<PAGE> 1
UNITES STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period ended September 30, 1997
o 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: 333-6581
ST. JOSEPH CAPITAL CORPORATION
-----------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
DELAWARE 35-1977746
- --------------------------------- ---------------------------------------
(State or other jurisdiction (I.R.S. Employer Identification Number)
of incorporation or organization)
3820 EDISON LAKES PARKWAY, MISHAWAKA, IN 46545
----------------------------------------------
(Address of principal executive offices)
(219) 273-9700
---------------------------
(Issuer's telephone number)
N/A
----------------------------
(Former name, former address and former fiscal year, if changed since last
report)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act , 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
State the number of shares outstanding of each of the Issuer's classes of
common equity, as of the latest practicable date:
1,268,026 shares of common stock, $0.01 par value per share, were outstanding
as of October 31, 1997.
Transitional Small Business Disclosure Format (check one): Yes No X
---- ----
S-1
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TABLE OF CONTENTS
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<CAPTION>
PAGE
NUMBER
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PART I - FINANCIAL INFORMATION
<S> <C> <C>
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Condensed Balance Sheets,
September 30, 1997 and December 31, 1996 3
Consolidated Condensed Statements of Income,
Three Months Ended September 30, 1997 and 1996,
Nine Months Ended September 30, 1997 and 1996. 4
Consolidated Condensed Statements of Cash Flow,
Nine Months Ended September 30, 1997 and 1996. 5
Notes to Consolidated Financial Statements 6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS 7-10
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
ITEM 2. CHANGES IN SECURITIES
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
ITEM 5. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
SIGNATURES S-1
</TABLE>
<PAGE> 3
ST. JOSEPH CAPITAL CORPORATION
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
<TABLE>
<CAPTION>
SEPTEMBER 30, DECEMBER 31,
1997 1996
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<S> <C> <C>
ASSETS
Cash and due from banks $ 1,564,503 $ 3,103
Interest bearing deposits in banks 500,006 1,307,009
Federal funds sold 1,150,000 100,000
----------- -----------
Total Cash and Cash Equivalents 3,214,509 1,410,112
Securities available for sale 25,339,613 10,127,902
Loans, net 15,809,491 --
Bank premises and equipment, net 917,896 274,720
Other assets 513,310 28,671
----------- -----------
Total Assets $45,794,819 $11,841,405
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Deposits $30,097,109 $ --
Repurchase agreements 4,164,172 --
Other liabilities 125,829 48,519
----------- -----------
Total Liabilities 34,387,110 48,519
STOCKHOLDERS' EQUITY
Common stock 12,678 12,652
Additional paid in capital 12,137,763 12,103,000
Retained deficit (840,668) (290,219)
Unrealized gains/losses on
securities available for sale, net 97,936 (32,547)
----------- -----------
Total Stockholders' Equity 11,407,709 11,792,886
----------- -----------
Total Liabilities and Stockholders' Equity $45,794,819 $11,841,405
=========== ===========
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE> 4
ST. JOSEPH CAPITAL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
<TABLE>
<CAPTION>
PERIOD FROM
FEBRUARY 29, 1996
THREE MONTHS THREE MONTHS NINE MONTHS (DATE OF INCEPTION)
ENDED ENDED ENDED THROUGH
SEPT 30, 1997 SEPT 30, 1996 SEPT 30, 1997 SEPT 30, 1996
------------ ------------- ------------- -------------
<S> <C> <C> <C> <C>
INTEREST INCOME:
Loans, including fees $ 287,940 $ -- $ 475,789 $ --
Securities and other 315,904 36,021 746,590 38,168
--------- --------- ---------- ---------
Total Interest Income 603,844 36,021 1,222,379 38,168
INTEREST EXPENSE:
Deposits 268,531 -- 463,090 --
Repurchase agreements 37,793 -- 50,449 --
Other -- 7,656 -- 7,656
--------- --------- ---------- ---------
Total Interest Expense 306,324 7,656 513,539 7,656
Net Interest Income 297,520 28,365 708,840 30,512
LESS: PROVISION FOR LOAN LOSSES 76,800 -- 256,000 --
--------- --------- ---------- ---------
Net Int Inc after provision
for loan losses 220,720 28,365 452,840 30,512
OTHER INCOME: 267 -- 1,177 --
OTHER EXPENSE:
Salaries and employee benefits 169,996 75,051 488,367 121,482
Occupancy 84,200 -- 207,588 --
Professional -- 25,999 -- 38,868
Other 109,335 14,204 308,513 24,997
--------- --------- ---------- ---------
Total Other Expense 363,531 115,254 1,004,468 185,347
--------- --------- ---------- ---------
