<PAGE>
U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-QSB
[X] Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the quarterly period ended March 31, 1998
[_] Transition Report Under Section 13
or 15(d) of the Exchange Act
For the transition period ended ________________________
Commission File Number 000-21881
---------------------
CENTURY BANCORP, INC.
- --------------------------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
NORTH CAROLINA 56-1981518
- --------------------------------------- --------------------------
(State or other jurisdiction of (IRS employer
incorporation or organization) identification number)
22 WINSTON STREET, THOMASVILLE, NC 27360
- --------------------------------------------------------------------------------
(Address of principal executive office)
(336) 475-4663
- --------------------------------------------------------------------------------
(Issuer's telephone number)
CHECK WHETHER THE ISSUER (1) FILED ALL REPORTS REQUIRED TO BE FILED BY SECTION
13 OR 15(D) OF THE EXCHANGE ACT OF 1934 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.
YES X NO
----- -----
AS OF MAY 10, 1998, 1,270,869 SHARES OF THE ISSUER'S COMMON STOCK, NO PAR VALUE,
WERE OUTSTANDING. THE REGISTRANT HAS NO OTHER CLASSES OF SECURITIES OUTSTANDING.
THIS REPORT CONTAINS 13 PAGES.
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Page No.
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Part 1. FINANCIAL INFORMATION
Item 1 - Financial Statements (Unaudited)
Consolidated Statements of Financial Condition
March 31, 1998 and June 30, 1997......................... 3
Consolidated Statements of Operations Three Months
and Nine Months Ended March 31, 1998 and 1997............ 4
Consolidated Statements of Cash Flows
Nine Months Ended March 31, 1998 and 1997................ 5
Notes to Consolidated Financial Statements............... 6
Item 2 - Management's Discussion and Analysis of
Financial Condition and Results of Operations............... 9
Part II. Other Information
Item 4. Submission of Matters to a Vote of Security
Holders.................................................. 12
Item 6. Exhibits and Reports on Form 8-K................ 12
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<PAGE>
Part 1. FINANCIAL INFORMATION
Item 1 - Financial Statements
- -----------------------------
Century Bancorp, Inc. and Subsidiary
Consolidated Statements of Financial Condition
================================================================================
March 31,
1998 June 30,
ASSETS (Unaudited) 1997 *
----------- ---------
(In Thousands)
Cash on hand and in banks $ 1,664 $ 1,369
Interest-bearing balances in other banks 2,990 2,788
Investment securities available for sale, at fair value 18,593 20,745
Investment securities held to maturity, at amortized cost 10,963 11,060
Loans receivable, net 67,853 62,333
Accrued interest receivable 594 840
Premises and equipment, net 696 709
Real estate acquired in settlement of loans 47 53
Stock in the Federal Home Loan Bank, at cost 653 587
Other assets 326 156
-------- --------
TOTAL ASSETS $104,379 $100,640
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Deposit accounts $ 72,278 $ 69,699
Accrued interest payable 107 108
Advance payments by borrowers for property taxes and
insurance 180 126
Dividend payable 12,709 -
Accrued expenses and other liabilities 576 404
-------- --------
TOTAL LIABILITIES 85,850 70,337
-------- --------
STOCKHOLDERS' EQUITY
Preferred stock, no par value, 5,000,000 shares
authorized, no shares issued and outstanding - -
Common stock, 20,000,000 shares authorized; 423,623
and 407,330 shares issued and outstanding,
respectively 8,235 19,467
ESOP loan and unvested stock awards (2,639) (1,585)
Retained earnings, substantially restricted 12,475 12,137
Unrealized holding gains 458 284
-------- --------
TOTAL STOCKHOLDERS' EQUITY 18,529 30,303
-------- --------
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $104,379 $100,640
======== ========
* Derived from audited financial statements
See accompanying notes.
