UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[ X ] Quarterly Report Under Section 13 or 15(d) of the
Securities Exchange Act of 1934 For the Quarterly
Period Ended March 31, 1997
[ ] Transition Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934 For the Transition
Period from _______________ to _______________
Commission File Number: _______________
FIRSTSPARTAN FINANCIAL CORP.
(Exact name of Registrant as specified in its charter)
Delaware 56-2015272
- ---------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
380 East Main Street, Spartanburg, South Carolina 29302
(Address of principal executive office)
(864) 582-2391
(Registrant's telephone number)
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the Registrant was required to
file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes _____ No __X*___
Registrant has been subject to such filing requirements since May
14, 1997.
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FIRSTSPARTAN FINANCIAL CORP.
Table of Contents
Part I. Financial Information Page
Item 1. Financial Statements (unaudited)
Consolidated Balance Sheets at March 31, 1997
and June 30, 1996 1
Consolidated Statements of Income for the
Three-Month and Nine-Month Periods Ended
March 31, 1997 and 1996 2
Consolidated Statements of Cash Flows for the
Three-Month and Nine-Month Periods Ended
March 31, 1997 and 1996 3-4
Notes to Consolidated Financial Statements 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 6-10
Part II.Other Information 11
Signatures 12
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ITEM 1. FINANCIAL STATEMENTS
FIRSTSPARTAN FINANCIAL CORP.
CONSOLIDATED BALANCE SHEETS
(In Thousands)
(Unaudited)
March 31, June 30,
ASSETS 1997 1996
---- ----
Cash $ 6,041 $ 6,798
Federal funds sold and overnight
interest-bearing deposits 9,222 3,986
--------- --------
Total cash and cash equivalents 15,263 10,784
Investment securities available-for-sale
- at fair value (amortized cost:
$13,593 and $18,291 at March 31, 1997
and June 30, 1996, respectively) 13,521 18,155
Mortgage-backed securities held-to-
maturity - at amortized cost (fair
value: $129 and $209 at March 31,
1997 and June 30, 1996, respectively) 128 195
Loans receivable, net 346,019 314,936
Loans held-for-sale - at lower of cost
or market (market value: $877 and
$1,911 at March 31, 1997 and
June 30, 1996, 877 1,911
Office properties and equipment, net 5,877 5,112
Federal Home Loan Bank of Atlanta Stock
- at cost 3,011 2,806
Accrued interest receivable 2,479 2,427
Real estate acquired in settlement of loans 106 58
Other assets 1,030 582
--------- ---------
TOTAL $ 388,311 $ 356,966
========= =========
LIABILITIES AND EQUITY
LIABILITIES:
Deposit accounts $ 338,174 $ 305,831
Advances from borrowers for taxes
and insurance 704 1,247
Other liabilities 3,587 5,734
--------- ---------
Total liabilities 342,465 312,812
========= =========
EQUITY:
Retained earnings 45,891 44,238
Unrealized loss on securities
available-for-sale (net of
deferred taxes of $27 and $52 at
March 31, 1997 and June 30, 1996,
respectively) (45) (84)
--------- ---------
Total equity 45,846 44,154
--------- ---------
TOTAL $ 388,311 $ 356,966
========= =========
See accompanying notes to consolidated financial statements.
