<PAGE>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20552
FORM 10-Q.S.B.
[X] QUARTERLY REPORT UNDER SECTION 13 OF 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the quarterly period ended December 31, 1996
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT
For the transition period from to
------------ ------------
Commission File Number 0-21885
--------------------------------
Advance Financial Bancorp
--------------------------------------
(Exact name of registrant as specified in its charter)
West Virginia 55-0753533
- ------------- ----------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
1015 Commerce Street, Wellsburg, WV 26070
------------------------------------------
(Address of principal executive offices)
(304) 737 - 3631
------------------------------------------
(Registrant's telephone number, including area code)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or 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 No X
--- ---
State the number of shares outstanding of each of the issuer's classes of
common equity as of the latest practicable date:
Class: Common Stock, par value $.10 per share
Outstanding at January 16, 1997: 1,084,450 shares
<PAGE>
ADVANCE FINANCIAL BANCORP
INDEX
Page
Number
------
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheet (Unaudited) as of
December 31, 1996 and June 30, 1996 3
Consolidated Statement of Income (Unaudited)
for the Six Months ended December 31, 1996 and 1995 4
Consolidated Statement of Income (Unaudited)
for the Three Months ended December 31, 1996 and 1995 5
Consolidated Statement of Cash Flows (Unaudited)
for the Six Months ended December 31, 1996 and 1995 6
Notes to Unaudited Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of
Recent Developments 8-10
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 13
Item 2. Changes in Securities 13
Item 3. Default Upon Senior Securities 13
Item 4. Submissions of Matters to a Vote of Security Holders 13
Item 5. Other Information 13
Item 6. Exhibits and Reports on Form 8-K 13
SIGNATURES 14
<PAGE>
ADVANCE FINANCIAL BANCORP
CONSOLIDATED BALANCE SHEET (UNAUDITED)
<TABLE>
<CAPTION>
December 31, June 30,
1996 1996
------------- -------------
<S> <C> <C>
ASSETS
Cash and Cash Equivalents:
Cash and amounts due from banks $ 1,090,320 $ 948,671
Interest-bearing deposits with other institutions 8,360,107 3,067,912
------------- -------------
Total cash and cash equivalents 9,450,427 4,016,583
Investment Securities:
Securities held to maturity (fair value of $3,033,477
and $4,761,709) 3,049,541 4,799,596
Securities available for sale 62,270 68,549
------------- -------------
Total investment securities 3,111,811 4,868,145
Mortgage-backed securities held to maturity
(fair value of $444,038 and $561,203) 414,982 536,808
Loans held for sale 246,000 1,375,143
Loans receivable, (net of allowance for loan losses
of $335,875 and $324,983) 83,429,319 77,565,831
Office properties and equipment, net 2,119,912 2,099,470
Federal Home Loan Bank Stock, at cost 559,500 559,500
Accrued interest receivable 539,126 521,187
Other assets 338,093 309,726
------------- -------------
TOTAL ASSETS $ 100,209,170 $ 91,852,393
============= =============
LIABILITIES
Deposits $ 76,116,335 $ 80,770,646
Advances from Federal Home Loan Bank 7,764,631 4,376,452
Advances from borrowers for taxes and insurance 171,582 182,977
Accrued interest payable and other liabilities 416,195 322,439
------------- -------------
TOTAL LIABILITIES 84,468,743 85,652,514
------------- -------------
STOCKHOLDERS' EQUITY
Preferred stock, $.10 par value; 500,000 shares
authorized, none issued - -
Common Stock, $.10 par value; 2,000,000 shares authorized
1,084,450 shares issued and outstanding 108,445 -
Additional paid - in capital 10,207,689 -
Retained Earnings - substantially restricted 6,264,198 6,209,329
Net unrealized loss on securities (9,045) (9,450)
Unearned Employee Stock Ownership Plan shares (ESOP) (830,860) -
------------- -------------
TOTAL STOCKHOLDERS' EQUITY 15,740,427 6,199,879
------------- -------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 100,209,170 $ 91,852,393
============= =============
See accompanying notes to the unaudited consolidated financial statements.