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Century Bancorp, Inc. and Subsidiary
Consolidated Statements of Operations (Unaudited)
================================================================================
Three Months Ended Nine Months Ended
March 31, March 31,
-------------------- -------------------
1998 1997 1998 1997
------ ------ ------ ------
(In Thousands except per share data)
INTEREST INCOME
Loans $1,350 $1,214 $3,911 $3,552
Investments and deposits
in other banks 497 642 1,523 1,369
------ ------ ------ ------
TOTAL INTEREST INCOME 1,847 1,856 5,434 4,921
INTEREST EXPENSE ON DEPOSIT
ACCOUNTS 894 916 2,711 2,716
------ ------ ------ ------
NET INTEREST INCOME 953 940 2,723 2,205
PROVISION FOR LOAN LOSSES 5 4 14 12
------ ------ ------ ------
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES 948 936 2,709 2,193
------ ------ ------ ------
OTHER INCOME 7 13 22 31
------ ------ ------ ------
GENERAL AND ADMINISTRATIVE
EXPENSES
Compensation and benefits 550 164 912 465
Occupancy 23 21 67 60
Data processing expenses 29 28 79 77
Federal deposit insurance
premiums 11 4 33 54
FDIC special assessment - - - 409
Other expenses 73 67 243 148
------ ------ ------ ------
TOTAL GENERAL AND
ADMINISTRATIVE EXPENSES 686 284 1,334 1,213
------ ------ ------ ------
INCOME BEFORE
INCOME TAXES 269 665 1,397 1,011
PROVISION FOR INCOME TAXES 115 226 497 338
------ ------ ------ ------
NET INCOME $ 154 $ 439 $ 900 $ 673
====== ====== ====== ======
NET INCOME PER COMMON
SHARE (Note D)
BASIC AND DILUTED $ .14 $ .39 $ .79 $ .43
====== ====== ====== ======
DIVIDENDS DECLARED PER
COMMON SHARE $10.17 $ - $10.50 $ -
====== ====== ====== ======
See accompanying notes.
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<PAGE>
Century Bancorp, Inc. and Subsidiary
Consolidated Statements of Cash Flows (Unaudited)
================================================================================
Nine Months Ended
March 31,
---------------------
1998 1997
---------- ---------
(In Thousands)
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 900 $ 673
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation 37 34
Deferred compensation 17 17
Amortization of discounts and premiums on securities 13 17
Provision for loan losses 14 12
Amortization of unearned stock compensation 423 13
Loss on sale of investment securities - 8
Loss on sale of real estate acquired in foreclosure - 7
Change in assets and liabilities
(Increase) decrease in accrued interest receivable 246 (174)
Decrease in accrued interest payable (1) (26)
Other (127) 101
------- --------
NET CASH PROVIDED BY
OPERATING ACTIVITIES 1,522 682
------- --------
CASH FLOWS FROM INVESTING ACTIVITIES
Net increase in interest-bearing balances in other banks (202) (1,330)
Purchases of:
Available for sale investment securities (8,950) (12,773)
Held to maturity investment securities (3,100) (5,000)
Proceeds from sales, maturities and calls of:
Available for sale investment securities 11,372 2,604
Held to maturity investment securities 3,200 1,800
Net increase in loans (5,534) (3,896)
Purchases of property and equipment (24) (7)
Purchase of stock in FHLB (66) -
Proceeds from sale of real estate acquired in
settlement of loans 6 198
------- --------
NET CASH USED BY
INVESTING ACTIVITIES (3,298) (18,404)
------- --------
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase (decrease) in demand deposits 1,032 1,005
Net increase (decrease) in certificate accounts 1,547 (1,185)
Increase (decrease) in advances from borrowers 54 (3)
Decrease in stock conversion costs incurred - 40
Net proceeds from issuance of common stock - 19,505
Loan to ESOP for purchase of common stock - (1,629)
Cash dividends paid (562) -
------- --------
NET CASH PROVIDED
BY FINANCING ACTIVITIES 2,071 17,733
------- --------
NET INCREASE IN CASH
ON HAND AND IN BANKS 295 11
CASH ON HAND AND IN BANKS, BEGINNING 1,369 1,342
------- --------
CASH ON HAND AND IN BANKS, ENDING $ 1,664 $ 1,353
======= ========
See accompanying notes.