Loss before Income Tax (142,544) (86,889) (550,451) (154,835)
Income Tax Expense -- -- -- --
--------- --------- ---------- ---------
Net Loss (142,544) (86,889) (550,451) (154,835)
========= ========= ========== =========
Net Loss Per Share (.11) (.07) (.43) (.12)
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE> 5
ST. JOSEPH CAPITAL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOW
- -------------------------------------------------------------------------------
(UNAUDITED)
<TABLE>
<CAPTION>
PERIOD FROM
FEBRUARY 29, 1996
NINE MONTHS (DATE OF INCEPTION)
ENDED THROUGH
SEPT 30, 1997 SEPT 30, 1996
------------- -------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (550,451) $ (154,835)
Adjustments to reconcile net loss to
net cash from operating activities
Depreciation 84,823 1,088
Provision for loan loss 256,000 --
Discount accretion, net (57,027) (29,772)
Increase in other assets (484,639) (22,482)
Increase in other liabilities 77,312 85,056
------------ ------------
Net cash from operating activities (673,982) (120,945)
------------ ------------
CASH FLOWS FROM INVESTING ACTIVITIES
Loans originated, net of repayments (16,065,491) --
Purchase of securities available
for sale (32,309,201) (9,996,143)
Maturities of securities available
for sale 17,285,000 --
Fixed asset expenditures (727,999) (15,203)
------------ ------------
Net cash from investing activities (31,817,691) (10,011,346)
------------ ------------
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase in deposit accounts 30,097,109 --
Net increase in repurchase agreements 4,164,172
Proceeds from loans -- 275,000
Repayment of loans (275,000)
Proceeds from the issuance of
common stock -- (12,150,997)
Proceeds from issuance of common
stock for employee 401(k) Plan 34,789 --
------------ ------------
Net cash from financing activities 34,296,070 12,150,997
------------ ------------
Net increase in cash and cash equivalents 1,804,397 2,018,706
Cash and cash equivalents at beginning
of period 1,410,112 --
------------ ------------
Cash and cash equivalents at end of period $ 3,214,509 $ 2,018,706
============ ============
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE> 6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited financial statements were prepared in accordance
with instructions for Form 10-QSB and, therefore, do not include all
disclosures required by generally accepted accounting principles for complete
presentation of financial statements. In the opinion of management, the
consolidated financial statements contain all adjustments (consisting only of
normal recurring accruals) necessary to present fairly the balance sheets of
St. Joseph Capital Corporation (the "Company") as of September 30, 1997 and
December 31, 1996 and the statements of income for the three months ended
September 30, 1997 and September 30, 1996 and for the nine months ended
September 30, 1997 and February 29, 1996 (date of inception) through September
30, 1996 and for the cash flows for the nine months ended September 30, 1997
and February 29, 1996 (date of inception) through September 30, 1996. The
income reported for the periods presented is not necessarily indicative of the
results to be expected for the full year.
NOTE 2 - PRINCIPLES OF CONSOLIDATION
The accompanying consolidated financial statements include the accounts of the
Company and its wholly owned subsidiary, St. Joseph Capital Bank (the "Bank").
All significant inter-company accounts and transactions have been eliminated in
consolidation.
NOTE 3 - INITIAL PUBLIC OFFERING
On September 10, 1996, the Company completed an initial common stock offering
during which 1,265,000 shares of the Company's common stock were sold at $10
per share, resulting in gross proceeds of $12.65 million. Expenses associated
with the initial public offering totaling $534,000 were netted against the
gross proceeds and not recorded as expenses in the Company's statement of
income. Thus, the net proceeds from the initial public offering were $12.1
million. The Company used approximately $10 million of the proceeds from the
stock offering to provide the initial capitalization of the Bank on February
13, 1997.
NOTE 4 - DEVELOPMENT STAGE
During 1996, the Company was a development stage company as its wholly owned
subsidiary, the Bank, had not yet commenced its planned principal operations of
banking.
The Bank received regulatory approval to operate as a bank from the Indiana
Department of Financial Institutions on August 8, 1996, and received its
certificate of insurance from the Federal Deposit Insurance Corporation on
February 11, 1997. The Bank commenced operations on February 13, 1997. The
Bank offers a full range of commercial and consumer banking services primarily
within a 12-mile radius of Mishawaka, Indiana.
