UNITED 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 December 31, 1999
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE
ACT OF 1934
- ----
For the transition period from ________ to ________.
Commission file number: 333-17227
Vermilion Bancorp, Inc.
- -----------------------------------------------------------------
- -----
(Exact name of small business issuer as specified in its
charter)
Delaware 37-1363755
- --------------------------------- -----------------------------
(State or other jurisdiction of (IRS Employer Identification
incorporation or organization) Number)
714 North Vermilion Street, Danville, Illinois 61832
- -----------------------------------------------------------------
(Address of principal executive offices)
(217) 442-0270
- -----------------------------------------------------------------
(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 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 __
---
357,075 shares of the registrant's common stock, par value
$0.01 per share, were outstanding at February 7, 2000.
Transitional Small Business Disclosure Format (check one)
Yes ___ NO X
___
<PAGE>
VERMILION BANCORP, INC.
TABLE OF CONTENTS
Part 1. Financial Information
Item 1. Financial Statements
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
Part 2. Other Information
Item 1. Legal Proceedings
Item 2. Changes in Securities and Use of Proceeds
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
<PAGE>
Part 1. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
VERMILION BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEET
Dec. 31 SEP. 30
1999 1999
(unaudited)
_______ _______
Assets
Cash and due from banks $ 287,312 $ 93,054
Interest-bearing demand deposits 967,663 1,082,406
--------- ---------
Cash and cash equivalents 1,254,975 1,175,460
Interest-bearing time deposits 20,000 20,000
Investment securities:
Available for sale 1,479,925 1,493,750
Held to maturity 1,380,556 1,522,407
--------- ---------
Total investment securities 2,860,481 3,016,157
Loans 38,221,228 37,412,955
Allowance for loan losses (171,273) (179,420)
---------- ----------
Net loans 38,049,955 37,233,535
Premises and equipment 1,475,483 1,487,666
Federal Home Loan Bank stock 321,400 321,400
Other Assets 502,662 509,063
---------- ----------
Total assets $44,484,956 $43,763,281
========== ==========
Liabilities
Deposits:
Noninterest-bearing $ 894,016 $ 678,971
Interest-bearing 31,372,212 30,960,093
---------- ----------
Total deposits 32,266,228 31,639,064
Federal Home Loan Bank borrowings 6,400,000 6,400,000
Other liabilities 147,693 135,677
---------- ----------
Total liabilities 38,813,921 38,174,741
Stockholders' Equity
Preferred stock, $0.01 par value
Authorized and unissued-400,000 shares 0 0
Common stock, $0.01par value
Authorized- 1,600,000 shares
Issued and outstanding- 357,075 3,968 3,968
Additional paid-in-capital 3,656,375 3,653,868
Retained earnings 2,869,417 2,795,510
Accumulated comprehensive income (12,346) (2,947)
Less:
Unearned employee stock
ownership plan shares- 21,865 and 22,658 shares (218,650) (226,585)
Unearned incentive plan shares-9,698 and
10,145 shares (121,865) (129,410)
Treasury Stock - 39,675 shares (505,864) (505,864)
--------- ---------
Total stockholders' equity 5,671,035 5,588,540
---------- ----------
Total liabilities and
stockholders' equity $44,484,956 $43,763,281
========== ==========
See notes to unaudited consolidated financial statements
<PAGE>
VERMILION BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF INCOME
(UNAUDITED)
Three Months Ended
December 31,
------------------
1999 1998
____ ____
Interest Income
Loans receivable $ 759,745 $ 718,908
Investment securities 53,689 74,595
Deposits with financial Institutions 12,493 28,699
------- -------
Total interest income 825,927 822,202
Interest Expense
Deposits 389,950 400,658
Federal Home Loan Bank borrowings 84,766 84,093
------- -------
Total interest expense 474,716 484,751
------- -------
Net Interest Income 351,211 337,451
Provision for losses on loans 17,077 15,000