1
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FIRSTSPARTAN FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF INCOME
(In Thousands)
(Unaudited)
Three Months Nine Months
Ended Ended
March 31, March 31,
------------------ ------------------
1997 1996 1997 1996
-------- ------- -------- -------
INVESTMENT INCOME:
Interest on loans $ 6,815 $ 6,187 $20,120 $18,133
Interest and dividends
on investment
securities, mortgage-
backed securities
and other 477 478 1,329 1,569
------- ------- ------- -------
Total investment
income 7,292 6,665 21,449 19,702
INTEREST EXPENSE:
Deposit accounts 3,938 3,685 11,506 11,017
------- ------- ------- -------
NET INTEREST INCOME 3,354 2,980 9,943 8,685
PROVISION FOR LOAN LOSSES 75 14 750 18
------- ------- ------- -------
NET INTEREST INCOME AFTER
PROVISION FOR LOAN
LOSSES 3,279 2,966 9,193 8,667
------- ------- ------- -------
NONINTEREST INCOME (EXPENSE):
Service charges and
fees 288 243 884 656
Gain on sale of mortgage
loans 37
Loss on sale of investments (16)
Other, net 101 103 186 289
------- ------- ------- -------
Total noninterest
income, 389 346 1,091 945
------- ------- ------- -------
NONINTEREST EXPENSE:
Employee compensation
and benefits 953 740 2,686 2,256
Federal deposit insurance
premiums 72 190 2,203 544
Occupancy and equipment
expense 258 171 755 537
Computer services 130 111 380 303
Advertising and
promotions 110 91 345 295
Office supplies, postage,
printing, etc. 144 133 390 352
Other 330 281 882 756
------- ------- ------- -------
Total noninterest
expense 1,997 1,717 7,641 5,043
------- ------- ------- -------
INCOME BEFORE INCOME TAXES 1,671 1,595 2,643 4,569
PROVISION FOR INCOME TAXES 625 598 990 1,713
------- ------- ------- -------
NET INCOME $ 1,046 $ 997 $ 1,653 $ 2,856
======= ======= ======= =======
2
See accompanying notes to consolidated financial statements
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FIRSTSPARTAN FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF INCOME
(In Thousands)
(Unaudited)
Three Months Nine Months
Ended Ended
March 31, March 31,
------------------ ------------------
1997 1996 1997 1996
-------- -------- -------- --------
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net income $ 1,046 $ 997 $ 1,653 $ 2,856
Adjustments to
reconcile net
income to net
cash provided by
operating activities:
Provision for loan
losses 75 14 750 18
Deferred income
tax provision (5) 47 (330) 137
Amortization of
deferred income (38) (23) (121) (136)
Accretion of
discounts on
investment and
mortgage-backed
securities (5) (2) (16) (1)
Depreciation 111 75 411 220
Increase in other
assets (194) (320) (500) (199)
Additions to loans
held-for-sale (1,318) (6,467) (7,349) (10,677)
Proceeds from sale
of loans 1,885 1,333 8,420 4,196
Gain on sale of
mortgage loans (37)
Loss on disposal
of property and
equipment 16
Loss on sale of
real estate
acquired in
settlement of
loans 8
Loss on sale of
investments
available-for-
sale 16
Increase (decrease)
in other
liabilities (2,426) 706 (2,385) 367
-------- -------- -------- --------
Net cash
(used in)
provided
by
operating
activities (869) (3,640) 528 (3,211)
-------- -------- -------- --------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Net loan
originations
and principal
collections (11,595) (4,301) (25,803) (20,442)
Purchase of loans (2,811) (6,015)
Purchase of
investment
securities (77) (1,128) (1,303) (7,359)
Proceeds from sale
of investment
available-for-sale 5,000
Proceeds from
maturities of
investment
securities
available-for-sale 2,000 1,000 4,000
Principal repayments
and proceeds from
maturities of
mortgage-backed
securities 59 68 94
Proceeds from sale
of real estate
acquired in
settlement of loans 58 49
Purchase of Federal
Home Loan Bank of
Atlanta stock (205) (157) (205) (157)
Purchase of property
and equipment (697) (80) (1,382) (401)
Proceeds from sale
of property and
equipment 190 190
Net cash
used in
investing
activities $(15,195) $ (3,607) $(28,392) $(24,216)
-------- -------- -------- --------
3
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FIRSTSPARTAN FINANCIAL CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
(Unaudited)
Three Months Nine Months
Ended Ended
March 31, March 31,
------------------ ------------------
1997 1996 1997 1996
-------- -------- -------- --------
CASH FLOWS FROM FINANCING
ACTIVITIES - Net
increase in deposits $14,223 $ 1,301 $32,343 $25,225
------- ------- ------- -------
NET INCREASE (DECREASE)
IN CASH AND CASH
EQUIVALENTS (1,841) (5,946) 4,479 (2,202)
------- ------- ------- -------
CASH AND CASH EQUIVALENTS
AT BEGINNING OF
PERIOD 17,104 19,711 10,784 15,967
------- ------- ------- -------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $15,263 $13,765 $15,263 $13,765
======= ======= ======= =======
SUPPLEMENTAL DISCLOSURES
OF CASH FLOW
INFORMATION:
Cash paid during
the period for:
Interest $ 4,320 $ 3,609 $11,599 $10,542
======= ======= ======= =======
Income taxes $ 651 $ 390 $ 1,120 $ 1,575
======= ======= ======= =======
Transfers from
loans to real
estate acquired
in settlement
of loans $ 4 $ 35 $ 106 $ 58
Increase (decrease)
in net unrealized
losses on available
-for-sale
investments and
marketable equity
securities $ 54 $ 94 $ (64) $ (5)
Increase (decrease)
in deferred tax
asset related to
unrealized losses
on invetments $ 21 $ 36 $ (25) $ (2)
Investment securities
transferred from
held-to- maturity
to available-for-
sale, at fair value $ $ $ $ 4,002
======= ======= ======= =======
See accompanying notes to consolidated financial statements.
