===============================================================================
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number 000-22283
VIRGINIA FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Virginia 54-1829288
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
24 South Augusta Street, Staunton, Virginia 24401
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (540) 885-1232
NONE
(Former name, former address and former fiscal year,
if changed since last report.)
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 X No
------- ----------
Indicate the number of shares of each of the issuer's classes of common stock,
as of the latest practicable date:
Class: Common Stock, $5.00 par value
Outstanding as of April 15, 1997: 2,000,000
<PAGE>
VIRGINIA FINANCIAL CORPORATION
INDEX
Page No.
Part I. Financial Information
Item 1. Financial Statements
Consolidated Statements of Income 3
Consolidated Balance Sheets 4
Consolidated Statements of Cash Flows 5
Consolidated Statements of Changes in
Stockholders' Equity 7
Notes to Consolidated Financial Statements 10
Item 2. Management's Discussion and Analysis of
Results of Operations and Financial Condition
Part II. Other Information
Item 1. Legal Proceedings 12
Item 4. Submission of Matters to a Vote of Security
Holders 12
Item 6. Exhibits and Reports on Form 8-K 12
Signature 12
<PAGE>
VIRGINIA FINANCIAL CORPORATION
CONSOLIDATED STATEMENT OF INCOME
THREE MONTHS ENDED
MARCH 31, MARCH 31,
1997 1996
--------------- -----------
Interest Income:
Interest and Fee Income on Loans:
Secured by Real Estate $ 3,538,749 $ 3,320,374
To Finance Agriculture & Farmers 66,380 70,025
Commercial & Industrial 830,830 789,148
Individuals for Household & Personal 818,763 696,215
Obligations of State & Political
Tax-Exempt 5,469 9,838
Interest and Dividend Income on Securities:
U.S. Treas & U.S. Gov't Agencies 1,455,666 1,538,412
State & Political-Taxable 20,848 18,752
State & Political-Tax Exempt 185,355 182,837
Other Domestic Debt Securities 3,718 9,185
Income on Federal Funds Sold 8,930 51,519
------------ -------------
Total Interest Income 6,934,708 6,686,305
Interest Expense:
Interest on Deposits:
NOW Accounts 275,099 263,943
Money Market Accounts 536,680 646,260
Other Savings Deposits 268,488 284,343
CD's of 100M or More 294,635 314,852
All Other Time Deposits 1,662,261 1,580,822
Interest on Fed Funds Purch'd
& Repurchase Agreements 83,798 39,006
------------ -------------
Total Interest Expense 3,120,961 3,129,226
Net Interest Income 3,813,747 3,557,079
Provision for Loan Losses 75,000 0
Non-Interest Income:
Fiduciary Income 401,037 395,337
Service Charges on Deposit Accts. 150,707 161,368
Other Fee Income 269,766 236,881
All Other Non-Interest Income 31,578 17,244
------------ -------------
Total Non-Interest Income 853,088 810,830
Non-Interest Expense:
Salaries & Employee Benefits 1,349,365 1,301,276
Expense of Premise & Fixed Assets 266,401 238,812
Other Non-Interest Expense 667,061 583,395
------------ -------------
Total Non-Interest Expense 2,282,827 2,123,483
Income Before Income Taxes 2,309,008 2,244,426
Applicable Income Taxes 726,977 705,165
------------ -------------
Net Income $ 1,582,031 $ 1,539,261
============ =============
Per Share Data Net Income $ 0.79 $ 0.77
Cash Dividends $ 0.27 $ 0.23
The accompanying notes are an integral part of these statements
3
<PAGE>
VIRGINIA FINANCIAL CORPORATION
CONSOLIDATED BALANCE SHEET
MARCH 31 DECEMBER 31
1997 1996
--------------- ---------------
ASSETS
Cash & Due from Banks $ 14,563,314 $ 16,287,053
Federal Funds Sold 3,650,000 0
Investments -