NOTE 5 - COMPARATIVE DATA
The Company was incorporated in February 1996. Its operating subsidiary (the
Bank) commenced operations on February 13, 1997. As of September 30, 1996, no
significant activity had taken place, therefore comparative statements for the
three months ended September 30, 1996 and for the period from February 29, 1996
(date of inception) through September 30, 1996 are not necessarily indicative
of the results that may be expected for future years.
<PAGE> 7
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
GENERAL
St. Joseph Capital Corporation (the "Company") was formed under the laws
of the state of Delaware for the purpose of becoming the bank holding company
of St. Joseph Capital Bank (the "Bank").
The Bank was capitalized on February 7, 1997 and commenced operations on
February 13, 1997. The Bank is organized as an Indiana chartered commercial
bank with depository accounts insured by the Federal Deposit Insurance
Corporation. The Bank provides full-service commercial and consumer banking in
Mishawaka and the surrounding communities commonly referred to as the Michiana
area.
FORWARD-LOOKING STATEMENTS
When used in this Form 10-QSB, the words or phrases "will likely result",
"are expected to", "will continue", "is anticipated", "estimated", "project",
or similar expressions are intended to identify "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995.
Such statements are subject to certain risks and uncertainties including
changes in economic conditions in the Company's market area, changes in
policies by regulatory agencies, fluctuations in interest rates, demand for
loans in the Company's market area and competition, that could cause actual
results to differ materially from historical earnings and those presently
anticipated or projected. The Company wishes to caution readers not to place
undue reliance on any such forward-looking statements, which speak only as to
the date made. The Company wishes to advise readers that the factors listed
above could affect the Company's financial performance and could cause the
Company's actual results for future periods to differ materially from any
opinions or statements expressed with respect to future periods in any current
statements.
The Company does not undertake, and specifically disclaims any obligation,
to publicly release the result of any revisions which may be made to any
forward-looking statements to reflect events or circumstances after the date of
such statements or to reflect the occurrence of anticipated or unanticipated
events.
PLAN FOR OPERATION
The Company's plan for the next twelve months is to raise funds by
attracting and developing client relationships through innovative products and
exceptional client service. Management does not contemplate the need to raise
additional funds by other means. Based on current growth projections,
management believes that the Company is likely to have adequate funds to meet
its cash requirements for at least the next several years. During the third
quarter, the Bank launched its telephone-banking product and is currently in
the process of developing a computer-banking product. The computer-banking
product is scheduled to be released sometime in the first quarter of 1998. The
Bank plans to continue with product research and development in 1998. During
the next twelve months, the Bank does not anticipate the need for any
significant equipment expenditures. Also, management anticipates staffing
levels to increase in 1998.
FINANCIAL CONDITION
The Company has experienced significant growth since the Bank opened on
February 13, 1997. Total assets of the Company increased by $33,954,414 or
287% to $45,794,819 at September 30, 1997 from $11,841,405 at December 31,
1996. During the third quarter, assets increased by $ 12,668,691 over June 30,
1997. The growth resulted from an increase in loans, securities and federal
funds sold which were primarily funded by an increase in deposits received from
clients. As the Bank is in its initial year of operations, growth in the loan
portfolio funded by increased deposits is anticipated to continue at a rapid
pace.
<PAGE> 8
Cash and cash equivalents increased by $1,804,397 to $3,214,509 at
September 30, 1997 from $1,410,112 at December 31, 1996. The increase was
primarily attributable to excess funds invested in overnight federal funds sold
in order to maintain adequate liquidity to fund loan growth.
Securities increased by $15,211,711 or 150% to $25,339,613 at September,
1997 from $10,127,902 at December 31, 1996. The increase was a result of the
redeployment of excess funds into the investment portfolio to increase the
Company's total return. Management's investment objectives are to invest in
high quality, highly liquid instruments in order to meet loan demands.
Loans increased to $16,065,491 at September 30, 1997. Total loan growth
was $4,381,245 during the third quarter compared to an $8,542,168 increase
during the second quarter. The significant growth was attributable to
management's ability to establish credit relationships with targeted clients.
