<PAGE>
==============================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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 ending 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 __________
----------------------------------
PARK BANCORP, INC.
(Exact name of Registrant as specified in its charter)
Delaware 36-4082530
(State of incorporation) (Commission (I.R.S. Employer
File Number) Identification No.)
2740 West 55th Street, Chicago, Illinois 60632
(773) 434-6040
(Address, including zip code, and telephone number, including
area code, of principal executive office)
----------------------------------
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: / /
2,431,440 shares of common stock were outstanding as of August 4, 1997.
<PAGE>
PARK BANCORP, INC.
Form 10-Q Quarterly Report
Index
Page
----
PART I - Financial Information
Item 1 Financial Statements 2
Item 2 Management's Discussion and Analysis of
Financial Condition and Results of Operations 7
Item 3 Quantitative and Qualitative Disclosures About
Market Risks 9
PART II - Other Information
Item 1 Legal Proceedings 10
Item 2 Changes in Securities 10
Item 3 Defaults Upon Senior Securities 10
Item 4 Submission of Matters to a Vote of Securities Holders 10
Item 5 Other Information 10
Item 6 Exhibits and Reports on Form 8-K 10
SIGNATURES 11
1
<PAGE>
PARK BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
1997 1996
---- ----
<S> <C> <C>
ASSETS
Cash and due from banks $ 935 $ 769
Interest-bearing deposit accounts in other financial institutions 1,862 5,444
---------- ----------
Total cash and cash equivalents 2,797 6,213
Securities available-for-sale 47,283 50,109
Securities held-to-maturity (fair value $49,122 and $47,553
in 1997 and 1996, respectively) 49,388 47,840
Loans receivable, net 67,976 66,179
Federal Home Loan Bank stock 841 756
Real estate held for development 2,639 2,871
Premises and equipment, net 2,392 2,150
Foreclosed real estate 60 60
Accrued interest receivable and other assets 2,193 2,016
---------- ----------
TOTAL ASSETS $ 175,569 $ 178,194
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Deposits $ 127,214 $ 128,852
Advances from borrowers for taxes and insurance 1,368 1,287
Federal Home Loan Bank advances 2,000 5,000
Other borrowings 4,000 -
Accrued interest payable and other liabilities 1,434 598
---------- ----------
Total liabilities 136,016 135,737
STOCKHOLDERS' EQUITY
Preferred stock, $.01 par value, 1,000,000 shares authorized
and unissued - -
Common stock, $.01 par value, 9,000,000 shares authorized;
2,701,441 shares issued and outstanding 27 27
Additional paid-in capital 27,843 26,088
Retained earnings, substantially restricted 19,469 18,518
Unearned ESOP shares (1,900) (1,994)
Unearned stock awards (1,434) -
Treasury stock at cost - 270,000 shares and 0 shares, respectively (4,219) -
Unrealized loss on securities available-for-sale, net of taxes (233) (182)
---------- ----------
Total stockholders' equity 39,553 42,457
---------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 175,569 $ 178,194
========== ==========
</TABLE>
2
<PAGE>
PARK BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED INCOME STATEMENT
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
THREE MONTHS SIX MONTHS
ENDED JUNE 30, ENDED JUNE 30,
--------------------- ---------------------
1997 1996 1997 1996
------ ------ ------ ------
<S> <C> <C> <C> <C>
Interest income:
Loans receivable $1,396 $1,277 $2,906 $2,652
Securities 1,711 1,334 3,409 2,603
Other 23 - 71 -
------ ------ ------ ------
Total 3,130 2,611 6,386 5,255
Interest expense:
Deposits 1,493 1,556 2,991 3,108
Federal Home Loan Bank advances 50 4 121 5
Other borrowings 59 - 59 -
------ ------ ------ ------
Total 1,602 1,560 3,171 3,113
------ ------ ------ ------
Net interest income 1,528 1,051 3,109 2,142
Provision for loan losses - - - -
------ ------ ------ ------
Net interest income after provision for
loan losses 1,528 1,051 3,109 2,142
Noninterest income:
Income on sale of real estate 80 18 125 43
Service fee income 23 50 59 87
Other operating income 113 12 120 27
------ ------ ------ ------
Total noninterest income 216 80 304 157
Noninterest expense:
Compensation and benefits 645 432 1,236 868
Occupancy and equipment expense 114 100 234 226
Federal deposit insurance premiums 34 83 67 166
Data processing services 31 35 63 68
Advertising 46 7 69 25
Stationery, printing and supplies 26 31 60 43