4
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FIRSTSPARTAN FINANCIAL CORP.
Notes to Consolidated Financial Statements
1. Basis of Presentation
FirstSpartan Financial Corp. (the "Corporation") was
incorporated under Delaware law on February 4, 1997 by First
Federal Savings and Loan Association of Spartanburg (the
Association ) in connection with the planned conversion of the
Association from a federally chartered mutual savings and loan
association to a federally chartered stock savings and loan
association, the issuance of the Association s stock to the
Corporation and the offer and sale of the Corporation s common
stock by the Corporation (the Conversion ). Upon consummation of
the Conversion, the Corporation will become the unitary holding
company for the Association. This transaction received
conditional regulatory approval on May 14, 1997. For purposes of
this Form 10-Q, the financial statements and management s
discussion and analysis of financial condition and results of
operations are presented for the Association since the
Corporation was not active during any of the periods presented.
No pro forma effect has been given to the planned sale of the
Corporation s common stock in the Conversion.
The accompanying consolidated financial statements of the
Corporation have been prepared in accordance with instructions to
Form 10-Q. Accordingly, they do not include all of the
information and footnotes required by generally accepted
accounting principles for complete financial statements.
However, such information reflects all adjustments (consisting
solely of normal recurring adjustments) which are, in the opinion
of management, necessary for a fair statement of results for the
interim periods.
The results of operations for the three months and nine
months ended March 31, 1997 are not necessarily indicative of the
results to be expected for the year ending June 30, 1997. The
consolidated financial statements and notes thereto should be
read in conjunction with the audited financial statements and
notes thereto for the year ended June 30, 1996, contained in the
Corporation s prospectus dated May 14, 1997.
5
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Item 2. Management s Discussion and Analysis of Financial
Condition and Results of Operations
Comparison of Financial Condition at March 31, 1997 and June 30,
1996
Total assets were $388.3 million at March 31, 1997 and
$357.0 million at June 30, 1996 an increase of $31.3 million
or 8.8%. This increase resulted primarily from growth in
the loan portfolio more than offsetting decreases of $4.6
million and $1.0 million in investment securities
available-for-sale and loans held-for-sale, respectively.
Loans receivable, net, increased $31.1 million, or 9.9%, to
$346.0 million at March 31, 1997 from $314.9 million at June
30, 1996 primarily as a result of increases in one-to- four
family mortgage loans. The increase in loans receivable,
net, was funded primarily through an increase in deposits of
$32.4, or 10.6%, to $338.2 million at March 31, 1997 from
$305.8 million at June 30, 1996. Equity increased $1.7
million, or 3.8%, to $45.9 million at March 31, 1997 from
$44.2 million at June 30, 1996 primarily as the result of
net income during the nine months ended March 31, 1997.
The Association s nonperforming assets and troubled debt
restructurings decreased by $3.4 million, or 47.9%, to $3.8
million at March 31, 1997 from $7.2 million at June 30,
1996. The decrease was due primarily to a $3.1 million
decrease in construction loans contractually past due more
than 90 days.
Comparison of Operating Results for the Three Months Ended March
31, 1997 and March 31, 1996
Net Income. Net income increased from $997,000 for the
three months ended March 31, 1996 to $1.0 million for the
three months ended March 31, 1997 primarily as a result of
increased net interest income offset by increased provision
for loan losses and increased other expenses.
6
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Net Interest Income. Net interest income increased 12.6% from
$3.0 million for the three months ended March 31, 1996 to $3.4
million for the three months ended March 31, 1997. Investment
income increased 9.4% from $6.7 million for the three months
ended March 31, 1996 to $7.3 million for the three months ended
March 31, 1997 as a result of an increase in the average balance
of interest-earning assets from $333.5 million to $364.9 million.