------- -------
Net Interest Income After Provision for Losses on Loans 334,134 322,451
Noninterest Income
Loan fees 11,516 14,731
Other income 11,661 6,315
------ ------
Total noninterest income 23,177 21,046
Noninterest Expense
Salaries and employee benefits 125,835 119,502
Net occupancy expenses 39,209 25,822
Data processing fees 16,524 10,877
Deposit insurance expense 4,631 4,283
Printing and office supplies 7,036 9,576
Legal and professional fees 17,753 58,124
Advertising and promotion 7,400 7,350
Director and committee fees 14,438 12,000
Other expenses 30,578 32,190
------- -------
Total noninterest expense 263,404 279,724
------- -------
Income Before Income Tax 93,907 63,773
Income tax expense 20,000 21,500
------ ------
Net Income $ 73,907 $ 42,273
====== ======
Per Share data:
Basic earnings per share $(0.23) $0.11
Diluted earnings per share $(0.23) $0.11
See notes to unaudited consolidated financial statements
<PAGE>
VERMILION BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
(UNAUDITED)
Three Months Ended
December 31,
------------------
1999 1998
---- ----
Operating Activities
Net Income(loss) $ 73,907 $ 42,273
Adjustments to reconcile net income to net
cash provided(used) by operating activities:
Provision for loan losses 17,077 15,000
Investment securities amortization (accretion), net (870) (304)
Depreciation 18,636 9,237
Compensation expense related to ESOP & MRP 17,987 17,465
Net change in:
Other assets 11,029 113,577
Other liabilities 12,016 (258,088)
------- -------
Net cash provided(used)by operating activities 149,782 (60,840)
------- -------
Investing Activities
Proceeds from maturities and sales
of securities available for sale 0 1,010,482
Proceeds from maturities and principal payments of
securities held to maturity 142,519 196,370
Net change in loans (833,497)(1,264,288)
Purchase of premises and equipment (6,453) (156,939)
Sale/(Purchase) of Federal Home Loan Bank stock 0 30,000
------- -------
Net cash (used) by investing activities (697,431) (184,375)
------- -------
Financing Activities
Net change in deposits 627,164 1,321,719
------- ---------
Net cash provided by financing activities 627,164 1,321,719
------- ---------
Net Change in Cash and Cash Equivalents 79,515 1,076,504
Cash and Cash Equivalents, Beginning of Period 1,175,460 1,741,642
--------- ---------
Cash and Cash Equivalents, End of Period $1,254,975 $2,818,146
========= =========
Additional Cash Flows Information
Interest paid $468,195 $ 484,167
Income tax paid $ 0 $ 125,931
See notes to unaudited consolidated financial statements
Vermilion Bancorp Inc. and Subsidiary
Consolidated Statement of Comprehensive Income
(unaudited)
Three Months Ended
December 31,
-------------------
1999 1998
---- ----
Net Income $ 73,907 $ 42,273
Other Comprehensive income, net of tax:
Unrealized gain(loss) on Securities
available for sale:
Unrealized holding gains(loss) arising
during the period, net of
income tax (14,028) and (8,075) (9,399) (5,410)
----- -----
Comprehensive Income $ 64,508 $ 36,863
<PAGE>
VERMILION BANCORP, INC. AND SUBSIDIARY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
1. BACKGROUND INFORMATION
Vermilion Bancorp, Inc. (the "Company") was incorporated on November 13,
1996 and on March 25, 1997 acquired all of the outstanding shares of common
stock of American Savings Bank of Danville (the "Bank") upon the Bank's
conversion from a state chartered mutual savings bank to a state chartered
stock savings bank. The Company purchased 100% of the outstanding capital
stock of the Bank using 75% of the net proceeds from the Company's initial
stock offering, which was completed on March 25, 1997. The Company sold
396,750 shares of common stock in the initial offering at $10 per share,
including 31,740 shares purchased by the Bank's Employee Stock Ownership Plan
("ESOP"). The ESOP shares were acquired by the Bank with proceeds from a
Company loan totaling $317,400. The net proceeds of the offering totaled
$3,632,522: $3,967,500 less $334,978 in underwriting commissions and other
expenses.
