<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------------
FORM 8-A/A (Amendment No. 1)
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) or 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Rocky Ford Financial, Inc.
---------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware Requested
---------------------------------------- ------------------------
(State of incorporation or organization) (I.R.S. employer
identification no.)
801 Swink Avenue, Rocky Ford, Colorado 81067-0032
- ----------------------------------------- ------------------------
(Address of principal executive offices) (Zip Code)
If this Form relates to If this Form relates to the registration of a
the registration of a class of debt securities and is to become effective
class of debt securities simultaneously with the effectiveness of a
and is effective upon concurrent registration statement under the
filing pursuant to Securities Act of 1933 pursuant to General
General Instruction Instruction A(c)(2) please check
A(c)(1) please check the the following box. [_]
following box. [_]
Securities to be registered pursuant to Section 12(b) of the Act:
None
----
Securities to be registered pursuant to Section 12(g) of the Act:
Common Stock, par value $.01 per share
---------------------------------------------------
(Title of Class)
Page 1 of 5
<PAGE>
Item 1. Description of Registrant's Securities to be Registered.
The information required by this Item is included under the captions
"Description of Capital Stock" (pages 102-103), "Dividend Policy" (page 22-23),
"Market for the Common Stock" (page 23), "Certain Anti-Takeover Provisions in
the Certificate of Incorporation and Bylaws" (pages 97-102), "The Conversion --
Limitations on Resales by Management" (page 95), "The Conversion -- Effect of
Conversion to Stock Form on Depositors and Borrowers of the Association --
Liquidation Account" (pages 85-86) and "The Conversion -- Restrictions on
Repurchase of Stock" (page 95) of the Prospectus included as part of the
Registrant's Registration Statement on Form SB-2, File No. 333-20489, declared
effective on March 25, 1997 (the "Form SB-2"), which information is incorporated
herein by reference to the Prospectus.
The expected closing date for the mutual to stock conversion (the
"Conversion") of Rocky Ford Federal Savings and Loan Association (the
"Association") is May 21, 1997. The Registrant is the holding company for the
Association. On May 21, 1997, the Registrant expects to sell and issue 423,200
shares of its common stock, par value $.01 per share, which shares are being
registered under the Securities and Exchange Act of 1934 pursuant to the filing
of this Form 8-A.
Item 2. Exhibits.
The following documents are either filed or incorporated by reference as
exhibits to this registration statement as indicated:
1. Form of Specimen Common Stock Certificate (incorporated by
reference to Exhibit 4 to Registration Statement on the Form SB-2
(File No. 333-20489)).
2. (a) Certificate of Incorporation (incorporated by reference
to Exhibit 3.1 to Registration Statement on the Form SB-2
(File No. 333-20489)).
(b) Bylaws (incorporated by reference to Exhibit 3.2 to the
Registration Statement on Form SB-2 (File No. 333-20489)).
(c) Plan of Conversion of Rocky Ford Federal Savings and Loan
Association (incorporated by reference to Exhibit 2 to the
Registration Statement on Form SB-2 (File No. 333-20489)).
3. Quarterly Report on Form 10-Q for the Quarter Ended March 31,
1997.
Page 2 of 5
<PAGE>
EXHIBIT INDEX
-------------
Sequentially
Exhibit Numbered
Number Page
----
1 Form of Specimen Common Stock Certificate (incorporated by
reference to Exhibit 4 to the Form SB-2) --
2(a) Certificate of Incorporation (incorporated by
reference to Exhibit 3.1 to the Form SB-2) --
2(b) Bylaws (incorporated by reference to
Exhibit 3.2 to the Form SB-2) --
2(c) Plan of Conversion (incorporated by
reference to Exhibit 2 to the Form SB-2) --
3 Quarterly Report on Form 10-Q 5
Page 3 of 5
<PAGE>
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the Registrant has duly caused this registration statement to be
signed on its behalf by the undersigned, thereto duly authorized.
Rocky Ford Financial, Inc.
--------------------------
(Registrant)
Date: May 19, 1997 By: /s/ Keith E. Waggoner
--------------------------------------
Keith E. Waggoner
President and Chief Executive Officer
Page 4 of 5
<PAGE>
EXHIBIT 3
Quarterly Report on Form 10-Q
Page 5 of 5
<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, 1997
Commission file number 333-20489
Rocky Ford Financial, Inc.