</TABLE>
<PAGE>
ADVANCE FINANCIAL BANCORP
CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended December 31,
1996 1995
------------ ------------
<S> <C> <C>
INTEREST AND DIVIDEND INCOME
Loans $ 3,293,431 $ 3,028,437
Investment securities 129,582 89,281
Interest-bearing deposits with other institutions 107,223 55,293
Mortgage-backed securities 41,458 54,514
Dividends on Federal Home Loan Bank Stock 17,504 17,168
------------ ------------
Total interest and dividend income 3,589,198 3,244,693
------------ ------------
INTEREST EXPENSE
Deposits 1,838,064 1,808,703
Advances from Federal Home Loan Bank 183,167 78,614
------------ ------------
Total interest expense 2,021,231 1,887,317
------------ ------------
NET INTEREST INCOME 1,567,967 1,357,376
Provision for loan losses 17,384 125,259
------------ ------------
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 1,550,583 1,232,117
------------ ------------
NONINTEREST INCOME
Service charges on deposit accounts 113,542 91,730
Gain on sale of loans 15,576 -
Other income 42,867 28,569
------------ ------------
Total noninterest income 171,985 120,299
------------ ------------
NONINTEREST EXPENSE
Compensation and employee benefits 469,784 448,037
Occupancy and equipment 126,392 108,027
Deposit insurance premiums 551,602 83,663
Professional fees 46,667 47,067
Advertising 47,860 32,077
Data processing charges 78,409 70,928
Other expenses 303,104 260,662
------------ ------------
Total noninterest expense 1,623,818 1,050,461
------------ ------------
Income before income taxes 98,750 301,955
Income taxes 43,881 119,163
------------ ------------
NET INCOME $ 54,869 $ 182,792
============ ============
See accompanying notes to the unaudited consolidated financial statements.
</TABLE>
<PAGE>
ADVANCE FINANCIAL BANCORP
CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended December 31,
1996 1995
------------ ------------
<S> <C> <C>
INTEREST AND DIVIDEND INCOME
Loans $ 1,669,547 $ 1,529,766
Investment securities 59,578 44,902
Interest-bearing deposits with other institutions 77,920 27,602
Mortgage-backed securities 19,723 24,343
Dividends on Federal Home Loan Bank Stock 8,538 8,630
------------ ------------
Total interest and dividend income 1,835,306 1,635,243
------------ ------------
INTEREST EXPENSE
Deposits 932,268 915,150
Advances from Federal Home Loan Bank 109,651 42,190
------------ ------------
Total interest expense 1,041,919 957,340
------------ ------------
NET INTEREST INCOME 793,387 677,903
Provision for loan losses 14,384 120,706
------------ ------------
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 779,003 557,197
------------ ------------
NONINTEREST INCOME
Service charges on deposit accounts 56,334 49,273
Gain on sale of loans 8,533 -
Other income 24,234 12,975
------------ ------------
Total noninterest income 89,101 62,248
------------ ------------
NONINTEREST EXPENSE
Compensation and employee benefits 240,697 252,682
Occupancy and equipment 74,165 57,018
Deposit insurance premiums 36,009 42,537
Professional fees 23,309 23,808
Advertising 18,810 15,816
Data processing charges 38,421 34,635
Other expenses 132,915 130,476
------------ ------------
Total noninterest expense 564,326 556,972
------------ ------------
Income before income taxes 303,778 62,473
Income taxes 99,477 29,245
------------ ------------
NET INCOME $ 204,301 $ 33,228
============ ============
See accompanying notes to the unaudited consolidated financial statements.