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<PAGE>
Century Bancorp, Inc. and Subsidiary
Notes to Consolidated Financial Statements
================================================================================
NOTE A - BASIS OF PRESENTATION
In management's opinion, the financial information, which is unaudited, reflects
all adjustments (consisting solely of normal recurring adjustments) necessary
for a fair presentation of the financial information as of and for the three
month and nine month periods ended March 31, 1998 and 1997, in conformity with
generally accepted accounting principles. The financial statements include the
accounts of Century Bancorp, Inc. (the "Company") and its wholly-owned
subsidiary, Home Savings, Inc., SSB ("Home Savings" or the "Bank"). Operating
results for the three and nine month periods ended March 31, 1998 are not
necessarily indicative of the results that may be expected for the fiscal year
ending June 30, 1998.
The organization and business of the Company, accounting policies followed by
the Company and other information are contained in the notes to the consolidated
financial statements filed as part of the Company's annual report on Form 10-
KSB. This quarterly report should be read in conjunction with such annual
report.
NOTE B - PLAN OF CONVERSION
On May 7, 1996, the Board of Directors of Home Savings unanimously adopted a
Plan of Holding Company Conversion whereby Home Savings converted from a North
Carolina-chartered mutual savings bank to a North Carolina-chartered stock
savings bank and became a wholly-owned subsidiary of Century Bancorp, Inc.,
which was formed in connection with the conversion. Century Bancorp, Inc. issued
common stock in the conversion and used a portion of the net proceeds thereof to
purchase the capital stock of Home Savings.
On December 20, 1996, Home Savings completed its conversion from a North
Carolina-chartered mutual savings bank to a North Carolina-chartered stock
savings bank. The conversion occurred through the sale of 407,330 shares of
common stock (no par value) of Century Bancorp, Inc., a newly formed holding
company (see Note C regarding subsequent stock split). Total proceeds of
$20,366,500 were reduced by conversion expenses of $912,663. Century Bancorp,
Inc. paid $8,937,704 to Home Savings in exchange for the common stock of Home
Savings issued in the conversion and retained the balance of the net conversion
proceeds. The transaction was recorded as an "as-if" pooling with assets and
liabilities recorded at historical cost.
NOTE C - SPECIAL DIVIDEND AND STOCK SPLIT
On March 17, 1998, the Company declared a special one-time cash dividend of $30
per share for each share of the Company's issued and outstanding common stock.
This dividend was paid on April 6, 1998 to shareholders of record on March 27,
1998. There were 423,623 shares outstanding as of the record date, resulting in
a total special dividend of $12.7 million, which amount is included in dividends
payable in the accompanying consolidated statement of financial condition. This
special dividend has been reported in the financial statement as a return of
capital.
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On March 17, 1998, the Company also declared a three-for-one stock split,
effected in the form a of a share dividend. This share dividend was paid on
April 6, 1998. All references in accompanying financial statements to net income
per share, dividends per share and weighted average shares outstanding reflect
the effect of this stock split.
NOTE D - NET INCOME PER SHARE
Net income per share is presented for periods subsequent to the closing of the
Company's stock offering on December 20, 1996.
Net income per share has been computed by dividing net income by the weighted
average number of shares of common stock outstanding during the period. In
accordance with generally accepted accounting principles, management recognition
plan shares (see Note E) and employee stock ownership plan shares are only
considered outstanding for the basic earnings per share calculations when they
are earned or committed to be released. The weighted average number of shares
outstanding were 1,141,716 and 1,135,842, respectively, for the three and nine
months ended March 31, 1998, and 1,124,232 and 1,124,232, respectively, for the
three months ended March 31, 1997, and the period from December 20, 1996 to
March 31, 1997. The dilutive effect of outstanding stock options and unearned
shares in the management recognition plan was negligible for the three and nine
months ended March 31, 1998. No potentially dilutive securities were outstanding
during the three and nine months ended March 31, 1997.
NOTE E - MANAGEMENT RECOGNITION AND STOCK OPTION PLANS
At a special meeting which was held on February 17, 1998, the Company's
stockholders approved the Century Bancorp, Inc. Stock Option Plan ("SOP") and
the Home Savings, Inc., SSB Management Recognition Plan ("MRP") and Trust. The
SOP provides for the issuance to directors, officers and employees of the Bank
options to purchase up to 122,199 shares of the Company's common stock. The MRP
provides for the award of up to 48,879 shares of the Company's common stock to
directors, officers and employees of the Bank. The Company may elect to fund the
plans through the issuance of authorized but unissued shares, or may elect to
purchase the shares to fund the plans in the open market.