U.S. Government 12,459,254 13,561,259
U.S. Agencies 82,893,347 86,380,688
Municipal Bonds 18,163,098 18,608,140
Corporate Securities 249,965 249,934
------------ ------------
Total Investments 113,765,664 118,800,021
Loans
Secured by Real Estate 163,602,857 160,573,239
To Finance Agriculture & Farmers 2,876,826 2,879,129
Commercial & Industrial 34,037,160 34,312,894
Individuals for Household & Personal 38,967,539 37,413,128
Obligations of State & Political
Tax Exempt 707,562 773,740
------------ ------------
Total Loans 240,191,944 235,952,130
Less Reserve for
Loan Losses (3,092,082) (3,038,959)
------------ ------------
Net Loans 237,099,862 232,913,171
Bank Premises 4,367,890 4,389,691
Deposit Intangibles 283,900 289,813
Other Assets 4,834,065 4,433,626
------------ ------------
Total Assets $378,564,695 $377,113,375
============ =============
LIABILITIES AND CAPITAL
Deposits
Demand 50,278,947 51,260,388
NOW Accounts 40,261,812 39,653,412
Money Market Checking 60,347,617 55,479,621
Savings 37,261,557 36,266,674
Time Deposits 145,321,518 147,714,870
------------ ------------
Total Deposits 333,471,451 330,374,965
Securities Sold Under
Agmt. to Repurchase 4,770,000 3,110,000
Federal Funds Purchased 0 5,000,000
Other Liabilities 2,035,968 1,054,602
Stockholders' Equity
Capital Stock 10,000,000 20,000,000
Surplus 13,554,034 3,554,034
Unrealized Gain (Loss) on Sec. (419,676) (91,113)
Undivided Profits 15,152,918 14,110,887
------------ ------------
Total Equity 38,287,276 37,573,808
------------ ------------
Total Liabilities
and Capital $378,564,695 $377,113,375
============ =============
The accompanying notes are an integral part of these statements
4
<PAGE>
VIRGINIA FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED
MARCH 31, MARCH 31,
1997 1996
------------- -------------
CASH FLOWS FROM OPERATING ACTIVITIES
Interest received 6,833,007 6,503,831
Fees and other non-interest income 843,497 810,830
Interest paid (3,135,525) (3,105,180)
Cash paid to suppliers and employees (1,944,927) (1,847,307)
Income taxes paid (1,788) 0
----------- ------------
Net cash provided by operating activities 2,594,264 2,362,174
----------- ------------
Cash flows from investing activities
Maturities of investment securities 5,770,000 10,230,435
Purchases of investment securities (1,234,351) (12,806,967)
Net increase in loans (4,261,691) (2,955,339)
Capital expenditures (101,169) (190,710)
Purchase of other assets (57,278) (2,850)
----------- ------------
Net cash provided by investing activities 115,511 (5,725,431)
----------- ------------
Cash Flows from financing activities
Net (decrease) increase in certificates of deposit (2,393,352) 4,623,679
Net increase (decrease) in demand deposits 5,489,838 (3,167,802)
Net (decrease) increase in federal funds purchased (5,000,000) 2,700,000
Net increase in securities held for resale 1,660,000 200,000
Dividends paid (540,000) (460,000)
----------- ------------
Net cash used in financing activities (783,514) 3,895,877
----------- ------------
Net increase in cash and cash equivalents 1,926,261 532,620
Cash and cash equivalents at beginning of year 16,287,053 12,574,772
----------- ------------
Cash and cash equivalents at end of year 18,213,314 13,107,392
=========== ============
5
<PAGE>
VIRGINIA FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
<TABLE>
<CAPTION> THREE MONTHS ENDED
MARCH 31, MARCH 31,
1997 1996
----------------- ----------------
<S> <C>
Reconciliation of net income to net cash provided by
operating activities
Net income $ 1,582,031 $ 1,539,261
----------------- ----------------