</TABLE>
<PAGE>
ADVANCE FINANCIAL BANCORP
CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended December 31,
1996 1995
------------ ------------
<S> <C> <C>
OPERATING ACTIVITIES
Net income $ 54,869 $ 182,792
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation, amortization and accretion, net 70,473 13,709
Provision for loan losses 17,384 125,259
Proceeds from sale of loans 1,129,143 -
Decrease (increase) in accrued interest receivable
and other assets (82,128) 7,846
Increase in accrued interest payable
and other liabilities 81,722 39,652
Decrease (increase) in federal income tax receivable 35,822 (22,274)
Increase in deferred federal income taxes 12,034 164,211
------------ ------------
Net cash provided by operating activities 1,319,319 511,195
------------ ------------
INVESTING ACTIVITIES
Proceeds from maturities of held to maturity 1,750,000 -
securities
Principal collected on available for sale securities 6,684 7,304
Principal collected on mortgage - backed securities 121,826 112,854
Net increase in loans (5,880,872) (2,817,100)
Proceeds from the sale of other real estate - 167,457
Purchases of office properties and equipment (90,860) (844,162)
------------ ------------
Net cash used for investing activities (4,093,222) (3,373,647)
------------ ------------
FINANCING ACTIVITIES
Net increase (decrease)in deposits (4,654,311) 1,683,717
Proceeds from sale of common stock 9,485,274 -
Proceeds from advances
from Federal Home Loan Bank 3,388,179 549,667
Net change in advances for taxes and insurance (11,395) 682
------------ ------------
Net cash provided by financing activities 8,207,747 2,234,066
------------ ------------
Increase (decrease) in cash and cash equivalents 5,433,844 (628,386)
CASH AND CASH EQUIVALENTS
AT BEGINNING OF YEAR 4,016,583 3,139,383
------------ ------------
CASH AND CASH EQUIVALENTS
AT END OF YEAR 9,450,427 2,510,997
============ ============
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the period for:
Interest on deposits and borrowings $ 1,985,409 $ 1,888,405
Income taxes 87,500 174,800
</TABLE>
<PAGE>
ADVANCE FINANCIAL BANCORP
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - BASIS OF PRESENTATION
The consolidated financial statements of Advance Financial Bancorp (the
"Company"), includes its wholly-owned subsidiary, Advance Financial Savings
Bank (the"Bank"), and its wholly-owned subsidiary, Advance Financial Service
Corporation of West Virginia. All significant intercompany balances and
transactions have been eliminated.
The accompanying unaudited consolidated financial statements have been
prepared in accordance with the instructions to Form 10-Q.B. and, therefore,
do not necessarily include all information that would be included in audited
financial statements. The information furnished reflects all adjustments
which are, in the opinion of management, necessary for a fair statement of the
results of operations. All such adjustments are of a normal recurring nature.
The results of operations for the interim periods are not necessarily
indicative of the results to be expected for the fiscal year ended June 30,
1997.
These statements should be read in conjunction with the consolidated
statements as of and for the year ended June 30, 1996 and related notes which
are included on Form S-1 (file no. 333-13021).
NOTE 2 - CONVERSION TO A STOCK FORM OF OWNERSHIP AND FORMATION OF HOLDING
COMPANY
On September 3, 1996, the Board of Directors of the Bank approved a plan of
conversion whereby the Bank was to convert from a federally chartered mutual
Bank to a federally chartered stock savings bank and simultaneously
reorganized into a holding company form of organization (collectively, the
"Conversion"). After approval by the regulatory authorities and the Bank's
members, the Conversion was completed on December 31, 1996. As a result of
this transaction, the Company was formed and the Bank became a wholly-owned
subsidiary of the Company.
In connection with the Conversion on December 31, 1996, the Company completed
the sale of 1,084,450 shares of stock at $10.00 per share. From the proceeds,
$108,445 was allocated to common stock based on a par value of $.10 per share
and $10,207,689, which is net of conversion costs of $528,366, was allocated
to additional paid in capital.
