAS No. 130 requires that an enterprise (1) classify items of other
comprehensive income by their nature in a financial statement and (2)
display the accumulated balance of other comprehensive income separately
from retained earnings and additional paid-in capital in the equity section
of a statement of financial position. SFAS No. 130 is effective for fiscal
years beginning after December 15, 1997. Reclassification of financial
statements for earlier periods provided for comparative purpose is required.
In June 1997, the FASB issued SFAS No. 131, "Disclosures about
Segments of an Enterprise and Related Information." SFAS No. 131
significantly changes the way that public business enterprises report
information about operating segments in annual financial statements and
requires that those enterprises report selected information about reportable
segments in interim financial reports issued to shareholders. It also
establishes standards for related disclosures about products and services,
geographic areas and major customers. SFAS No. 131 uses a "management
approach" to disclose financial and descriptive information about an
enterprise's reportable operating segments which is based on reporting
information the way that management organizes the segments within the
enterprise for making operating decisions and assessing performance. For
many enterprises, the management approach will likely result in more
segments being reported. In addition, SFAS No. 131 requires significantly
more information to be disclosed for each reportable segment than is
presently being reported in annual financial statements and requires that
selected information be reported in interim financial statements. SFAS No.
131 is effective for financial statements for periods beginning after
December 15, 1997. Because the Company has no non-banking subsidiaries,
SFAS No. 131 will not affect the Company.
FOUNDATION BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Discussion of Financial Changes from June 30, 1997 to December 31, 1997
- -----------------------------------------------------------------------
The recent drop in interest rates has resulted in a significant
increase in borrowers refinancing their mortgage loans to obtain the lower
rates available in the market. This has increased repayments on mortgage-
backed securities and loans receivable. Foundation is selling its current
originations of fixed-rate, long-term mortgages into the secondary mortgage
market. As long as the interest rate yield curve remains flat and at low
levels, interest rate risk is increased by short-term deposit growth
invested in fixed-rate, long-term assets. Correspondingly, Foundation is
reducing the rates paid on deposits which may eventually result in asset
shrinkage as the rate sensitive depositor seeks higher rates elsewhere.
Foundation's strategy will be to offset the losses in the net interest
margin as higher yielding assets are paid off and reinvested in short-term,
liquid assets with the gains on the sales of mortgages in the secondary
market. Foundation will thus mitigate rate risk by avoiding longer-term,
low-rate investments and be poised to invest when rates eventually begin to
rise.
At December 31, 1997, the Company's assets totaled $36.7 million, an
increase of $1.5 million, or 4.2%, over the $35.3 million at June 30, 1997.
The increase in assets was primarily funded by an increase in deposits of
$1.3 million, or 4.6%, and an increase in advances from borrowers for the
payment of taxes, insurance and other of $198,065, or 303.5%, resulting from
timing differences in the payment of semi-annual real estate taxes. These
increases helped fund an increase of $2.8 million, or 84.3%, in cash and
equivalents, which totaled $6.1 million at December 31, 1997. Also
increasing cash and equivalents was a decrease in investment securities of
$649,451, or 68.7%, resulting from maturing securities and securities with
exercised call provisions. Further increasing cash and equivalents was a
decrease in mortgage-backed securities of $336,595, or 7.8%, and a decrease
in loans receivable of $274,314, or 1.1%, both resulting from increased
repayments resulting from the aforementioned refinancing activity.
Shareholder's equity totaled $7.0 million at December 31, 1997, an increase
of $87,431, or 1.3%, resulting from the net earnings for the six month
period and the reduction in the ESOP loan, partially offset by the $115,718
dividend paid to shareholders in August 1997.