-----------------------------------------------------------------
(Exact Name of Small business Issuer as Specified in Its Charter)
Delaware Requested
------------------------------- -------------------
(State of Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
801 Swink Avenue, Rocky Ford, Colorado 81067
---------------------------------------------
(Address of Principal Executive Offices)
719-254-7642
------------------------------------------------
(Issuer's Telephone Number, Including Area Code)
Check whether the issuer's: (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 No X
--- ---
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date: None as of April 30, 1997.
<PAGE>
ROCKY FORD FINANCIAL, INC.
CONTENTS
PART I - FINANCIAL INFORMATION
Item 1: Financial Statements
Consolidated Statement of Condition at March 31, 1997 and
September 30, 1996 3
Statements of Consolidated Income for the Three Months
and Six Months Ended March 31, 1997 and 1996 4
Statements of Consolidated Cash Flows for the Six Months
Ended March 31, 1997 and 1996 5
Notes to Financial Statements 6 - 7
Item 2: Management's Discussion and Analysis of Financial Condition
and Results of Operations 8 - 10
PART II - OTHER INFORMATION
Item 1: Legal Proceedings 11
Item 2: Changes in Securities 11
Item 3: Defaults Upon Senior Securities 11
Item 4: Submission of Matters to a Vote of Security Holders 11
Item 5: Other Information 11
Item 6: Exhibits and Reports on Form 8-K 11
Signature 11
2
<PAGE>
ROCKY FORD FINANCIAL, INC.
CONSOLIDATED STATEMENT OF FINANCIAL CONDITION
(UNAUDITED)
<TABLE>
<CAPTION>
March 31, September 30,
1997 1996
----------- -------------
<S> <C> <C>
ASSETS
Cash and cash equivalents $ 2,300,000 $ 2,000,000
Interest-bearing 181,893 221,416
Non-interest bearing 1,797,000 1,897,000
Certificates of deposit
Securities available for sale
Equity securities (amortized cost of
$11,327) 315,228 282,300
Securities held to maturity
Mortgage-backed securities (estimated
market value of $2,596,996 and
$2,660,705) 2,558,499 2,616,767
U.S. agencies (estimated market value of
$2,596,996 and $2,660,705) 748,875 500,000
----------- -----------
3,307,374 3,116,767
----------- -----------
Loans receivable - net 12,579,391 12,286,909
Federal Home Loan Bank stock, at cost 312,300 302,400
Conversion costs 214,554 -
Accrued interest receivable 125,116 125,018
Premises and equipment 93,286 98,672
Prepaids 57,623 57,611
----------- -----------
TOTAL ASSETS $21,283,765 $20,388,093
=========== ===========
LIABILITIES AND EQUITY
Deposits $18,007,137 $17,144,638
Advances from borrowers for taxes and insurance 63,101 41,778
Accounts payable and accrued expenses 308,625 273,217
Deferred income taxes 142,470 150,200
----------- -----------
TOTAL LIABILITIES 18,521,333 17,609,833
----------- -----------
Commitments and contingencies
Retained earnings - substantially restricted 2,571,001 2,607,578
Net unrealized gain on securities available
for sale, net of tax of $112,470 and $100,300 191,431 170,682
----------- -----------
TOTAL EQUITY 2,762,432 2,778,260
----------- -----------
TOTAL LIABILITIES AND EQUITY $21,283,765 $20,388,093
=========== ===========
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
3
<PAGE>
ROCKY FORD FINANCIAL, INC.