During March of 1998, 48,879 of newly issued common shares were distributed to
the MRP at a value of $29.71 per share. Of such shares, 43,995 were awarded to
participants on March 10, 1998. Shares awarded vest 25% on the date of grant,
and 25% annually on the anniversary of the date of grant, with all shares fully
vested after three years. Compensation and benefits for both the three and nine
months ended March 31, 1998 include $354,000 which represents the value of MRP
shares earned through that date.
In March 1998, the Company granted options for 109,983 shares, after the three-
for-one stock split, to directors, officers and employees. The options vest over
periods of zero to three years and expire if not exercised within ten years from
the date granted. The option price per share was set at market value on the date
of grant prior to the three-for-one stock split. The SOP provides for adjustment
of the option price to reflect the impact on the market value of the Company's
common stock of the special one-time dividend and stock split described in
Note C. The adjusted option price has not yet been determined.
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NOTE F - FDIC SPECIAL ASSESSMENT
On September 30, 1997, a comprehensive continuing appropriations bill which
provided for a one-time assessment to recapitalize the SAIF was signed into law
by the President. This special assessment, which was imposed on all SAIF-insured
institutions, amounted to $409,000 for Home Savings and was charged against
earnings during the quarter ended September 30, 1997. Net of an income tax
benefit of $149,000, this special assessment decreased earnings by $260,000
during the quarter.
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<PAGE>
Item 2 - Management's Discussion and Analysis of Financial Condition and Results
- --------------------------------------------------------------------------------
of Operations
-------------
Comparison of Financial Condition at March 31, 1998 and June 30, 1997
Total assets increased by $3.7 million during the nine months ended March 31,
1998, from $100.6 million at June 30, 1997 to $104.4 million at March 31, 1998.
The Company's holding company conversion was completed in December of 1996 with
the issuance of common stock, which generated net proceeds of $19.5 million.
Since that time, the Company has attempted to generate growth in higher yielding
loans receivable funded by liquid assets while maintaining its base of deposit
customers. Loans receivable increased by $5.5 million during the nine months
ended March 31, 1998, from $62.3 million to $67.9 million. This represents an
annualized rate of growth of 11.8%. Customer deposits increased from $69.7
million at June 30, 1997 to $72.3 million at March 31, 1998.
Total stockholders' equity was $18.5 million at March 31, 1998 as compared with
$30.3 million at June 30, 1997, a decrease of $11.8 million attributable to a
special one-time dividend aggregating $12.7 million which was declared March 17,
1998. The Company and its bank subsidiary continue to substantially exceed
regulatory capital requirements.
Comparison of Results of Operations for the Three Months Ended March 31, 1998
and 1997
Net Income. Net income for the quarter ended March 31, 1998 was $154,000 or $.14
per share, as compared with net income of $439,000, or $.39 per share, for the
three months ended March 31, 1997, a decrease of $285,000 or $.25 per share. In
March 1998, the Company awarded grants of 43,995 shares of common stock under
the Management Recognition Plan ("MRP") which was approved by the shareholders
at a special meeting held on February 17, 1998. The total value of shares
granted was $1,308,000, of which $354,000 had been earned by recipients as of
March 31, 1998. The balance of the shares granted will be earned, and therefore,
reflected in compensation expense, over the next three years. Including
applicable payroll taxes, compensation and benefits during the three months
ended March 31, 1998 include MRP related expenses of approximately $365,000.
There were no MRP expenses during the quarter ended March 31, 1997.
Net Interest Income. Net interest income was $953,000 for the quarter ended
March 31 1998 as compared with $940,000 for the corresponding quarter of the
previous fiscal year, an increase of $13,000. This reflects full investment
during both quarters of proceeds from the sale in December of 1996 of the
Company's common stock.
Provision for Loan Losses. The provision for loan losses was $5,000 and $4,000
for the quarters ended March 31, 1998 and 1997, respectively. There were no loan
charge-offs during either of the quarters ended March 31, 1998 and 1997.
Nonaccrual loans aggregated $342,000 at March 31, 1998, while the allowance for
loan losses totaled $563,000 at that date.