The average yield on interest-earning assets was 7.99% for the
three months ended March 31, 1997 and 1996 as a result of stable
market interest rates. Interest expense increased 6.9% from $3.7
million for the three months ended March 31, 1996 to $3.9
million for the three months ended March 31, 1997 as a result of
an increase in the average balance of deposits from $296.7
million to $328.4 million. The increase in the average balance
of deposits more than offset a decrease in the average cost of
deposits from 4.97% for the three months ended March 31, 1996 to
4.80% for the three months ended March 31, 1997. The decrease in
the average cost of deposits resulted from a combination of a
change in the mix of deposits from higher cost certificates of
deposit to lower cost negotiable order of withdrawal ("NOW") and
passbook accounts as a result of promotions of NOW and passbook
accounts. The weighted average cost of certificates of deposit
also decreased as a result of the Association s focus on the NOW
and passbook account promotions rather than certificate of
deposit promotions. Interest rate spread increased from 3.02%
for the three months ended March 31, 1996 to 3.19% for the three
months ended March 31, 1997.
Provision for Loan Losses. Provisions for loan losses are
charges to earnings to bring the total allowance for loan losses
to a level considered by management as adequate to provide for
estimated loan losses based on management s evaluation of the
collectibility of the loan portfolio, including the nature
of the portfolio, credit concentrations, trends in historical
loss experience, specific impaired loans and economic conditions.
Management also considers the level of problem assets that the
Association classifies according to OTS regulations. The
Association gives greater weight to the level of classified
assets than to the level of nonperforming assets (nonaccrual
loans, accruing loans contractually past due 90 days or more, and
real estate acquired in settlement of loans) because classified
assets include not only nonperforming assets but also performing
assets that otherwise exhibit, in management s judgment,
potential credit weaknesses.
The provision for loan losses was $75,000 for the three months
ended March 31, 1997 compared to $14,000 for the three months
ended March 31, 1996. Management deemed the increase in the
provision for loan losses necessary in light of the increase in
the relative level of estimated losses caused by the growth
of the loan portfolio and a continuing increase in classified
assets between December 31, 1996 and March 31, 1997. The
increase in classified assets resulted primarily from an increase
in construction loan delinquencies, which management attributes
to slower sales of homes of the type sold by the Association's
construction loan borrowers in the Association s primary market
area. Although no assurances can be given, management expects
the trend of increased classified assets to continue moderately
based upon its expectation for continued loan growth,
particularly in the areas of construction, commercial real estate
and consumer lending. Management deemed the allowance for loan
losses adequate at March 31, 1997.
7
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Noninterest Income. Noninterest income increased from $346,000
for the three months ended March 31, 1996 to $389,000 for the
three months ended March 31, 1997, primarily as a result of an
increase in service charges and fees. Service charges and fees
increased from $243,000 for the three months ended March 31, 1996
to $288,000 for the same period in 1997 primarily as a result of
increased income associated with the origination and sale of FHA
and VA mortgage loans and increased deposit account fees,
particularly on the increased number of NOW accounts. Other
income, net decreased from $103,000 for the three months ended
March 31, 1996 to $101,000 for the three months ended March 31,
1997, which was attributable partially to a $13,000 loss
representing the Association s share of losses incurred by the
mortgage banking company in which the Association s service
corporation subsidiary has an equity investment.
Noninterest Expense. Noninterest expense was $2.0 million for
the three months ended March 31, 1997 compared to $1.7 million
for the same period in 1996. This increase resulted primarily
from employee compensation and benefits, which increased from
$740,000 for the three months ended March 31, 1996 to
$953,000 for the same period in 1997 as a result of the hiring of
additional operations personnel to service the increased number
of NOW accounts and the hiring of the Association s current Chief
Financial Officer in June 1996. The increases in other
categories of other operating expenses generally are
attributable to the growth of the Association and to inflation.
The Association anticipates that other operating expenses will
increase in subsequent periods following the consummation of the
Conversion as a result of increased costs associated with
operating as a public company. The opening of two new branch
offices also will contribute to increased operating expenses in
future periods.
Income Taxes. The provision for income taxes was $625,000 for
the three months ended March 31, 1997 compared to $598,000
for the three months ended March 31, 1996 as a result of higher
income before taxes.