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
March 31 March 31,
1997 1996 1997 1996
--------- -------- -------- --------
<S> <C> <C> <C> <C>
INTEREST INCOME
Loans receivable $ 272,494 $254,558 $546,680 $502,897
Securities held 55,791 52,769 122,000 107,729
Other interest-bearing assets 62,770 80,091 177,075 148,184
--------- -------- -------- --------
TOTAL INTEREST INCOME 391,055 387,418 785,745 758,810
INTEREST ON DEPOSITS 206,380 203,057 413,276 411,737
--------- ------- ------- --------
NET INTEREST INCOME 184,675 184,361 372,469 347,073
(PROVISION FOR) RECOVERY OF LOAN LOSSES - - - -
--------- -------- -------- --------
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES 184,675 184,361 372,469 347,073
--------- -------- -------- --------
NON-INTEREST INCOME
Other charges 24,832 19,806 36,235 25,077
Gain on sale of foreclosed real estate - 2,191 - 2,191
--------- -------- -------- --------
TOTAL NON-INTEREST INCOME 24,832 21,997 36,235 27,268
--------- -------- -------- --------
NON-INTEREST EXPENSE
GENERAL AND ADMINISTRATIVE
Compensation and benefits 292,090 58,124 352,656 110,944
Occupancy and equipment 8,269 10,579 16,059 19,471
Computer services 8,439 7,791 16,462 13,524
SAIF deposit insurance 2,357 11,281 13,910 22,356
Other 46,026 51,784 75,403 67,414
--------- -------- -------- --------
TOTAL NON-INTEREST EXPENSE 357,181 139,559 474,490 233,709
--------- -------- -------- --------
INCOME (LOSS) BEFORE TAXES (147,674) 66,799 (65,786) 140,632
INCOME TAX (EXPENSE) BENEFIT 54,509 (24,629) 29,209 (52,456)
--------- -------- -------- --------
NET INCOME(LOSS) $(93,165) $ 42,170 $(36,577) $ 88,176
======== ======== ======== ========
</TABLE>
SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
4
<PAGE>
ROCKY FORD FINANCIAL, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended
March 31,
1997 1996
--------------- ---------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ (36,577) $88,176
--------------- ---------------
Adjustments to reconcile net income to net cash provided
by operating activities:
Amortization of:
Deferred loan origination fees (8,155) (8,159)
Discounts on investments (490) (13,436)
Stock dividend received from FHLB (9,900) (8,900)
Depreciation 10,016 10,242
Change in assets and liabilities
Accrued interest receivable (98) 21,431
Prepaids (12) 20,080
Accounts payable and accrued expenses 35,408 (60,112)
Current income taxes - (6,182)
Deferred income - (2,191)
Deferred income taxes (19,909) -
--------------- --------------
TOTAL ADJUSTMENTS 6,860 (47,227)
--------------- --------------
NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES (29,717) 40,949
--------------- --------------
CASH FLOWS FROM INVESTING ACTIVITIES
Net change in certificates of deposit 100,000 100,000
Loan originations and principal payments on loans (284,327) (589,608)
Proceeds from maturities of investment securities held to maturity - 1,700,000
Purchase of securities held to maturity (248,836) (584,269)
Purchase of mortgage-backed securities - (490,000)
Principal payments on mortgage-backed securities 58,719 98,302
Capital purchases (4,630) (32,467)
Proceeds from sale of foreclosed real estate - 4,197
Conversion costs capitalized (214,554) -
--------------- ---------------
NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES (593,628) 206,155
--------------- ---------------
CASH FLOWS FROM FINANCING ACTIVITIES
Net change in deposits 862,499 250,700
Net change in mortgage escrow funds 21,323 24,703
--------------- ---------------
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES 883,822 275,403
--------------- ---------------
NET INCREASE IN CASH AND CASH EQUIVALENTS 260,477 522,507
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 2,221,416 1,260,363
--------------- ---------------
CASH AND CASH EQUIVALENTS AT END OF YEAR $2,481,893 $1,782,870
=============== ===============
SUPPLEMENTAL DISCLOSURES OF CASH FLOWS
Cash paid for:
Taxes $ 20,367 $ 43,205
Interest 105,290 83,293
Non cash transactions
FHLB stock dividend received 9,900 8,900
</TABLE>
SEE NOTES TO CONSOLIDATED FINANACIAL STATEMENTS
5
<PAGE>
ROCKY FORD FINANCIAL. INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
MARCH 31, 1997
Note 1. Nature of Business
Rocky Ford Financial, Inc. (the "Company") was incorporated under the laws of
the State of Delaware for the purpose of becoming the holding company of Rocky
Ford Federal Savings and Loan Association (the "Association") in connection with
the Association's conversion from a federally chartered mutual savings and loan
association to a federally chartered stock savings and loan association,
pursuant to its Plan of Conversion. The Company was organized in January 1997
to acquire all of the common stock of Rocky Ford Federal Savings and Loan
Association upon its conversion to stock form. A subscription and community
offering of the Company's shares closed on April 29, 1997.
Note 2. Basis of Presentation
The accompanying unaudited consolidated financial statements,(except for the
statement of financial condition at September 30, 1996, which is audited) have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-QSB of
Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management all adjustments necessary
for a fair presentation of the financial position and results of operations for
the periods presented have been included. The financial statements of the
Company are presented on a consolidated basis with those of Rocky Ford Federal
Saving and Loan Association, although the Company did not own any shares of the
Association and had no assets, liabilities, equity or operations as of March 31,
1997. Therefore, the financial statements presented include only the accounts
and operations of Rocky Ford Federal Savings and Loan Association. The results
of operations for the three and six months ended March 31, 1997 are not
necessarily indicative of the results of operations that may be expected for the
year ended September 30, 1997.