Other operating expense 154 72 246 148
------ ------ ------ ------
Total noninterest expense 1,050 760 1,975 1,544
------ ------ ------ ------
Income before income taxes 694 371 1,438 755
Income tax expense 234 130 487 260
------ ------ ------ ------
Net income $ 460 $ 241 $ 951 $ 495
====== ====== ====== ======
Earnings per share $ .20 N/A $ .40 N/A
====== ======
</TABLE>
3
<PAGE>
PARK BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
JUNE 30,
------------------
1997 1996
---- ----
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 951 $ 495
Adjustments to reconcile net income to net cash from
operating activities:
Net premium amortization (1) 149
Income on sale of real estate (125) (43)
Depreciation 90 84
Net change in accrued interest receivable and other assets (177) (90)
Net change in accrued interest payable and other liabilities 862 100
ESOP compensation expense 148 -
Stock-Based Incentive Plan compensation expense 267 -
------- -------
Net cash from operating activities 2,015 695
CASH FLOWS FROM INVESTING ACTIVITIES:
Net change in loans (1,797) (2,263)
Proceeds from sales/calls/maturities/principal repayments
of securities available-for-sale 6,731 12,356
Proceeds from calls/maturities/principal repayments
of securities held-to-maturity 5,443 19,580
Purchase of securities available-for-sale (3,972) (25,432)
Purchase of securities held-to-maturity (7,000) (11,995)
Purchase of FHLB stock (85) (80)
Net change in real estate held for development 357 201
Expenditures for premises and equipment (332) (446)
------- -------
Net cash from investing activities (655) (8,079)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net change in deposits (1,638) 2,157
Net change in advances from borrowers for taxes and insurance 81 128
Net change in FHLB advances (3,000) (6,000)
Net change in other borrowings 4,000 -
Purchase of treasury stock (4,219) -
------- -------
Net cash from financing activities (4,776) (3,715)
------- -------
Net change in cash and cash equivalents (3,416) (11,099)
Cash and cash equivalents at beginning of period 6,213 12,790
------- -------
Cash and cash equivalents at end of period $ 2,797 $ 1,691
======= =======
Interest paid $ 3,130 $ 3,095
Income taxes paid 540 287
</TABLE>
4
<PAGE>
PARK BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(IN THOUSANDS)
<TABLE>
<CAPTION>
UNREALIZED
RETAINED GAIN (LOSS)
ADDITIONAL EARNINGS, UNEARNED UNEARNED ON SECURITIES STOCK-
COMMON PAID-IN SUBSTANTIALLY ESOP STOCK TREASURY AVAILABLE- HOLDERS'
STOCK CAPITAL RESTRICTED SHARES AWARDS STOCK FOR-SALE EQUITY
-------- ---------- ------------- -------- -------- -------- ------------ -------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Balance at January 1, 1996 $ - $ - $17,456 $ - $ - $ - $ 77 $17,533
Net income - - 495 - - - - 495
Depreciation of fair value of
securities classified as
available-for-sale, net of tax - - - - - - (370) (370)
------ ------- ------- ------- ------- ------- ------ -------
Balance at June 30, 1996 $ - $ - $17,951 $ - $ - $ - $ (293) $17,658
====== ======= ======= ======= ======= ======= ====== =======
Balance at January 1, 1997 $ 27 $26,088 $18,518 $(1,994) $ - $ - $ (182) $42,457
Net income - - 951 - - - - 951
Purchase of treasury stock - - - - - (4,219) - (4,219)
Grant of stock awards under
Stock-Based Incentive Plan - 1,701 - - (1,701) - - -
ESOP shares earned - 54 - 94 - - - 148
Stock awards earned - - - - 267 - - 267
Depreciation in fair value of
securities classified as
available-for-sale, net of tax - - - - - - (51) (51)
------ ------- ------- ------- ------- ------- ------ -------
Balance at June 30, 1997 $ 27 $27,843 $19,469 $(1,900) $(1,434) $(4,219) $(233) $39,553
====== ======= ======= ======= ======= ======= ====== =======
</TABLE>
5
<PAGE>
PARK BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 1997
Note 1 - Basis of Presentation
The accompanying unaudited consolidated financial statements include the
accounts of Park Bancorp, Inc. (Corporation) and its wholly-owned subsidiary,
Park Federal Savings Bank (Bank) and its subsidiaries, as of June 30, 1997
and December 31, 1996 and for the six-month periods ended June 30, 1997 and
1996, respectively. The consolidated financial statements for periods prior
to September 31, 1996 include only the accounts of the Bank and its
subsidiaries. Material intercompany accounts and transactions have been
eliminated in consolidation.