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<PAGE>
General and Administrative Expenses. General and administrative expenses
increased to $686,000 for the quarter ended March 31, 1998 as compared with
$284,000 for the quarter ended March 31, 1997, an increase of $402,000 relating
principally to the additional costs associated with the Company's Management
Recognition Plan (See "Net Income").
Provision for Income Taxes. The provision for income taxes, as a percentage of
income before income taxes, was 42.3% and 34.0% for the three months ended
March 31, 1998 and 1997, respectively.
Comparison of Results of Operations for the Nine Months Ended March 31, 1998 and
1997
Net Income. Net income for the nine months ended March 31, 1998 was $900,000,
or $.79 per share, as compared with net income of $673,000 during the nine
months ended March 31, 1997, an increase of $237,000. Net income increased
because of (1) the higher level of interest-earning assets during the current
nine months as a result of asset growth and investment of proceeds from the
December 1996 issuance of the Company's common stock and (2) a special insurance
assessment imposed in September 1996 on all SAIF-insured institutions by the
FDIC to recapitalize the SAIF fund. The Company's assessment was $409,000. Net
of an income tax benefit of $149,000, this special assessment reduced earnings
during the nine months ended March 31, 1997 by $260,000. In addition, as
previously discussed, during the current nine months ended March 31, 1998, the
Company incurred personnel costs in connection with awards of common stock under
the Management Recognition Plan which increased compensation and benefits by
approximately $365,000.
Net Interest Income. Net interest income was $2.7 million during the nine
months ended March 31, 1998 as compared with $2.2 million during the
corresponding period of the previous fiscal year, an increase of $518,000. The
increase resulted from an increase in average interest-earning assets
attributable to investment of proceeds from the sale in December of 1996 of the
Company's common stock. Average investment and loan balances were $5.0 million
and $8.0 million, respectively, higher during the current nine months than
during the corresponding period of the previous fiscal year.
Provision for Loan Losses. The provision for loan losses was $14,000 and
$12,000 for the nine months ended March 31, 1998 and 1997, respectively. There
were no loan charge-offs during either of the nine month periods ended March 31,
1998 and 1997.
General and Administrative Expenses. General and administrative expenses
increased to $1.3 million for the nine months ended March 31, 1998 as compared
with $1.2 million for the nine months ended March 31, 1997, an increase of
$121,000. An overall decrease of $430,000 in deposit insurance costs was largely
offset by $365,000 of personnel costs attributable to awards granted during the
current nine months under the Management Recognition Plan. Exclusive of the
Management Recognition Plan costs, personnel costs increased by $82,000 as a
result of growth, normal compensation adjustments, and the higher costs
associated with the Company's Employee Stock Ownership Plan. In addition, other
expenses increased by $95,000 as a result of growth and additional costs arising
from operation as a publicly held company.
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Provision for Income Taxes. The provision for income taxes, as a percentage of
income before income taxes, was 35.6% and 33.4% for the nine months ended
March 31, 1998 and 1997, respectively.
Liquidity and Capital Resources
The objective of the Company's liquidity management is to ensure the
availability of sufficient cash flows to meet all financial commitments and to
capitalize on opportunities for expansion. Liquidity management addresses Home
Savings' ability to meet deposit withdrawals on demand or at contractual
maturity, to repay borrowings as they mature, and to fund new loans and
investments as opportunities arise.
Home Savings' primary sources of internally generated funds are principal and
interest payments on loans receivable, cash flows generated from operations, and
repayments of mortgage-backed securities. External sources of funds include
increases in deposits and advances from the FHLB of Atlanta.
As a North Carolina-chartered savings bank, Home Savings must maintain liquid
assets equal to at least 10% of assets. The computation of liquidity under North
Carolina regulations allows the inclusion of mortgage-backed securities and
investments with readily marketable value, including investments with maturities
in excess of five years. Home Savings' liquidity ratio at March 31, 1998, as
computed under North Carolina regulations, was approximately 22%. On a
consolidated basis, liquid assets represented 33% of total assets. On a proforma
basis, assuming payment as of March 31, 1998 of the special dividend of $12.7
million which was accrued at that date, liquidity on a consolidated basis would
have been 23%. Management believes that it will have sufficient funds available
to meet its anticipated future loan commitments as well as other liquidity
needs.