The accounting policies followed are as set forth in Note 1. of the Notes to
Financial Statements in the 1996 Rocky Ford Federal Savings and Loan Association
financial statements
Note 3. Regulatory Capital Requirements
At March 31, 1997, the Association met each of the three current minimum
regulatory capital requirements. The following table summarizes the
Association's regulatory capital position at March 31, 1997:
<TABLE>
<S> <C> <C>
Tangible Capital:
Actual $2,571,001 12.19%
Required 316,385 1.50
Excess $2,254,616 10.69%
Core Capital:
Actual $2,571,001 12.19%
Required 632,770 3.00
Excess $1,938,231 9.19%
</TABLE>
6
<PAGE>
ROCKY FORD FINANCIAL, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
MARCH 31, 1997
Note 3. Regulatory Capital Requirements (Continued)
<TABLE>
<S> <C> <C>
Risk-Based Capital:
Actual $2,631,001 32.19%
Required 653,920 8.00
Excess $1,977,081 24.19%
</TABLE>
Tangible and core capital levels are shown as a percentage of total adjusted
assets; risk-based capital levels are shown as a percentage of risk-weighted
assets.
Note 4. Mutual to Stock Conversion
On January 14, 1997, The Board of Directors of the Association adopted a Plan
of Conversion (the Plan) under which the Association would convert from a
federally charted mutual savings and loan association to a federally chartered
stock savings and loan association and become a wholly-owned subsidiary of the
Company formed in connection with the Conversion. The Plan was approved by
the Office of Thrift Supervision (OTS) and included the filing of a
registration statement with Securities and Exchange Commission. The Plan was
approved by the members of the Association at a special meeting held May 6,
1997. In accordance with the Plan, the Company issued common stock which was
sold in the Conversion. The closing of the offering occurred on April 29,
1997 and resulted in a stock subscription of $4,232,000 (including $33I,560 in
shares subscribed by the ESOP). The Company will transfer up to fifty percent
of the net proceeds for the purchase of all of the capital stock of the
Association.
The costs of issuing the common stock have been deferred and will be deducted
from the proceeds of the stock sale. At March 31, 1997, the Association had
incurred $214,554 of such costs.
For the purpose of granting eligible members of the Association a priority in
the event of future liquidation, the Association, at the time of conversion,
established a liquidation account equal to its regulatory capital as of the
date of the latest balance sheet used in the final conversion offering
circular. In the event (and only in such event) of future liquidation of the
converted Association, an eligible savings account holder who continues to
maintain a savings account shall be entitled to receive a distribution from
the liquidation account, in the proportionate amount of the then-current
adjusted balance of the savings deposits then held, before any distributions
may be made with respect to capital stock.
The Association may not declare or pay a cash dividend on its common stock if
its net worth would thereby be reduced below either the aggregate amount then
required for the liquidation account or the minimum regulatory capital
requirements imposed by federal regulations
The ESOP stock purchases will be financed by issuing a note to the Company for
the entire purchase.
Note 5. Retirement Plan
The Association Board of Directors adopted a retirement plan for Directors and
the Senior Officer effective March 31, 1997. The amount accrued for the past
services of those eligible was approximately $226,000
7
<PAGE>
ROCKY FORD FINANCIAL, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
COMPARISON OF FINANCIAL CONDITION AT MARCH 31, 1997 AND SEPTEMBER 30, 1996
The Company's total assets increased by $896 thousand or 4.39% from $20.4
million at September 30, 1996 to $21.3 million at March 31, 1997.
The Company's loan portfolio increased by approximately $292 thousand during the
six months ended March 31, 1997. Net loans totaled $12.6 million at March 31,
1997 and $12.3 million at September 30, 1996.
The allowance for loan losses totaled $60,000 at March 31, 1997 and September
30, 1996. As of those dates the Company did not have any non-performing loans
in its portfolio. There were no loans charged off or recoveries of previous
loan losses during the six months ended March 31, 1997. The determination of
the allowance for loan losses is based on management's analysis, performed on a
quarterly basis, of various factors, including the market value of the
underlying collateral, growth and composition of the loan portfolio, the
relationship of the allowance for loan losses to outstanding loans, historical
loss experience, delinquency trends and prevailing economic conditions.