Comparison of Operating Results for the Nine Months Ended March
31, 1997 and March 31, 1996
Net Income. Net income decreased 42.1% from $2.9 million for
the nine months ended March 31, 1996 to $1.7 million for the nine
months ended March 31, 1997 primarily as a result of increases in
the provision for loan losses and in noninterest expense. The
increase in noninterest expense was primarily the result of the
legislatively-mandated, one-time assessment levied by the FDIC on
all SAIF-insured institutions to recapitalize the SAIF. Without
this assessment, which amounted to approximately $1.1 million
after tax, net income would have been $2.8 million for the nine
months ended March 31, 1997.
8
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Net Interest Income. Net interest income increased 14.5% from
$8.7 million for the nine months ended March 31, 1996 to $9.9
million for the nine months ended March 31, 1997. Investment
income increased 8.9% from $19.7 million for the nine months
ended March 31, 1996 to $21.4 million for the nine months
ended March 31, 1997 as a result of an increase in the average
balance of interest-earning assets from $329.0 million to $356.5
million and in the average yield on interest-earning assets from
7.98% to 8.02%. While market interest rates were slightly lower
during the nine months ended March 31, 1997, the weighted
average yield on interest-earning assets remained relatively
stable because of the Association s emphasis on higher-yielding
construction loans, commercial real estate loans and consumer and
other loans, as well as the stabilizing effect that fixed-rate
loans in the portfolio have on the weighted average yield.
Interest expense increased 4.4% from $11.0 million for the nine
months ended March 31, 1996 to $11.5 million for the nine months
ended March 31, 1997 as a result of an increase in the average
balance of deposits from $292.1 million to $318.5 million. The
increase in the average balance of deposits more than offset a
decrease in the average cost of deposits from 5.03% for the nine
months ended March 31, 1996 to 4.82% for the nine months ended
March 31, 1997. The decrease in the average cost of deposits
resulted from a combination of a change in the mix of deposits
from higher cost certificates of deposit to lower cost NOW and
passbook accounts. The weighted average cost of certificates of
deposit also decreased as a result of the Association s focus on
the NOW and passbook account promotions. Interest rate spread
increased from 2.95% for the nine months ended March 31, 1996 to
3.20% for the nine months ended March 31, 1997.
Provision for Loan Losses. The provision for loan losses
increased from $18,000 for the nine months ended March 31, 1996
to $750,000 for the nine months ended March 31, 1997. Management
deemed the increase in the provision for loan losses necessary in
light of the increase in the relative level of estimated
losses caused by the growth of the loan portfolio and a
continuing increase in classified assets between June 30, 1996
and March 31, 1997. The increase in classified assets resulted
primarily from an increase in construction loan delinquencies,
which management attributes to slower sales of homes of the type
sold by the Association s construction loan borrowers in the
Association's primary market area. Although no assurances can
be given, management expects the trend of increased classified
assets to continue moderately based upon its expectation for
continued loan growth, particularly in the areas of
construction, commercial real estate and consumer lending.
Management deemed the allowance for loan losses adequate at March
31, 1997.
Noninterest Income. Noninterest income increased from $945,000
for the nine months ended March 31, 1996 to $1.1 million for the
nine months ended March 31, 1997, primarily as a result of an
increase in service charges and fees offset by a decrease in
other income. Service charges and fees increased from $656,000
for the nine months ended March 31, 1996 to $884,000 for the same
period in 1997 primarily as a result of increased income
associated with the origination and sale of FHA and VA mortgage
loans and increased deposit account fees, particularly on the
increased number of NOW accounts. Other income, net decreased
from $289,000 for the nine months ended March 31, 1996 to
$186,000 for the nine months ended March 31, 1997 primarily as a
result of a $113,000 loss representing the Association s share
of losses incurred by the mortgage banking company in which the
Association s service corporation subsidiary has an equity
investment.
9
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Noninterest Expense. Noninterest expense increased from $5.0
million for the nine months ended March 31, 1996 to $7.6 million
for the nine months ended March 31, 1997. This increase resulted
primarily from the FDIC special assessment on all SAIF-insured
institutions to recapitalize the SAIF. The Association s
assessment amounted to $1.8 million and was accrued during the
quarter ended September 30, 1996. Prior to the SAIF
recapitalization, the Association s total annual deposit
insurance premiums amounted to 0.23% of assessable deposits.