At September 30, 1997, the mix of the total loan portfolio included commercial
loans of $10,961,938 or 68% of total loans; residential real estate loans of
$4,090,582 or 25% of total loans; consumer loans of $285,217 or 2% of total
loans. In addition to the outstanding loan balances, the Company had unfunded
loan commitments of $7,962,140 as of September 30, 1997
The allowance for loan losses as of September 30, 1997 was $256,000,
representing approximately 1.59% of gross loans outstanding. At September 30,
1997, there were no loans where known information about possible credit
problems of borrowers caused management to have serious doubts as to the
ability of the borrowers to comply with present loan repayment terms and which,
in management's judgement, may result in disclosure of such loans.
Furthermore, management is not aware of any potential problem loans, which
could have a material effect on the Company's operating results, liquidity, or
capital resources.
Bank premises and equipment increased by $643,176 to $917,896 at September
30, 1997 from $274,720 at December 31, 1996. The increase was attributable to
the cost associated with renovating, moving and furnishing the Bank's new
headquarters at 3820 Edison Lakes Parkway, Mishawaka, Indiana at which
operations were commenced on June 13, 1997. In addition to the renovation
expenses, the bank continues to invest in technology that results in the
increased efficiency of its employees.
Deposits represent the primary source of funds for the Company. Total
deposits grew to $30,097,109 at September 30, 1997 for a third quarter increase
of $10,546,783, as relationships with existing clients expanded and new deposit
relationships with targeted clients were established. Second quarter deposit
growth totaled $10,347,562.
Short-term borrowings in the form of repurchase agreements with local
relationship-based commercial clients continued to grow during the quarter.
Many of the funds are from businesses with large cash balances. Though
short-term in nature, repurchase agreements have been and continue to be a
stable source of funds. Repurchase agreements grew to $4,164,172 at September
30, 1997. The average rate on short-term borrowings at September 30, 1997, was
4.95%.
The accumulated deficit at December 31, 1996 of $290,219 was comprised of
pre-opening expenses and start-up expenses for the Bank, consisting primarily
of salaries, supplies and professional fees. The accumulated deficit increased
by $550,451 during the nine months ended September 30, 1997, which reflects the
loss for the period.
<PAGE> 9
Following are selected capital ratios for the Corporation as of the date
indicated, along with the minimum regulatory requirement for each item:
<TABLE>
<CAPTION>
REQUIRED FOR
WELL CAPITALIZED SEPTEMBER 30, 1997
---------------- ------------------
<S> <C> <C>
Tier I capital to risk-weighted assets 6% or more 43.29%
Total capital to risk-weighted assets 10% or more 44.45%
Tier I capital to average assets (leverage) 5% or more 26.05%
</TABLE>
RESULTS OF OPERATIONS
Although the Company was incorporated in 1996, no significant activity
took place until the Bank commenced operations on February 13, 1997.
Therefore, comparisons between the third quarter and the nine months ended
September 30, 1996 and the comparable periods of 1997 are not necessarily
meaningful. The net loss for the nine month period ended September 30, 1997
was $550,451 as compared to $121,447 for the same period in 1996. The net loss
for the third quarter of 1997 was $142,544.
Interest income for the three month and nine month periods ended September
30, 1997 was $603,844 and $1,222,379, respectively. The rise in interest
income was attributable to greater outstanding balances in earning assets.
Interest expense for the three month and nine month periods ended September 30,
1997 was $306,324 and $513,539, respectively. The rise in interest expense
was attributable to greater outstanding balances in deposits.
The Company's net interest margin, or margin on earning assets, was 3.78%
for the nine months ended September 30, 1997.
In each accounting period, management adjusts the allowance for loan
losses by taking a variety of factors into account. Through its credit
department, management will attempt to allocate specific portions of the
allowance for loan losses based on specifically identifiable problem loans.
Management's evaluation of the allowance is further based on consideration of
actual loss experience, the present and prospective financial condition of
borrowers, adequacy of collateral, industry concentrations within the
portfolio, and general economic conditions. Management believes that the
present allowance is more than adequate, based on the broad range of
considerations listed above.
Although management believes that the allowance for loan losses is more
than adequate to absorb losses as they arise, there can be no assurance that
the Bank will not sustain losses in any given period that could be substantial
in relation to the size of the allowance for loan losses.
Management is not aware of any factors that would cause future net loan
charge-offs, in total or by loan category, to significantly differ from those
experienced by institutions of similar size.