Adjustments to reconcile net income to net cash provided
by operating activities
Depreciation 122,970 98,645
Provision for loan losses 75,000 0
Increase in taxes payable 725,189 702,932
Increase in interest receivable (97,701) (160,307)
(Decrease) increase in interest payable (14,564) 24,046
Increase in prepaid expenses (115,356) (73,940)
Increase in accrued expenses 275,626 239,760
Amortization and accretion 28,944 (597)
Decrease in deferred interest (4,885) (7,626)
Decrease in fees receivable 17,010 0
----------------- ----------------
Total Adjustments $ 1,012,233 $ 822,913
----------------- ----------------
Net cash provided by operating activities $ 2,594,264 $ 2,362,174
================= ================
</TABLE>
The accompanying notes are an integral part of these statements
6
<PAGE>
VIRGINIA FINANCIAL CORPORATION
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
THREE MONTHS ENDED MARCH 31, 1996 AND 1997
<TABLE>
<CAPTION>
Unrealized Gain/
Loss on Securities Retained
Common Stock Surplus Available for Sale Earnings Total
------------- ----------- ------------------ --------- ------
<S> <C>
Balances, December 31, 1995 20,000,000 $3,554,034 $110,468 $10,489,087 $34,153,589
Cash Dividends (460,000) (460,000)
Net Income 1,539,261 1,539,261
Unrealized Loss on Securities
Available for Sale (292,690) (292,690)
------------------- --------------- ------------ -------------- --------------
Balances, March 31, 1996 20,000,000 $3,554,034 ($182,222) $11,568,348 $34,940,160
=================== =============== ============ =============== ===============
Unrealized Gain/
Loss on Securities Retained
Common Stock Surplus Available for Sale Earning Total
-------------- ---------- ------------------- --------- ------------
<S> <C>
Balances, December 31, 1996 20,000,000 $3,554,034 ($91,113) $14,110,887 $37,573,808
Issuance of Virginia Financial
Corporation Common Stock
1-2-97 Par Value $5. (10,000,000) 10,000,000
Cash Dividends (540,000) (540,000)
Net Income 1,582,031 1,582,031
Increase in Unrealized Loss
on Securities Available for Sale (328,563) (328,563)
------------------- --------------- ------------ -------------- --------------
Balances, March 31, 1997 10,000,000 $13,554,034 ($419,676) $15,152,918 $38,287,276
=================== =============== ============ ============== ==============
</TABLE>
The accompanying notes are an integral part of these statements
7
<PAGE>
VIRGINIA FINANCIAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1. Interim Financial Statements
On November 14, 1996, the shareholders approved an Agreement and Plan of
Reorganization and related Plan of Share Exchange, relating to the adoption of a
bank holding company, Virginia Financial Corporation (herein after referred to
as "the Company"), which will serve as the holding company of the Bank. This
transaction was consumated on January 2, 1997.
The Company was not operational in 1996; therefore, the financial
statements and discussions for 1996 in this quarterly report relate to
operations of Planters Bank & Trust Company of Virginia and its subsidiary.
Planters Bank & Trust Company of Virginia is the sole bank subsidiary of the
Company. The Company has no material operations other than the ownership of the
Bank.
The accompanying financial statements of Virginia Financial Corporation
and its Subsidiary have not been audited by independent accountants for the
first quarter of 1997. The balance sheet at December 31, 1996, reflecting
Planters Bank & Trust Company of Virginia has been audited by independent
accountants.
Note 2. Securities as of March 31, 1997 and December 31, 1996 are summarized
below.