The acquisition of the Bank by the Company was accounted for as a
"pooling-of-interests" under generally accepted accounting principles. The
application of the pooling-of-interests method records the assets and
liabilities of the merged companies on a historical cost basis with no goodwill
or other intangible assets being recorded.
2. STATEMENT OF INFORMATION FURNISHED
The accompanying unaudited consolidated financial statements have been
prepared in accordance with Form 10-QSB instructions and Item 310(b) of
Regulation S-B, and in the opinion of management contain all adjustments
necessary to present fairly the financial position as of December 31, 1999 and
September 30, 1999, the results of operations for the three months ended
December 31, 1999 and 1998, and the cash flows for the three months ended
December 31, 1999 and 1998, and the consolidated statement of comprehensive
income for the three months ended December 31, 1999 and 1998. These results
have been determined on the basis of generally accepted accounting principles.
The results of operations for the three months ended December 31, 1999 are not
necessarily indicative of the results to be expected for the entire fiscal year.
The consolidated financial statements are those of the Company and the
Bank. These consolidated financial statements should be read in conjunction
with the audited financial statements and notes thereto dated October 08, 1999
included in the Company's 1999 Annual Report to Shareholders.
3. EARNINGS PER SHARE
Basic earnings per share have been computed based upon the weighted average
common shares outstanding for the three months ended December 31, 1999 and 1998.
Diluted earnings per share reflects the potential dilution that could occur if
securities or other contracts to issue common stock were exercised or converted
into common stock or resulted in the issuance of common stock that then shared
in the earnings of the company.
PART 1. FINANCIAL INFORMATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Vermilion Bancorp, Inc. (the "Company") is the holding company for American
Savings Bank of Danville (the "Bank"). The Bank operates a wholly owned
subsidiary, GBW Service Corporation, which services contract sales of real
estate.
FINANCIAL CONDITION
Total assets increased $722,000 from September 30, 1999 to December
31, 1999 or 1.6%. This increase was primarily funded by increases in total
deposits.
Cash and cash equivalents increased $80,000 or 6.8% from September
30, 1999 to December 31, 1999. This was a result of increased liquidity being
held for Y2K.
Investment securities decreased $156,000 or 5.2% due to paydowns of
investment securities. The company did not purchase any investment securities
from September 30, 1999 to December 31, 1999.
The $816,000 or 2.2% increase in net loans from September 30, 1999 to
December 31, 1999 was primarily the result of an increase of $735,000 or 2.3% in
one-to-four family residential mortgage loans.
The $627,000 increase in total deposits or 2.0% was primarily the result
of a $215,000 or 31.7% increase in non-interest bearing deposits and a $412,000
or 1.3% increase in interest bearing deposits.
Total stockholders' equity increased $82,000 from September 30,
1999 to December 31, 1999, the increase summarized as follows:
Stockholders' equity, September 30, 1999..........................$5,588,540
Net income........................................................ 73,907
Change in unrealized gain/(loss) on securities Available for sale. (9,399)
ESOP shares allocated............................................. 10,442
Management retention plan compensation ........................... 7,545
----------
Stockholders' equity, December 31,1999............................$5,671,035
=========
RESULTS OF OPERATIONS
THREE MONTH COMPARISON
Net income was $74,000 for the three months ended December 31, 1999
compared to $42,000 for the three months ended December 31, 1998.
Net interest income after the provision for losses on loans increased
$12,000 in the three months ended December 31, 1999 compared to the same
period in 1998. The increase was primarily attributable to a $11,000 or 2.7%
decrease in interest expense on deposits.
Total non-interest income increased $2,000 or 10.1% for the three month
period ended December 31, 1999 compared to the same period of 1998, due
primarily to an increase in service charge income.