The Office of Thrift Supervision has three minimum regulatory capital
standards for savings associations. At December 31, 1997, Foundation's
capital substantially exceeded each of the requirements. The following is a
summary of Foundation's approximate regulatory capital position, in dollars
and as a percentage of regulatory assets at December 31, 1997:
<TABLE>
<CAPTION>
ACTUAL REQUIRED EXCESS
--------------- -------------- ---------------
(Dollars in thousands)
<S> <C> <C> <C> <C> <C> <C>
Tangible Capital $5,649 15.4% $ 551 1.5% $5,098 13.9%
Core Capital $5,649 15.4% $1,103 3.0% $4,546 12.4%
Risk-based Capital $5,781 33.8% $1,368 8.0% $4,413 25.8%
</TABLE>
Comparison of Operating results For the Six Months Ended December 31, 1997
- --------------------------------------------------------------------------
and 1996
- --------
General
- -------
The Company recorded net earnings of $148,043 for the six months ended
December 31, 1997, an increase of $179,896, or 564.8%, when compared to the
net loss of $31,853 for the same period of 1996. The net loss in 1996 was
the result of the one-time fee of $168,364 imposed on Foundation by the
Federal Deposit Insurance Corporation in September 1996 as part of
legislation to recapitalize the Savings Association Insurance Fund(the
"SAIF").
Net Interest Income
- -------------------
Net interest income after the provision for losses on loans, for the
six months ended December 31, 1997, increased $71,379, or 15.0%, compared to
the same period of 1996. This was the result of an increase in total
interest income of $127,949, or 10.3%, and a decrease in the provision for
losses on loans of $3,000, or 33.3%, partially offset by an increase in
total interest expense of $59,570, or 7.8%. The increase in total interest
income resulted primarily from an increase in interest earned on loans of
$98,127, or 9.9%, from a larger portfolio, and an increase of $44,027, or
57.1%, in interest on interest bearing deposits from larger deposits in
short-term investments. The increases were partially offset by a decrease
in interest on mortgage-backed securities of $9,627, or 7.1%, and a decrease
in interest on investment securities of $4,578, or 11.5%, both due to
smaller portfolios. Interest expense on deposits for the six months ended
December 31, 1997, increased $61,505, or 8.3%, when compared to the same
period of 1996, the outcome of the growth in deposits, offset by the
decrease in interest on borrowings of $1,935, or 8.7%, due to balances
reduced by scheduled repayments.
Provision for Losses on Loans
- -----------------------------
The provision for losses on loans for the six months ended December
31, 1997, decreased $3,000, or 33.3%, as delinquency declined to minimal
levels. The loan loss provision totaled $132,146 at December 31, 1997.
Other Operating Income
- ----------------------
Other operating income increased $9,760, or 29.9%, for the six months
ended December 31, 1997, compared to the same period in 1996, primarily due
to an increase of $9,544, or 257.3%, in gains on sales of loans.
General, Administrative and Other Expense
- -----------------------------------------
General, administrative and other expense for the six months ended
December 31, 1997, decreased $189,256, or 34.2%, compared to the six months
ended December 31, 1996, primarily due to a decrease in federal deposit
insurance premiums of $187,662, or 95.6%, after the recapitalization of the
SAIF in 1996. Employee compensation and benefits decreased $29,199, or
12.6%, primarily due to the entire 1996 ESOP contribution funded in the last
half of the calendar year. Other expense increased $27,439, or 54.3%,
resulting from professional fees related to operating as a public stock
company, the annual report, proxy and annual meeting of shareholders. The
provision for federal income taxes increased $90,499, or 639.0%, on the
increased net earnings for the six months ended December 31, 1997, compared
to the net loss for the same period in 1996.
Comparison of Operating results For the Three Months Ended December 31, 1997
- ----------------------------------------------------------------------------
and 1996
- --------
General
- -------
The Company recorded net earnings of $77,080 for the three months
ended December 31, 1997, an increase of $9,964, or 14.8%, compared to the
six months ended December 31, 1996, resulting from an increase in net
interest income after provision for losses on loans of $8,713, or 3.3%, an
increase in other operating income of $6,271, or 34.3%, and a decrease in
general, administrative, and other expense of $2,162, or 1.2%, partially
offset by an increase in federal income taxes of $7, 182, or 22.1%.