Although management believes its allowance for loan losses is adequate, there
can be no assurance that additional allowances will not be required or that
losses on loans will not be incurred. The Company has had minimal losses on
loans in prior years. At March 31, 1997, the ratio of the allowance for loan
losses to net loans was .48%. as compared to .49% at September 30, 1996.
At March 31, 1997, the Company's investment portfolio included mortgage-backed
and related securities classified as "held to maturity" carried at amortized
cost of $3.3 million and an estimated fair value of $3.3 million, and equity
securities classified as "available for sale" with an estimated fair value of
$315 thousand. The balance of the Company's investment portfolio at March 31,
1997 consists of interest bearing deposits with various financial institutions
totaling $4.1 million.
At March 31, 1997 deposits increased to $18 million from $17.1 million at
September 30, 1996 or a net increase of 5.03%. Management is continually
evaluating the investment alternatives available to the Company's customers, and
adjusts the pricing on its savings products to maintain its existing deposits.
COMPARISON OF OPERATING RESULTS FOR THE SIX MONTHS ENDED MARCH 31, 1997 AND 1996
Net Income (Loss). The Company's net loss for the six months ended March 31,
1997 was $(36,577) compared to net income of $88,176 for the six months ended
March 31, 1996. The decrease in net earnings for the six months ended March 31,
1997 resulted primarily from the recognition of past service retirement expense
of approximately $142,000, net of deferred income tax effect, in accordance with
the retirement plan adopted by the board of directors effective March 31, 1997.
Net Interest Income. Net interest income for the six months ended March 31,
1997 was $372,000 compared to $347,000 for the six months ended March 31, 1996.
The increase in net interest income for the six months ended March 31, 1997 was
due to an increase in the interest rate spread from 3.05% in 1996 to 3.15% in
1997.
Interest Income. Interest income increased by $27,000 from $759,000 to $786,000
or by 3.67%, during 1997 compared to 1996. This increase resulted in part from
an overall increase of interest-earning assets by $1,111,000 from $19,188,000 to
$20,299,000 or by 9.44% from 1996 to 1997. The Company experienced a decrease
in the average yield on the interest-earning assets from 7.91% in 1996 to 7.74%
in 1997. The decrease in the yield is attributed to lower rates on mortgage
loans, the average yield on loans in 1996 was 8.78% as compared to 8.60% in
1997. Although these loans were made at lower rates, it provided the Company
with a competitive product that lead to growth in residential lending and earned
a higher yield than short-term investments.
8
<PAGE>
ROCKY FORD FINANCIAL, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
Interest Expense. Interest expense increased $1,000 to $413,000 for the six
months ended March 31, 1997 from $412,000 for the six months ended March 31,
1996. The comparable expense for the periods was caused by the reduction of the
average rate paid from 4.86% in 1996 to 4.59% in 1997 with a corresponding
increase in deposits from $16,953,000 in 1996 to $18,007,000 in 1997.
Provision for Loan Losses. The allowance for loan losses is established through
a provision for loan losses based on management's evaluation of the risk
inherent in its loan portfolio and the general economy. Such evaluation
considers numerous factors including, general economic conditions, loan
portfolio composition, prior loss experience, the estimated fair value of the
underlying collateral and other factors that warrant recognition in providing
-------
for an adequate loan loss allowance.
The Company determined a provision for loan loss was not required for the six
months ended March 31, 1997 and 1996.
Non-Interest Expense. The increase in the non-interest expense section of the
consolidated statement of income is attributed to a $226,000 expense recognized
in accordance with the retirement plan adopted by the board effective March 31,
1997.
COMPARISON OF OPERATING RESULTS FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND
1996
Net Income (Loss). The Company's net loss for the three months ended March 31,
1997 was $(93,165) compared to net income of $42,170 for the three months ended
March 31, 1996. The loss is attributed to recognition of past service
retirement expense of $226,000 less the related deferred income tax benefit of
$84,000, in accordance with the retirement plan adopted by the board of
directors effective March 31, 1997.