Total noninterest expense decreased $16,000 or 5.8% for the
three months ended December 31, 1999 compared to the same period of 1998, due
primarily to a decrease of $40,000 in legal and professional fees somewhat
offset by increases in net occupancy expense of $13,000 or 51.8%, salary and
employee benefits of $6,000 or 5.3%, and $6,000 or 51.9% in data processing
fees.
Total income tax expense was $20,000 for the three months ended
December 31, 1999 compared to $22,000 for the same period in 1998.
LIQUIDITY AND CAPITAL RESOURCES
The Bank's primary sources of funds are deposits, principal and interest
payments on loans and FHLB advances. While maturities and scheduled amortization
of loans are predictable sources of funds, deposit flows and mortgage
prepayments are greatly influenced by general interest rates, economic
conditions, and competition. The Company's initial stock offering, which was
completed on March 25, 1997, contributed substantially to the Company's overall
liquidity levels. The Federal Deposit Insurance Corporation ("FDIC"), the
Bank's primary Federal regulator, requires the Bank to maintain adequate levels
of liquid assets. The Bank's liquidity ratios were 10.7% and 11.1% at
December 31, 1999 and September 30, 1999, respectively.
A review of the Consolidated Statements of Cash Flows included in the
accompanying financial statements shows that the Company's cash and cash
equivalents ("cash") increased $80,000 from September 30, 1999 to December 31,
1999. Cash was primarily provided by increases in deposits. Cash was
primarily used to fund loans.
As, of December 31, 1999, the Bank had outstanding commitments
(including undisbursed loan proceeds) of $342,000. The Bank anticipates
that it will have sufficient funds available to meet its current loan
origination commitments. Certificates of deposit which are scheduled to mature
in one year or less from December 31, 1999 totaled $15.5 million. Based upon
the Bank's experience, management believes that a significant portion of such
deposits will remain with the Bank.
The FDIC capital regulations require savings institutions to meet three
capital standards: a tier 1 leveraged capital requirement, a tier one
risk-based capital requirement, and a total risked based capital requirement.
As of June 30, 1999, the Bank's capital percentages for tier 1 leveraged
capital of 9.3%, tier 1 risked based capital of 16.4%, and total risk-
based capital of 17.1% all of which significantly exceeded the regulatory
requirement for each category.
"Safe Harbor" Statement under the Private Securities
Litigation Reform Act of 1995
In addition to historical information, forward-looking statements are
contained herein that are subject to risks and uncertainties that could cause
actual results to differ materially from those reflected in the forward-looking
statements. Factors that could cause future results to vary from current
expectations, include, but are not limited to, the impact of economic conditions
(both generally and more specifically in the markets in which the Company
operates), the impact of competition for the Company's customers from other
providers of financial services, the impact of government legislation and
regulation (which changes from time to time and over which the Company has no
control), and other risks detailed in this Form 10-QSB and in the Company's
other Securities and Exchange Commission ("SEC") filings. Readers are cautioned
not to place undue reliance on these forward-looking statements, which reflect
management's analysis only as of the date hereof. The Company undertakes no
obligation to publicly revise these forward-looking statements, to reflect
events or circumstances that arise after the date hereof. Readers should
carefully review the risk factors described in other documents the Company
files from time to time with the SEC.
Current Accounting Issues
In June 1998, the Financial Accounting Standards Board ("FASB") issued SFAS
No. 133, "Accounting for Derivative Instruments and Hedging Activities." This
Statement requires companies to record derivatives on the balance sheet at
their fair value. Statement No. 133 also acknowledges that the method of
recording a gain or loss depends on the use of the derivative. The New
Statement applies to all entities. If hedge accounting is elected by the
entity, the method of assessing the effectiveness of the hedging derivative
and the measurement approach of determining the hedge's ineffectiveness must
be established at the inception of the hedge. Statement No. 133 amends
Statement No. 52 and supercedes Statements No. 80, 105, and 119. Statement
No. 107 is amended to include the disclosure provisions about the concentrations
of credit risk from Statement No. 105. Several Emerging issues Task Force
consensuses's are also changed or modified by the provisions of Statement
No. 133.