As a North Carolina-chartered savings bank, Home Savings is subject to the
capital requirements of the Federal Deposit Insurance Corporation ("FDIC") and
the North Carolina Administrator of Savings Institutions ("N. C.
Administrator"). The FDIC requires state-chartered savings banks to have a
minimum leverage ratio of Tier I capital (principally consisting of common
shareholders' equity, noncumulative perpetual preferred stock, and a limited
amount of cumulative perpetual preferred stock, less certain intangible assets)
to total assets of at least 3%; provided, however, that all institutions, other
than those (i) receiving the highest rating during the examination process and
(ii) not anticipating or experiencing any significant growth, are required to
maintain a ratio of 1% or 2% above the state minimum. The FDIC also requires
Home Savings to have a ratio of total capital to risk-weighted assets of at
least 8%, of which at least 4% must be comprised of Tier I capital. The N. C.
Administrator requires a net worth equal to at least 5% of total assets. At
March 31, 1998, Home Savings exceeded the capital requirements of both the FDIC
and the N. C. administrator.
The Year 2000
At the turn of the century, computer-based information systems will be faced
with the problems potentially affecting hardware, software, networks, processing
platforms, as well as customer and vendor interdependencies. The Company has
developed a plan for identifying, renovating, testing and implementing its
systems for Year 2000 processing and internal control requirements. Based upon
progress to date in carrying out that plan, management believes that the Company
will be Year 2000 compliant on a timely basis. The full cost for becoming Year
2000 compliant has not been determined; however, management believes it will not
be material to the Company's financial statements.
-11-
<PAGE>
Part II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
A special Meeting of the Stockholders was held on February 17, 1998. Of 407,330
shares entitled to vote at the meeting, 294,995 shares voted. The following
matters were voted on at the meeting:
Number of Votes
----------------------------------------
For Against Withheld Abstain
------- --------- ---------- ---------
1. To approve the Century
Bancorp, Inc. Stock
Option Plan 261,597 28,247 1,401 3,750
2. To approve the Home
Savings, Inc., SSB
Management Recognition
Plan and Trust 250,965 40,780 - 3,250
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits.
(27) Financial data schedule
(b) Reports on Form 8-K.
One report on Form 8-K was filed by the Company during the quarter
ended March 31, 1998. This Form 8-K was filed on March 17, 1998 to
announce the special one-time cash dividend and three-for-one stock
split described herein in Note C to the consolidated financial
statements.
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<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
CENTURY BANCORP, INC.
Date: May 11, 1998 By: /s/ James G. Hudson, Jr.
--------------------------------------
James G. Hudson, Jr.
Chief Executive Officer
Date: May 11, 1998 By: /s/ Drema A. Michael
--------------------------------------
Drema A. Michael
Chief Financial Officer
-13-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-START> JUL-01-1997
<PERIOD-END> MAR-31-1998
<CASH> 1,664
<INT-BEARING-DEPOSITS> 2,990
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 18,593
<INVESTMENTS-CARRYING> 10,963
<INVESTMENTS-MARKET> 11,065
<LOANS> 68,416
<ALLOWANCE> 563
<TOTAL-ASSETS> 104,379
<DEPOSITS> 72,278
<SHORT-TERM> 0
<LIABILITIES-OTHER> 13,572
<LONG-TERM> 0
0
0
<COMMON> 8,235
<OTHER-SE> 10,294
<TOTAL-LIABILITIES-AND-EQUITY> 104,379
<INTEREST-LOAN> 3,911
<INTEREST-INVEST> 1,523
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 5,434
<INTEREST-DEPOSIT> 2,711
<INTEREST-EXPENSE> 2,711
<INTEREST-INCOME-NET> 2,723
<LOAN-LOSSES> 14
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<EXPENSE-OTHER> 1,334
<INCOME-PRETAX> 1,397
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 900
<EPS-PRIMARY> 0.79
<EPS-DILUTED> 0.79
<YIELD-ACTUAL> 3.67
<LOANS-NON> 342
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 323
<ALLOWANCE-OPEN> 549
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 563
<ALLOWANCE-DOMESTIC> 460
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 103
</TABLE>