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and
Article 10 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of management,
all necessary adjustments, consisting only of normal recurring accruals
necessary for a fair presentation, have been included. The results of
operations for the six-month period ended June 30, 1997 are not necessarily
indicative of the results that may be expected for the entire calendar year.
These unaudited consolidated financial statements should be read in
conjunction with the consolidated financial statements for the year ended
December 31, 1996 and the notes thereto.
Note 2 - Conversion
On August 9, 1996, the Bank converted from a federally-chartered mutual
savings bank to a federally-chartered stock savings bank. The Bank issued all
of its common stock to the Corporation and at the same time the Corporation
issued 2,701,441 shares of common stock at $10.00 per share, all pursuant to
a plan of conversion (the Conversion).
At the time of the Conversion, the Bank established a liquidation account in
an amount equal to its total net worth as of the latest statement of
financial condition appearing in the final prospectus. The liquidation
account is maintained for the benefit of eligible depositors who continue to
maintain their accounts at the Bank after the Conversion. The liquidation
account will be reduced annually to the extent that eligible depositors have
reduced their qualifying deposits. Subsequent increases will not restore an
eligible account holder's interest in the liquidation account. In the event
of complete liquidation, each eligible depositor will be entitled to receive
a distribution from the liquidation account in an amount proportionate to the
current adjusted qualifying balances for accounts then held. The liquidation
account is not available for the payment of dividends.
Subsequent to the Conversion, the Corporation may not declare or pay cash
dividends on, or repurchase any of its shares of common stock, if the effect
would cause stockholders' equity to be reduced below applicable regulatory
capital maintenance requirements or if such declaration and payment would
otherwise violate regulatory requirements.
Note 3 - Earnings Per Share
Earnings per share for periods subsequent to the Conversion is calculated by
dividing the net earnings by the weighted average number of shares
outstanding and common stock equivalents attributable to outstanding stock
options, when dilutive. The weighted average number of the Corporation's
shares of common stock used to calculate earnings per share for the
six months ended June 30, 1997 was 2,363,598.
6
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The following discussion compares the financial condition of Park Bancorp,
Inc. and its wholly-owned subsidiary, Park Federal Savings Bank, at June 30,
1997 to its financial condition at December 31, 1996 and the results of
operations for the six months ended June 30, 1997 to the same period in 1996.
This discussion should be read in conjunction with the interim financial
statements and footnotes included herein.
FINANCIAL CONDITION
Total assets at June 30, 1997 were $175.6 million compared to $178.2 million
at December 31, 1996, a decrease of $2.6 million. During the six months ended
June 30, 1997, cash and cash equivalents decreased by $3.4 million and
securities decreased by $1.3 while loans increased $1.8 million.
Total liabilities at June 30, 1997 were $136.0 million compared to
$135.7 million at December 31, 1996, an increase of $300,000. Accrued interest
payable and other liabilities increased by approximately $836,000, primarily
due to increases in the Corporation's income tax liability. Total deposits
decreased by approximately $1.6 million during the six months ended June 30,
1997. During the first six months of 1997, the Bank repaid $3 million of
advances from the Federal Home Loan Bank of Chicago while the Corporation
incurred $4 million of debt to finance the repurchase of its common stock as
discussed below.
Stockholders' equity at June 30, 1997 was $39.6 million compared to
$42.5 million at December 31, 1996, a decrease of $2.9 million. This decrease
was primarily attributable to the purchase of 270,000 shares of the
Corporation's common stock in March 1997. During the first half of 1997,
the Corporation granted 108,057 shares of stock awards under the 1997
Stock-Based Incentive Plan.
RESULTS OF OPERATIONS
Net income increased 91% from $241,000 for the quarter ended June 30, 1996 to
$460,000 for the quarter ended June 30, 1997. Net income for the six-month
period ended June 30, 1997 also increased 92% to $951,000 from $495,000 for
the same period in 1996.
Net interest income increased by $477,000 and $967,000 to $1.5 million and
$3.1 million for the three and six-month periods ended June 30, 1997,
respectively, compared to the same periods in 1996. This increase was
primarily attributable to an increase in the average outstanding balance
loans and securities as the net proceeds from the initial public offering
were converted to interest earning assets. Additionally, the yield on the
Corporation's securities portfolio has improved during the first six months of
1997 as compared to the same period in 1996.