Statement No. 137 deferred the effective date of Statement No. 133 to all
fiscal years beginning after June 15, 2000. The Statement may not be applied
retroactively to financial statements of prior periods. The Statement's
adoption will have no material impact on the Corporation's financial
condition or result of operations.
Also in 1998, the FASB issued Statement No. 134 "Accounting for Mortgage-Backed
Securities Retained after the Securitization of Mortgage Loans Held for Sale by
a Mortgage Banking Enterprise." This statement establishes accounting standards
for certain activities of mortgage banking enterprises and for other enterprises
with similar mortgage operations. This Statement amends SFAS No. 65 which as
previously amended by SFAS Nos. 115 and 125, required a mortgage banking
enterprise to classify a mortgage-backed security as a trading security
following the securitization of the mortgage loan held for sale. This
Statement further amends SFAS No. 65 to require that after the securitization
of mortgage loans held for sale, an entity engaged in mortgage banking
activities must classify the resulting mortgage-backed security or
other retained interests based on the entity's ability and intent to sell or
hold those investments. The determination of the appropriate classification for
securities retained after the securitization of mortgage loans by a mortgage
banking enterprise now conforms to SFAS No. 115. The only new requirement is
that if an entity has a sales commitment in place, the security must be
classified into trading. This Statement is effective for the first fiscal
quarter beginning after December 15, 1998. The Statement's adoption had no
impact on the bank's financial condition and results of operations.
Year 2000 Compliance
The Year 2000 compliance issue exists because many computer systems and
applications currently use two digit fields to designate a year. As the
century date change occurs, date sensitive systems may either fail or not
operate properly unless the underlying programs are modified or replaced.
The Bank's lending and deposit activities, like those of most financial
institutions, depend significantly upon computer systems to process and record
transactions. The Company is aware of the potential Year 2000 problems that
may affect the operating systems that control our computers as well as those of
our third-party data service providers that maintain many of our records. In
1997, the Bank began the process of identifying Year 2000 related problems that
may affect the Bank's computer systems. A task force of Bank officers was
established to address the issues related to these problems. Outside consultants
were utilized when required to complete this project.
The task force analyzed the Bank's operations and both identified those
functions that would be affected by Year 2000 issues and determined which of
these functions were mission critical (i.e. vital to the day-to-day operations
of the Bank). A time table was established for completion of the various
sections of the project.
The Bank is working with the companies that supply or service the Bank's
computer systems that rely on computers to identify and remedy any Year 2000
related systems. The Board of Directors is monitoring the Bank's progress in
addressing Year 2000 issues.
The Bank converted to a new data processor during May 1999 and completed
its year 2000 testing of the system in July 1999 with no apparent year 2000
related problems being found.
Inventory and testing of the Bank's computer equipment is complete. No new
equipment purchases are anticipated because of the Year 2000 issue. The direct
expense to date (other than officer's salaries involved in the project) has
been less than $40,000.
Although the Company believes it is taking the necessary steps to address
the Year 2000 compliance issue, no assurances can be given that some problems
will not occur or that we will not incur significant additional expenses in
future periods. In the event that the Bank incurs substantial expenses to make
the Bank's current systems, programs and equipment Year 2000 compliant, the
Company's net income, and financial condition could be adversely affected.
Because the Bank's loan portfolio to individual borrowers is diversified
and its market area does not depend significantly upon one employer or industry,
the Bank does not expect any Year 2000 related difficulties to significantly
affect the Company's net earnings or cash flow.