Net Interest Income
- -------------------
Net interest income after the provision for losses on loans for the
three months ended December 31, 1997, increased $8.713, or 3.3%, compared to
the same period in 1996, resulting from an increase in total interest income
of $51,262, or 8.0%, partially offset by an increase in total interest
expense of $42,549, or 11.5%. Interest income on loans increased $40,286,
or 7.9%, on a larger portfolio, and an increase in interest income on
interest bearing deposits of $23,263, or 50.2%, due to larger deposits in
short-term, liquid funds. These were partially offset by a decrease in
interest income on mortgage-backed securities of $5,491, or 8.3%, resulting
from increased repayments and a lower portfolio balance, and a decrease in
interest income on investment securities of $6,796, or 33.8%, due to a
smaller portfolio. Interest expense on deposits for the three months ended
December 31, 1997, as compared to the same period of 1996, increased 43,523,
or 12.1%, due to higher weighted average costs on a larger portfolio.
Interest expense on borrowings decreased $974, or 8.8%, due to lower
balances resulting from scheduled repayments.
Other Operating Income
- ----------------------
Other operating income for the three months ended December 31, 1997,
increased $6,271, or 34.3%, compared to the same period of 1996, primarily
the result of an increase in gains on sales of loans of $5,635, or 151.9%.
General, Administrative and Other Expense
- -----------------------------------------
General, administrative and other expense for the three months ended
December 31, 1997, decreased $2,162, or 1.2%, compared to the same period in
1996. Employee compensation and benefits decreased $17,868, or 16.3%,
primarily the result of an overaccrual in the expense of the ESOP. Federal
deposit insurance premiums decreased $7,702, or 64.2%, following the
recapitalization of the SAIF. These decreases were mostly offset by an
increase of $23,048, or 89.2%, in other expense from professional services
in connection with Securities and Exchange Commission filings and
shareholder mailings in connection with Foundation's first Annual Meeting of
Shareholders. Federal income taxes increased $7,182, or 22.1%, due to
higher earnings.
FOUNDATION BANCORP, INC.
10-QSB
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
---------------------------------------------------
None
ITEM 5. OTHER INFORMATION
-----------------
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
Exhibit 27. Financial Data Schedule
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.
Date: February 11, 1998 /s/ Laird L. Lazelle
----------------------
Laird L. Lazelle
President
Date: February 11, 1998 /s/ Dianne K. Rabe
----------------------
Dianne K. Rabe
Treasurer
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-START> JUL-01-1997
<PERIOD-END> DEC-31-1997
<CASH> (130)
<INT-BEARING-DEPOSITS> 6,191
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 4,248
<INVESTMENTS-MARKET> 4,200
<LOANS> 25,665
<ALLOWANCE> 132
<TOTAL-ASSETS> 36,743
<DEPOSITS> 28,539
<SHORT-TERM> 340
<LIABILITIES-OTHER> 148
<LONG-TERM> 641
0
0
<COMMON> 4,084
<OTHER-SE> 2,937
<TOTAL-LIABILITIES-AND-EQUITY> 36,743
<INTEREST-LOAN> 1,091
<INTEREST-INVEST> 162
<INTEREST-OTHER> 121
<INTEREST-TOTAL> 1,374
<INTEREST-DEPOSIT> 801
<INTEREST-EXPENSE> 822
<INTEREST-INCOME-NET> 552
<LOAN-LOSSES> 6
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 364
<INCOME-PRETAX> 224
<INCOME-PRE-EXTRAORDINARY> 148
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 148
<EPS-PRIMARY> 0.34
<EPS-DILUTED> 0.34
<YIELD-ACTUAL> 7.48
<LOANS-NON> 0
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 126
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 132
<ALLOWANCE-DOMESTIC> 132
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 132
</TABLE>