Additionally, as a condition of the Conversion, the Bank may not pay a
dividend to the Company in excess of the Bank accumulated net earnings after
any required transfer to surplus and only if the Bank's surplus would not be
reduced by payment of such dividend.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RECENT DEVELOPMENTS
COMPARISON OF FINANCIAL CONDITION AT DECEMBER 31, 1996 AND JUNE 30, 1996
On September 3, 1996, the Board of Directors of the Bank approved a plan of
conversion whereby the Bank was to convert from a federally chartered mutual
Bank to a federally chartered stock savings bank and simultaneously
reorganized into a holding company form of organization (collectively, the
"Conversion"). After approval by the regulatory authorities and the Bank's
members, the Conversion was completed on December 31, 1996 and as a result,
the holding company was formed (the "Company") and the Bank became a
wholly-owned subsidiary of the Company. In connection with the Conversion on
December 31, 1996, the Company completed the sale of 1,084,450 shares (the
"Offering") at $10 per share and receive net proceeds of approximately
$9,449,000. The Company transferred approximately $5,158,000 of the net
proceeds to Bank for the purchase of all of the capital stock of the Bank. In
addition, $868,000 was loaned to ESOP for the purchase of shares in the
Offering.
Total assets increased by approximately $8,357,000 to $100,209,000 at December
31, 1996 from $91,852,000 at June 30, 1996. The increase in assets was
directly attributable to the Offering. Total cash and cash equivalents
increased by $5,433,000 to $9,450,427 at December 31, 1996 from $4,016,000 at
June 30, 1996. This increase represented the inflow of cash associated with
subscription of orders received for the purchase of Common Stock in the
Offering. Net loans receivables increase approximately $5,863,000 to
$83,429,000 at December 31, 1996 from $77,566,000 at June 30, 1996. The net
increase was primarily attributable to the increase in non-residential
mortgages of $1.6 million and $1.1 million in consumer loan, offset by the
sale of one to four family mortgages of $1.1 million. Such increases
primarily reflected the economic health of the Bank's market area and the
competitive pricing of the Bank's loan product. The funding of the loan
growth was mainly provided by increases in FHLB borrowings of $3,388,000 and
the receipt of proceeds of $1,756,000 received from the maturities and
principal repayments of investment securities. Deposits decreased
approximately $4,654,000 to $76,116,335 at December 31, 1996 from $80,770,646.
This decrease primarily represents funds withdrawn by depositors which were
used to purchase stock in the Offering.
COMPARISON OF THE RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED DECEMBER 31,
1996 AND 1995
Net income decreased by $128,000 or 70.0% from net income of $183,000 for the
six months ended December 31, 1995 to net income of $55,000 for the same six
months ended December 31, 1996.
Net interest income increased $211,000 or 15.5% from $1,357,000 for the six
months ended December 31, 1995 to $1,568,000 for the six months ended December
31, 1996. The increase is a combination of increased average interest earning
assets and an increase in the net interest spread from 3.14% for the six
months ended December 31, 1995 to 3.21% for the six months ended December 31,
1996.
<PAGE>
COMPARISON OF THE RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED DECEMBER 31,
1996 AND 1995 (CONTINUED)
Interest income increased $345,000, or 10.6%, for the six months ended
December 31, 1996 compared to the same six months ended December 31, 1995.
The increase in interest income is primarily attributed to an increase in the
average balance of interest-earning assets which was funded by proceeds from
the Offering. The average balance in interest-earning assets increased by
$9,478,000, or 11.6%, while the average yield on interest-earning assets
declined from 7.94% as of December 31, 1995 to 7.87% for December 31, 1996.
Interest expense increased $134,000 from $1,887,000 for the six months ended
December 31, 1995 to $2,021,000 for the six months ended December 31, 1996.
The increase in interest expense was attributable to an increase in
interest-bearing liabilities of $8.0 million offset by a decline in the cost of
funds of 14 basis points (100 basis points equals 1%). The average balance of
deposits have increased by $3.6 million from December 31, 1995 to December 31,
1996. The Bank has been aggressive in marketing new deposit products with the
opening of a new branch office. The Bank also believes it has benefited by
the funds deposited by the customers of the local institutions who become
frustrated due to higher fees and less personalized service following mergers.
Average Advances from FHLB have increased by $4.4 million during this period.
The Bank has utilized these borrowings to fund their recent loan growth.
Based upon management's continuing evaluation of the adequacy of the allowance
for loan losses which encompasses the overall risk characteristics of the
various portfolio segments, past experience with losses, the impact of
economic conditions on borrowers, and other relevant factors, the provision
for loan losses decreased by $108,000 for the six months ended December 31,
1996 compared to the same period ended 1995. See "Risk Elements".