The Bank has developed a contingency plan to deal with Year 2000 related
issues. This program provides for dealing with situations that might occur
that are both related to the Bank's operations (e.g. computer systems or
equipment, liquidity) and those beyond the Bank's control (e.g. power failure,
phone/communication line failure). The plan includes methods to deal with
these situations and continue to service the Bank's customers despite Year 2000
problems arising.
The Bank experienced no problems with the date change on January 1, 2000.
The Bank will continue to monitor the issue with respect to other possible
problem dates such as February 29, 2000. The contingency plans discussed above
are valid for handling potential problems.
PART 2. OTHER INFORMATION
Item 1. Legal Proceedings
Not applicable.
Item 2. Changes in Securities and Use of Proceeds
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
The following exhibits are filed as part of this
report:
3.1 Certificate of Incorporation of Vermilion
Bancorp, Inc.*
3.2 By-laws of Vermilion Bancorp, Inc.*
11.0 Computation of earnings per share
27.0 Financial Data Sheet
b. 8-K dated November 5, 1999 - Announces earnings for twelve months
ended September 30, 1999.
_____________________________
* Incorporated herein by reference into this document from Form SB-2.
* Registration Statement, as amended, filed on March 28, 1997
Registration No. 333-17227.
b. Reports on Form 8-K
None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant had duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.
Dated: February 8, 2000 /s/ Merrill G. Norton
Merrill G. Norton
President and Chief
Executive Officer
Dated: February 8, 2000 /s/ Terry L. Stal
Terry L. Stal
Chief Financial Officer
Statement Regarding Computation of Earnings Per Share
Three Months Ended
December 31, 1999
(unaudited)
-----------------------------
Weighted
Income Average Per-Share
(Loss) Shares Amount
------- -------- --------
Basic earnings Per Share
Income/(loss) available to common shareholders $ 73,907 324,892 $ 0.23
Effect of Dilutive Securities
MRP 1,289
Diluted Earnings per Share
Income/(loss) available to common shareholders
and assumed conversions $ 73,907 326,181 $ 0.23
Three Months Ended
December 31, 1998
(unaudited)
---------------------------------
Weighted
Average Per-Share
Income Shares Amount
Basic Earnings Per Share
Income available to common Shareholders $ 42,273 371,103 $0.11
Effect of Dilutive Securities
MRP 3,555
Diluted Earnings Per Share
Income available to common Shareholders
and assumed conversions $ 42,273 374,658 $0.11
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-2000
<PERIOD-END> DEC-31-1999
<CASH> 287,312
<INT-BEARING-DEPOSITS> 967,663
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 1,479,925
<INVESTMENTS-CARRYING> 1,380,556
<INVESTMENTS-MARKET> 1,390,447
<LOANS> 38,221,228
<ALLOWANCE> 171,273
<TOTAL-ASSETS> 44,484,956
<DEPOSITS> 32,266,228
<SHORT-TERM> 4,500,000
<LIABILITIES-OTHER> 147,693
<LONG-TERM> 1,900,000
0
0
<COMMON> 3,968
<OTHER-SE> 5,667,067
<TOTAL-LIABILITIES-AND-EQUITY> 44,484,956
<INTEREST-LOAN> 759,745
<INTEREST-INVEST> 53,689
<INTEREST-OTHER> 12,493
<INTEREST-TOTAL> 825,927
<INTEREST-DEPOSIT> 389,950
<INTEREST-EXPENSE> 474,716
<INTEREST-INCOME-NET> 351,211
<LOAN-LOSSES> 17,077
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 263,404
<INCOME-PRETAX> 93,907
<INCOME-PRE-EXTRAORDINARY> 93,907
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 73,907
<EPS-BASIC> 0.23
<EPS-DILUTED> 0.23
<YIELD-ACTUAL> 8.19
<LOANS-NON> 0
<LOANS-PAST> 711,000
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 59,000
<ALLOWANCE-OPEN> 179,420
<CHARGE-OFFS> 27,887
<RECOVERIES> 2,239
<ALLOWANCE-CLOSE> 171,273
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 171,273
</TABLE>