Effective January 1, 1997, the rate decreased to 0.065% of
assessable deposits. Additionally, employee compensation and
benefits increased from $2.3 million for the nine months ended
March 31, 1996 to $2.7 million for the same period in 1997 as a
result of the hiring of additional operations personnel to
service the increased number of NOW accounts and the hiring of
the Association's current Chief Financial Officer in June 1996.
The increases in other categories of other operating
expenses generally are attributable to the growth of the
Association and to inflation. The Association anticipates that
other operating expenses will increase in subsequent periods
following the consummation of the Conversion as a result of
increased costs associated with operating as a public company.
The opening of two new branch offices also will contribute to
increased operating expenses in future periods.
Income Taxes. The provision for income taxes was $1.7 million
for the nine months ended March 31, 1996 compared to $990,000 for
the nine months ended March 31, 1997 as a result of lower income
before taxes.
Liquidity and Capital Resources
The Association's primary sources of funds are customer deposits,
proceeds from principal and interest payments on and the sale of
loans, maturing securities and FHLB of Atlanta advances. While
maturities and scheduled amortization of loans are a predictable
source of funds, deposit flows and mortgage prepayments are
greatly influenced by general interest rates, economic conditions
and competition. The Association must maintain an adequate level
of liquidity to ensure the availability of sufficient funds
to fund loan originations and deposit withdrawals, to satisfy
other financial commitments and to take advantage of investment
opportunities. The Association generally maintains sufficient
cash and short-term investments to meet short-term liquidity
needs. At March 31, 1997, cash and cash equivalents
totalled $15.3 million, or 3.9% of total assets, and investment
securities classified as available-for-sale with maturities of
one year or less totalled $7.1 million. At March 31, 1997, the
Association also maintained, but did not draw upon, an
uncommitted credit facility with the FHLB of Atlanta, which
provided for immediately available advances up to an aggregate
amount of $40.0 million.
As of March 31, 1997, the Association s regulatory capital was in
excess of all applicable regulatory requirements. At March 31,
1997, under regulations of the Office of Thrift Supervision, the
Association s actual tangible, core and risk-based capital
ratios were 11.8%, 11.8% and 20.3%, respectively, compared to
requirements of 1.5%, 3.0% and 8.0%, respectively.
10
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FirstSpartan Financial Corp.
Part II. Other Information
Item 1. Legal Proceedings
Not applicable
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
11
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<PAGE>
Signatures
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.
FirstSpartan Financial Corp.
Date:June 27, 1997 By:/s/Billy L. Painter
Billy L. Painter
President and Chief Executive Officer
Date:June 27, 1997 By:/s/R. Lamar Simpson
R. Lamar Simpson
Treasurer, Secretary and
Chief Financial Officer
12
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<PAGE>
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-END> MAR-31-1997
<CASH> 6041
<INT-BEARING-DEPOSITS> 7742
<FED-FUNDS-SOLD> 1480
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 13521
<INVESTMENTS-CARRYING> 128
<INVESTMENTS-MARKET> 129
<LOANS> 348621
<ALLOWANCE> 1725
<TOTAL-ASSETS> 388311
<DEPOSITS> 338174
<SHORT-TERM> 0
<LIABILITIES-OTHER> 4291
<LONG-TERM> 0
0
0
<COMMON> 0
<OTHER-SE> 45846
<TOTAL-LIABILITIES-AND-EQUITY> 388311
<INTEREST-LOAN> 20120
<INTEREST-INVEST> 1329
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 21449
<INTEREST-DEPOSIT> 11506
<INTEREST-EXPENSE> 11506
<INTEREST-INCOME-NET> 9943
<LOAN-LOSSES> 750
<SECURITIES-GAINS> (16)
<EXPENSE-OTHER> 7641
<INCOME-PRETAX> (2643)
<INCOME-PRE-EXTRAORDINARY> 1653
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1653
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<YIELD-ACTUAL> 8.02
<LOANS-NON> 1500
<LOANS-PAST> 1300
<LOANS-TROUBLED> 918
<LOANS-PROBLEM> 5300
<ALLOWANCE-OPEN> 1000
<CHARGE-OFFS> 25
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 1725
<ALLOWANCE-DOMESTIC> 1725
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