Noninterest income increased by $51,000 primarily from an increase in service
charges on deposit accounts of $22,000 and gain on the sale of loans of
$15,000. The increase in service charges on deposit accounts is the result of
an increased number of deposit accounts. The increase in gain on the sale of
loans is the result of the Bank beginning a new program to sell fixed rate
mortgage loans in 1996.
Noninterest expense increased by $573,000 primarily as a result of a one time
charge of $470,000 in federal insurance premiums. On September 30, 1996, the
President signed into law legislation which included the recapitalization of
the Savings Association Insurance Fund ("SAIF") of the Federal Deposit
Insurance Corporation by a one time charge to SAIF-insured institutions of
65.7 basis points per one hundred dollars of insurable deposits. Other
noninterest expense increased by $43,000 due to general overall increases in
all expenses. The most significant increase related to the cost of Now
accounts due to the increase volume in the number of accounts.
Income tax expense amounted to $44,000 for the six months ended December 31,
1996 compared to $119,000 for the same six months ended December 31, 1995.
The effective tax rates were 44.4% and 39.5% at December 31, 1996 and 1995,
respectively.
<PAGE>
COMPARISON OF THE RESULTS OF THE OPERATIONS FOR THE THREE MONTHS ENDED
DECEMBER 31, 1996 AND 1995
Net income increased $171,000 from $33,000 to $204,000 for the three months
ended December 31, 1996 compared to the same period ended 1995.
Net interest income for 1996 rose $115,000, or $17.0%, over 1995. The
increase in net interest income is primarily attributed to a greater increase
in the average balance of interest-earning assets over interest-bearing
liabilities. The net average balance increase in interest-earning assets of
$4,689,000 was offset somewhat by a declining net interest rate spread from
3.1% for the period ending December 31, 1995 to 3.0% for the same three month
period ending December 31, 1996.
Provision for loan losses decreased $106,000, or 88%, from 1995 to 1996. The
decline is attributed to management's continual monitoring of the quality of
the loan portfolio.
Noninterest income increased $27,000, which is primarily due to $9,000 on
gains on sale of loans and $7,000 on increased volume of service charges on
deposit accounts.
Noninterest expense overall remained relatively constant during the periods.
Compensation expense reduced slightly as a result of an increase in deferred
compensation costs associated with increased volumes of loan originations.
Occupancy and equipment costs increased as a result of increased depreciation
expense on the Follansbee branch office.
Income taxes increased from $29,000 for the three months ended December 31,
1995 to $99,000 for the three months ended December 31, 1996, as a result of
the increase in pre-tax income.
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
The Savings Bank's primary sources of funds are deposits, amortization and
prepayment of loans, maturities of investment securities, and funds provided
from operations. While scheduled loan repayments are a relatively predictable
source of funds, deposit flows and loan prepayments are greatly influenced by
general interest rates, economic conditions, and competition. In addition,
the Savings Bank invests excess funds in overnight deposits which provide
liquidity to meet lending requirements.
The Savings Bank has other sources of liquidity if a need for additional funds
arises. Additional sources of funds include a flex line of credit with the
Federal Home Loan Bank ("FHLB") of Pittsburgh amounting to $4.8 million. As
of December 31, 1996, the Savings Bank had outstanding advances from the FHLB
of $7,765,000.
As of December 31, 1996, the Savings Bank had $1,422,000 in outstanding
mortgage and construction loan commitments. Management believes that it has
adequate sources to meet the actual funding requirements.
Management monitors both the Company's and the Savings Bank's total
risk-based, Tier I risk-based and Tier I leverage capital ratios in order to
assess compliance with regulatory guidelines. At December 31, 1996, both the
Company and the Savings Bank exceeded the minimum risk-based and leverage
capital ratios requirements. The Company's and Savings Bank's total
risk-based, TierI risk-based and Tier I leverage ratios are 26.42%, 25,87%,
15.69% and 17.96%, 17.40%, 10.55%, respectively at December 31, 1996.