Noninterest income for the Corporation increased from $80,000 for the quarter
ended June 30, 1996 to $216,000 for the same period in 1997. Similarly,
noninterest income increased 94% to $304,000 for the six-month period ended
June 30, 1997 from six months ended June 30, 1996. This increase was
primarily due to an increase in income from the sale of real estate held for
development and a one-time completion fee of $106,000 on a land development
loan which was recognized during the second quarter of 1997.
Noninterest expense increased from $760,000 for the three-month period ended
June 30, 1996 to $1,050,000 for the three-month period ended June 30, 1997.
For the six-month period, noninterest expenses increased $431,000 to
$1,975,000 as compared to the six-month period ended June 30, 1996. The
increase was primarily attributable to compensation expense associated with
the recently adopted ESOP and Management Retention Plan and other costs
incurred as a result of operating as a
7
<PAGE>
public company. The additional expense from these plans was partially offset
by elimination of expenses associated with the pension and profit sharing
plans which were terminated during 1996.
The Corporation's federal income tax expense increased from $260,000 for the
six-month period ended June 30, 1996 to $487,000 for the six-month period
ended June 30, 1997. This expense increased to $234,000 for the quarter
ended June 30, 1997 from $130,000 for the same period in 1996. These changes
in income tax were attributable to the increase in income before income taxes.
LIQUIDITY
The Bank is required to maintain minimum levels of liquid assets of 5% as
defined by Bank regulators. The Bank's liquidity ratio does fluctuate, but
has been in excess of the required and levels. The Bank's regulatory
liquidity at June 30, 1997 was 54.1%.
At June 30, 1997, the Bank had $760,000 in commitments to originate loans and
$1,067,000 in standby letters of credit.
CAPITAL RESOURCES
The Bank is subject to three capital-to-asset requirements in accordance with
bank regulations. The following table summarizes the Bank's regulatory
capital requirements versus actual capital as of June 30, 1997:
ACTUAL REQUIRED EXCESS
AMOUNT % AMOUNT % AMOUNT %
------ - ------ - ------ -
Tangible capital $28,583 17.7% $2,427 1.5% $26,156 16.2%
Core leverage capital 28,583 17.7 4,853 3.0 23,730 14.7
Risk-based capital 29,083 48.0 4,843 8.0 24,240 40.0
NEW ACCOUNTING STANDARDS
In June 1996, the Financial Accounting Standards Board (FASB) issued
Statement of Financial Accounting Standards (SFAS) No. 125, "Accounting for
Transfers and Servicing of Financial Assets and Extinguishments of
Liabilities", which has been amended by SFAS No. 127. This statement, as
amended, provides authoritative guidance as to the accounting and financial
reporting for transfers and servicing of financial assets and extinguishments
of liabilities. Example transactions covered by SFAS No. 125 include asset
securitizations, repurchase agreements, wash sales, loan participations,
transfers of loans with recourse, and servicing of loans. SFAS No. 125 is
based on a consistent application of a financial components approach that
focuses on control and provides consistent standards for distinguishing
transfers of financial assets that are sales from transfers that are secured
borrowings. The statement also requires measuring instruments that have a
substantial prepayment risk at fair value, much like debt instruments
classified as available-for-sale or trading. SFAS No. 125, as amended by
SFAS No. 127, is effective on a prospective basis for some transactions in
1997 and others in 1998. The adoption of SFAS No. 125 will not have a
material impact on the Corporation.
In February 1997, the FASB issued SFAS No. 128, "Earnings Per Share." The
overall objective of SFAS No. 128 is to simplify the calculation of earnings
per share (EPS) and achieve comparability with the recently issued
International Accounting Standard No. 33, "Earnings Per Share." Under this
statement, primary EPS computed in accordance with APB Opinion No. 15 will be
replaced with a new, simpler calculation called basic EPS. Basic EPS will be
calculated by dividing income available to common shareholders (i.e., net
income less preferred stock dividends) by the weighted average common shares
outstanding without consideration for common stock equivalents such as
options,
8
<PAGE>
warrants, and convertible securities. Fully diluted EPS will not change
significantly but has been renamed diluted EPS.
SFAS No. 128 is effective for both interim and annual financial statements
for periods ending after December 15, 1997. Earlier application is not
permitted. Upon adoption, the Corporation will be required to change the
method currently used to compute EPS and to restate all prior periods. The
impact of SFAS No. 128 on the calculation of primary and fully diluted EPS is
not expected to be material.