(000 Omitted)
March 31, 1997 December 31, 1996
Unrealized Unrealized
Gain Gain
Book Market (Loss) Book Market (Loss)
Securities Available ---- ------ -------- ---- ------ -------
for Sale
U.S. Treasury Securities $12,515 $12,459 ($56) $12,515 $12,563 ($48)
U.S. Agency Securities 38,286 37,706 (580) 38,282 38,096 186
Obligations of State and
Political Subdivisions 0 0 0 0 0 0
Other Securities 0 0 0 0 0 0
------- ------- ----- ------ ------ -----
$50,801 $50,165 ($636) $50,797 $50,659 $138
Securities Held to Maturity
U.S. Treasury Securities $0 $0 $0 $999 $999 $0
U.S. Agency Securities 45,188 44,596 (592) 48,285 47,954 (331)
Obligations of State and
Political Subdivisions 18,163 17,989 (174) 18,608 18,613 5
Other Securities 250 250 0 250 251 1
------ ------ ----- ------ ------ ----
Total Securities Held to
Maturity $63,601 $62,835 ($766) $68,142 $67,817 ($325)
8
<PAGE>
VIRGINIA FINANCIAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 3. The consolidated loan portfolio, stated at face amount, is
composed of the following:
<TABLE>
<CAPTION>
March 31, 1997 December 31, 1996
-------------- -----------------
<S> <C>
Real Estate Loans:
Construction and Land Development $17,386,576 $14,204,691
Secured by Farm Land 888,400 933,032
Secured by 1-4 Family residential 109,465,363 106,692,927
Other Real Estate Loans 36,083,027 38,965,459
Loans to Farmers (Except Those Secured by Real Estate) 2,876,826 2,879,129
Commercial and Industrial Loans
(Except Those Secured by Real Estate) 34,037,160 34,312,894
Loans to Individuals for Personal Expenditures 39,106,770 37,541,978
All Other Loans 707,562 773,740
----------------- --------------------
Total Loans $240,551,684 $236,303,850
Less Unearned Income Reflected in Loans 359,740 351,720
----------------- --------------------
Loans, Net of Unearned Income $240,191,944 $235,952,130
================= ====================
</TABLE>
The Bank had loans in a Nonaccrual category of $193,876 on December 31, 1996 and
$176,860 on March 31, 1997.
Note 4. Allowance for Loan Losses
Analysis of the Allowance for Loan Losses
<TABLE>
<CAPTION>
For the Three Months Ended
March 31, 1997 March 31, 1996
-------------- --------------
<S> <C>
Balance at Beginning of Period $3,038,959 $2,785,791
Charge-Offs 30,031 45,300
Recoveries 8,154 9,533
--------------- ----------------
Net Charge-Offs 21,877 35,767
Provision for Loan Losses 75,000 0
--------------- ----------------
Balance at End of Period $3,092,082 $2,750,024
=============== ================
</TABLE>
9
<PAGE>
VIRGINIA FINANCIAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 5. New Accounting Pronouncements
FASB Statement No. 125, "Accounting for Transfers and Servicing of
Financial Assets and Extinguishment of Liabilities" was issued in June, 1996 and
establishes, among other things, new criteria for determining whether a
transfer of financial assets in exchange for cash of other consideration should
be accounted for as a sale or as a pledge of collateral in a secured borrowing.
Statement 125 also establishes new accounting requirements for pledged
collateral. As issued, Statement 125 is effective for all transfers and
servicing of financial assets and extinguishments of liabilities occurring
after December 1996.
FASB Statement No. 127, "Deferral of the Effective Date of Certain
Provisions of FASB Statement No. 125", defers for one year the effective date
(a) paragraph 15 of Statement 125 and (b) for repurchase agreement,
dollar-roll, securities lending, or similar transactions, of paragraph 9-12
and 237(b) of Statement 125.
The effects of these Statements on the Company's consolidated
financial statements are not expected to be material.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
Net income for the first quarter of 1997 was $1,582,031 compared
to $1,539,261 for the first quarter of 1996. This represents an increase of
$42,770 or 2.78%. Net interest income increased $256,668 or 7.22% comparing
the first quarter of 1997 to 1996. This increase is due to increased volumes as
the yield on earning assets decreased seven basis points comparing the two
quarters, while the cost on interest earning liabilities decreased by
fourteen basis points which also contributed. Non-interest income increased
$42,258 or 5.21% for the same period and this increase was primarily due to fee
income on sales of non FDIC insured investment products. Non-interest
expense for the same periods increased $159,344 or 7.50% primarily due to
increased salary and benefit expense and the increase in the volume of business.
Financial Condition
Total assets increased the first quarter of 1997 by $1,451,320
compared to a $6,101,560 increase the first quarter of 1996. Deposit growth was
$3,096,486 for the first quarter of 1997 compared to $3,455,877 for the first
quarter of 1996. The investment portfolio which was reduced by $5,034,357
due to maturities in the first quarter of 1997 along with the growth in
deposits, funded the reduction of federal funds purchased by $5,000,000 and
loan growth of $4,239,814. Also, securities sold under agreement to repurchase
increased by $1,660,000.
During the first quarter of 1996, deposits increased about $1.5
million, securities sold under agreement to repurchase increased by about $2.9
million which funded an increase in the investment portfolio of about $2.1
million and an increase in loans of about $2.9 million.