<PAGE>
RISK ELEMENT
The table below presents information concerning nonperforming assets including
nonaccrual loans, renegotiated loans, loans 90 days or more past due, other
real estate loans, and repossessed assets. A loan is classified as nonaccrual
when, in the opinion of management, there are serious doubts about
collectibility of interest and principal. At the time the accrual of interest
is discontinued, future income is recognized only when cash is received.
Renegotiated loans are those loans which terms have been renegotiated to
provide a reduction or deferral of principal or interest as a result of the
deterioration of the borrower.
December 31, June 30,
1996 1996
--------- ---------
(dollars in thousands)
Loans on nonaccrual basis $ 235 $ 139
Loans past due 90 days or more - 303
Renegotiated loans - -
--------- ---------
Total nonperforming loans 235 442
--------- ---------
Other real estate 17 -
Repossessed assets - -
--------- ---------
Total nonperforming assets $ 252 $ 442
========= =========
Nonperforming loans as a percent of total loans 0.28% 0.55%
====== ======
Nonperforming assets as a percent of total assets 0.25% 0.48%
====== ======
Allowance for loan losses to nonperforming loans 142.98% 73.53%
====== ======
Management monitors impaired loans on a continual basis. As of December 31,
1996, impaired loans had no material effect on the company's financial
position or results of operations.
During the six month period ended December 31, 1996, loans increased
$6,109,000 and nonperforming loans decreased $190,000 while the allowance for
loan losses increased $11,000 for the same period. The percentage of
allowance for loan losses to loans outstanding remained .4% during this time
period. Nonperforming loans are primarily made up of one to four family
residential mortgages. The collateral requirements on such loans reduce the
risk of potential losses to an acceptable level in management's opinion.
Management believes the level of the allowance for loan losses at December 31,
1996 is sufficient; however, there can be no assurance that the current
allowance for loan losses will be adequate to absorb all future loan losses.
The relationship between the allowance for loan losses and outstanding loans
is a function of the credit quality and known risk attributed to the loan
portfolio. The on - going loan review program and credit approval process is
used to determine the adequacy of the allowance for loan losses.
<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 security holders
NONE
Item 5 - Other information
NONE
Item 6 - Exhibits and reports on Form 8-K
NONE
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused the report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Advance Financial Bancorp
Date: January 16, 1997 By:
--------------------------------------
Stephen M. Gagliardi
President and Chief Executive Officer
By:
--------------------------------------
Noreen Mechling
Chief Financial Officer and Treasurer
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused the report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Advance Financial Bancorp
Date: January 16, 1997 By:\s\ Stephen M. Gagliardi
--------------------------------------
Stephen M. Gagliardi
President and Chief Executive Officer
By:\s\ Noreen Mechling
--------------------------------------
Noreen Mechling
Chief Financial Officer and Treasurer
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-1996
<PERIOD-END> DEC-31-1996
<CASH> 1,090
<INT-BEARING-DEPOSITS> 8,360
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 62
<INVESTMENTS-CARRYING> 3,465
<INVESTMENTS-MARKET> 3,478
<LOANS> 84,011
<ALLOWANCE> 336
<TOTAL-ASSETS> 100,209
<DEPOSITS> 76,116
<SHORT-TERM> 7,765
<LIABILITIES-OTHER> 5,878
<LONG-TERM> 0
0
0
<COMMON> 108
<OTHER-SE> 15,632
<TOTAL-LIABILITIES-AND-EQUITY> 100,209
<INTEREST-LOAN> 3,293
<INTEREST-INVEST> 171
<INTEREST-OTHER> 125
<INTEREST-TOTAL> 3,589
<INTEREST-DEPOSIT> 1,838
<INTEREST-EXPENSE> 2,021
<INTEREST-INCOME-NET> 1,568
<LOAN-LOSSES> 17
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1,624
<INCOME-PRETAX> 99
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 55
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<YIELD-ACTUAL> 3.4
<LOANS-NON> 235
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 325
<CHARGE-OFFS> 7
<RECOVERIES> 1
<ALLOWANCE-CLOSE> 336
<ALLOWANCE-DOMESTIC> 336
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