The other accounts and balances as of March 31, 1997 are comparable to March 31,
1996
LIQUIDITY AND CAPITAL RESOURCES
The Company's primary sources of funds consists of deposits, repayment of loans
and mortgage-backed securities, maturities of investments and interest-bearing
deposits, and funds provided form operations. While scheduled repayments of
loans and mortgage-backed securities and maturities of investment securities are
predicable sources of funds, deposit flows and loan prepayments are greatly
influenced by the general level of interest rates, economic conditions and
competition. The Company uses its liquidity resources principally to fund
existing and future loan commitments, to fund maturing certificates of deposit
and demand deposit withdrawals, to invest in other interest-earning assets, to
maintain liquidity, and to meet operating expenses. Management believes that
proceeds from the stock sale,loan repayments and other sources of funds will be
adequate to meet the Company's liquidity needs for the immediate future.
The Company is required to maintain minimum levels of liquid assets as defined
by OTS regulations. This requirement, which may be varied at the direction of
the OTS depending upon economic conditions and deposit flows, is based upon a
percentage of deposits and short-term borrowings. The required minimum ratio is
currently 5%. The Company has historically maintained a level of liquid assets
in excess of regulatory requirements. The Company's liquidity ratios at March
31, 1997 and 1996 were 24% and 35%, respectively. The Company's relatively high
liquidity ratios were reflective of accelerated loan prepayments, limited demand
for new loans and management's determination to refrain from investing excess
liquidity in assets with longer terms.
9
<PAGE>
ROCKY FORD FINANCIAL, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
IMPACT OF INFLATION AND CHANGING PRICES
The financial statements and related data presented herein have been prepared in
accordance with generally accepted accounting principles, which require the
measurement of financial position and results of operations in terms of
historical dollars without considering changes in the relative purchasing power
of money over time because of inflation. Unlike most industrial companies,
virtually all of the assets and liabilities of the Company are monetary in
nature. As a result, interest rates have a more significant impact on the
Company's performance than the effects of general levels of inflation. Interest
rates do not necessarily move in same direction or in the same magnitude as the
prices of goods and services.
10
<PAGE>
ROCKY FORD FINANCIAL, INC.
PART II - OTHER INFORMATION
ITEM 1: Legal Proceedings
None.
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
None
ITEM 6: Exhibits and Reports on Form 8-K
None
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Rocky Ford Financial, Inc.
Registrant
Date My 14, 1997 /s/ Keith E Waggoner
- ------------------------------- --------------------------------
Keith E. Waggoner, President
11
<PAGE>
[ARTICLE] 9
<TABLE>
<S> <C>
[PERIOD-TYPE] 6-MOS
[FISCAL-YEAR-END] SEP-30-1997
[PERIOD-END] MAR-31-1997
[CASH] 2,481,893
[INT-BEARING-DEPOSITS] 2,300,000
[FED-FUNDS-SOLD] 0
[TRADING-ASSETS] 0
[INVESTMENTS-HELD-FOR-SALE] 315,228
[INVESTMENTS-CARRYING] 3,307,374
[INVESTMENTS-MARKET] 3,328,517
[LOANS] 12,639,391
[ALLOWANCE] 60,000
[TOTAL-ASSETS] 21,283,765
[DEPOSITS] 18,007,137
[SHORT-TERM] 0
[LIABILITIES-OTHER] 514,196
[LONG-TERM] 0
[PREFERRED-MANDATORY] 0
[PREFERRED] 0
[COMMON] 2,571,001
[OTHER-SE] 0
[TOTAL-LIABILITIES-AND-EQUITY] 21,283,765
[INTEREST-LOAN] 272,494
[INTEREST-INVEST] 55,791
[INTEREST-OTHER] 62,770
[INTEREST-TOTAL] 391,055
[INTEREST-DEPOSIT] 206,380
[INTEREST-EXPENSE] 206,380
[INTEREST-INCOME-NET] 184,675
[LOAN-LOSSES] 0
[SECURITIES-GAINS] 0
[EXPENSE-OTHER] 357,181
[INCOME-PRETAX] (147,674)
[INCOME-PRE-EXTRAORDINARY] (147,674)
[EXTRAORDINARY] 0
[CHANGES] 0
[NET-INCOME] (93,165)
[EPS-PRIMARY] 0
[EPS-DILUTED] 0
[YIELD-ACTUAL] 3.15
[LOANS-NON] 0
[LOANS-PAST] 0
[LOANS-TROUBLED] 0
[LOANS-PROBLEM] 0
[ALLOWANCE-OPEN] 60,000
[CHARGE-OFFS] 0
[RECOVERIES] 0
[ALLOWANCE-CLOSE] 60,000
[ALLOWANCE-DOMESTIC] 60,000
[ALLOWANCE-FOREIGN] 0
[ALLOWANCE-UNALLOCATED] 0
</TABLE>