In February 1997, the FASB issued SFAS No. 129, "Disclosure of Information
about Capital Structure". SFAS No. 129, effective for financial statements
for periods ending after December 15, 1997, consolidates existing disclosure
reporting guidance about a company's capital structure under a single
standard. This standard will have no impact on the Corporation.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995
This report contains certain forward-looking statements within the meaning of
Section 27a of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. The Corporation intends such
forward-looking statements to be covered by the safe harbor provisions for
forward-looking statements contained in the Private Securities Reform Act of
1995, and is including this statement for purposes of these safe harbor
provisions. Forward-looking statements, which are based on certain
assumptions and describe future plans, strategies and expectations of the
Corporation, are generally identifiable by use of the words "believe",
"expect", "intend", "anticipate", "estimate", "project", or similar
expressions. The Corporation's ability to predict results or the actual
effect of future plans or strategies is inherently uncertain. Factors which
could have a material adverse affect on the operations and future prospects
of the Corporation and its wholly-owned subsidiary include, but are not
limited to, changes in: interest rates; general economic conditions;
legislative/regulatory provisions; monetary and fiscal policies of the U.S.
Government, including policies of the U.S. Treasury and the Federal Reserve
Board; the quality or composition of the loan or investment portfolios;
demand for loan products; deposit flows; competition; demand for financial
services in the Corporation's market area; and accounting principles,
policies, and guidelines. These risks and uncertainties should be considered
in evaluating forward-looking statements and undue reliance should not be
placed on such statements. Further information concerning the Corporation
and its business, including additional factors that could materially affect
the Corporation's financial results, is included in the Corporation's filings
with the SEC.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISKS
Not applicable
9
<PAGE>
PART II - - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
None
ITEM 2. CHANGES IN SECURITIES.
None
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS.
None
ITEM 5. OTHER INFORMATION.
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits - Not applicable.
(b) Reports on Form 8-K. No reports on Form 8-K were filed by the
registrant during the quarter ended June 30, 1997.
10
<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.
PARK BANCORP, INC.
/s/ David A. Remijas
--------------------------------------
Date: August 7, 1997 David A Remijas
President and Chief Executive Officer
/s/ Steven J. Pokrak
--------------------------------------
Date: August 7, 1997 Steven J. Pokrak
Treasurer and Chief Financial Officer
11
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 6-MOS
<FISCAL-YEAR-END> DEC-31-1997 DEC-31-1997
<PERIOD-START> JAN-01-1997 JAN-01-1997
<PERIOD-END> MAR-31-1997 JUN-30-1997
<CASH> 865 935
<INT-BEARING-DEPOSITS> 3,830 1,862
<FED-FUNDS-SOLD> 0 0
<TRADING-ASSETS> 0 0
<INVESTMENTS-HELD-FOR-SALE> 49,711 47,283
<INVESTMENTS-CARRYING> 49,988 49,388
<INVESTMENTS-MARKET> 49,306 49,122
<LOANS> 65,680 68,476
<ALLOWANCE> 500 500
<TOTAL-ASSETS> 177,981 175,564
<DEPOSITS> 127,539 127,214
<SHORT-TERM> 5,000 6,000
<LIABILITIES-OTHER> 7,845 2,802
<LONG-TERM> 0 0
0 0
0 0
<COMMON> 27 27
<OTHER-SE> 38,598 39,526
<TOTAL-LIABILITIES-AND-EQUITY> 177,981 175,569
<INTEREST-LOAN> 1,404 2,406
<INTEREST-INVEST> 1,698 3,409
<INTEREST-OTHER> 48 71
<INTEREST-TOTAL> 3,150 6,386
<INTEREST-DEPOSIT> 1,498 2,991
<INTEREST-EXPENSE> 1,569 3,171
<INTEREST-INCOME-NET> 1,581 3,109
<LOAN-LOSSES> 0 0
<SECURITIES-GAINS> 0 0
<EXPENSE-OTHER> 925 1,975
<INCOME-PRETAX> 744 1,438
<INCOME-PRE-EXTRAORDINARY> 744 1,438
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 491 951
<EPS-PRIMARY> .20 .40
<EPS-DILUTED> .20 .40
<YIELD-ACTUAL> 7.34 7.40
<LOANS-NON> 299 372
<LOANS-PAST> 0 0
<LOANS-TROUBLED> 0 0
<LOANS-PROBLEM> 0 0
<ALLOWANCE-OPEN> 500 500
<CHARGE-OFFS> 0 0
<RECOVERIES> 0 0
<ALLOWANCE-CLOSE> 500 500
<ALLOWANCE-DOMESTIC> 0 0
<ALLOWANCE-FOREIGN> 0 0
<ALLOWANCE-UNALLOCATED> 500 500
</TABLE>