The Company had an allowance for loan losses of approximately 1.59% of
total loans at September 30, 1997. The provision for loan losses for the nine
month period ended September 30, 1997 was $256,000. This amount was provided
as a result of the increase in the total loan portfolio. Management believes
the current reserve would cover possible loan losses that may occur on the
current loan portfolio in the future. The Bank has not experienced any credit
losses as of September 30, 1997.
<PAGE> 10
The main components of other expense were primarily salaries and occupancy
expense. Other expenses for the three month and nine month periods ended
September 30, 1997 were $363,531 and $1,004,468, respectively. The Company
anticipates hiring three full-time equivalent employees by year-end to provide
additional client support.
Since the Company is a start-up venture, it is anticipated that the
Company's net losses will continue for some period in the future.
LIQUIDITY AND ASSET/LIABILITY MANAGEMENT
The liquidity of a bank allows it to provide funds to meet loan requests,
to accommodate possible outflows in deposits, and to take advantage of other
investment opportunities. Funding of loan requests, providing for liability
outflows, and managing interest rate margins require continuous analysis to
match the maturities of specific categories of loans and investments with
specific types of deposits and borrowings. Bank liquidity is thus normally
defined by the mix of the banking institution's potential sources and uses of
funds. For the Bank, the major sources of liquidity have been federal funds
sold and securities available for sale. At September 30, 1997, federal funds
sold amounted to $1,150,000, while the market value of securities available for
sale was $25,339,613.
INTEREST RATE RISK
Managing rates on earning assets and interest bearing liabilities focuses
on maintaining stability in the net interest margin, an important factor in
earnings growth and stability. Emphasis is placed on maintaining a controlled
rate sensitivity position, to avoid wide swings in margins and to manage risk
due to changes in interest rates.
The Bank currently uses a computer model to simulate the effects of
possible interest rate changes. As a guide, the Bank intends to limit
estimated negative exposure to changing interest rates within the ensuing year
to 5% of net interest income. The exposure estimate will be based on a variety
of assumptions built into the model, and assumed interest rate changes of plus
or minus 100 basis points.
YEAR 2000 COMPLIANCE
The Company utilizes and is dependent upon data processing systems and
software to conduct its business. The data processing systems and software
include those developed and maintained by the Company's third-party data
processor vendor and purchased software which is run on in-house computer
networks. In 1997 the Company initiated a review and assessment of all
hardware and software to confirm that it will function properly in the year
2000. To date, some vendors have indicated that their hardware or software is
or will be Year 2000 compliant by the end of 1998. The expenses associated
with the Year 2000 are not expected to have a significant impact on the
Company's ongoing results of operations.
RECENT REGULATORY DEVELOPMENTS
None
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
The Company is not a party to any legal proceedings.
<PAGE> 11
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
Not Applicable
ITEM 5. OTHER INFORMATION
Not Applicable
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
(27) Financial Data Schedule
(b) Reports on Form 8-K
None
SIGNATURES
Pursuant to the requirements of the Exchange Act, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
ST. JOSEPH CAPITAL CORPORATION
(Registrant)
Date: November 10, 1997 ------------------------------
John W. Rosenthal
President
Date: November 10, 1997 ------------------------------
Edward R. Pooley
Principal Financial Officer
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 1,564,503
<INT-BEARING-DEPOSITS> 500,006
<FED-FUNDS-SOLD> 1,150,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 25,339,613
<LOANS> 16,065,491
<ALLOWANCE> (256,000)
<TOTAL-ASSETS> 45,794,819
<DEPOSITS> 30,097,109
<SHORT-TERM> 4,164,172
<LIABILITIES-OTHER> 125,829
<LONG-TERM> 0
0
0
<COMMON> 12,678
<OTHER-SE> 0
<TOTAL-LIABILITIES-AND-EQUITY> 11,407,709
<INTEREST-LOAN> 475,789
<INTEREST-INVEST> 746,590
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 1,222,379
<INTEREST-DEPOSIT> 463,090
<INTEREST-EXPENSE> 50,449
<INTEREST-INCOME-NET> 708,840
<LOAN-LOSSES> 256,000
<SECURITIES-GAINS> 625
<EXPENSE-OTHER> 1,004,468
<INCOME-PRETAX> (550,451)
<INCOME-PRE-EXTRAORDINARY> (550,451)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (550,451)
<EPS-PRIMARY> (.43)
<EPS-DILUTED> 0
<YIELD-ACTUAL> 7.34
<LOANS-NON> 0
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> (256,000)
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> (256,000)
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> (256,000)
</TABLE>