Future Operations
Management has not planned and does not anticipate any
significant changes in the nature or methods of operations of the Bank's
ongoing business in the second quarter of 1997.
10
<PAGE>
VIRGINIA FINANCIAL CORPORATION
AVERAGE BALANCES, INCOME AND EXPENSE, YIELDS AND RATES
<TABLE>
<CAPTION>
(000 Omitted)
Three Months Ended March 31,
1997 1996
Average Income/ Yield/ Average Income/ Yield/
ASSETS Balance Expense Rate Balance Expense Rate
----------------- -------- ----------- ----------- --------- ---------
<S> <C>
Balances at Correspondent Banks -
Interest Bearing $0 $0 N/A $0 $0 N/A
Securities:
Taxable 100,050 1,480 5.92% 109,158 1,566 5.74%
Tax-exempt (1) 16,709 281 6.73% 15,714 277 7.05%
----------------- -------- ---------- ----------- --------- -------
Total Securities 116,759 1,761 6.03% 124,872 1,843 5.90%
Loans (net of earned income):
Taxable 237,273 5,255 8.86% 210,297 4,876 9.27%
Tax-Exempt (1) 550 8 5.82% 757 15 7.93%
----------------- -------- ---------- ----------- --------- -------
Total Loans 237,823 5,263 8.85% 211,054 4,891 9.27%
Fed Funds Sold and Repurchase Agreements 650 9 5.54% 3,903 52 5.33%
----------------- -------- ---------- ----------- --------- -------
Total Earning Assets 355,232 7,033 7.92% 339,829 6,786 7.99%
Less Allowance for Loan Losses (3,079) (2,785)
Total Nonearning Assets 22,314 20,481
----------------- -----------
Total Assets 374,467 357,525
================= ===========
LIABILITIES AND SHAREHOLDER EQUITY
Interest bearing deposits:
NOW Accounts $39,898 $275 2.76% $37,847 $264 2.79%
Money Market Savings 57,314 537 3.75% 66,391 646 3.89%
Regular Savings 36,456 269 2.95% 38,333 284 2.96%
Certificates of Deposit:
Less than $100,000 125,811 1,662 5.28% 112,350 1,581 5.63%
$100,000 and More 21,303 294 5.52% 21,676 315 5.81%
----------------- -------- ----------- ----------- --------- -------
Total Interest Bearing Deposits 280,782 3,037 4.33% 276,597 3,090 4.47%
Fed Funds Purchased 1,729 23 5.32% 37 1 10.81%
Short Term Borrowings 4,881 61 5.00% 3,011 38 5.05%
Long Term Borrowings 0 0 N/A 0 0 N/A
----------------- -------- ----------- ----------- --------- -------
Total Interest Bearing Liabilities 287,392 3,121 4.34% 279,645 3,129 4.48%
Noninterest Bearing Liabilities
Demand Deposits 46,980 41,422
Other Liabilities 1,716 1,688
----------------- -----------
Total Liabilities 336,088 322,755
Stockholders' Equity 38,379 34,770
----------------- -----------
Total Liabilities and Stockholders' Eqity $374,467 $357,525
Net Interest Income $3,912 $3,656
Interest Rate Spread 3.58% 3.51%
Interest Expense as a Percent of Average
Earning Assets 3.51% 3.68%
Net Interest Margin 4.41% 4.30%
</TABLE>
(1) Income and yields are reported on a taxable-equivalent basis assuming a
federal tax rate of 34% in 1996 and 1997.
11
<PAGE>
VIRGINIA FINANCIAL CORPORATION
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
As of March 31, 1997 neither the corporation nor the bank was a
party to any legal proceedings.
Item 2. Not Applicable
Item 3. Not Applicable
Item 4. Submission of Matters to a Vote of Security Holders
There were no matters submitted to a vote of security holders during the
Quarter ended March 31, 1997.
Item 5. Not Applicable
Item 6. Exhibits and Reports on Form 8-K
None.
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.
Virginia Financial Corporation
(Registrant)
Date May 6, 1997 /S/ Fred D. Bowers
-----------------------------
Fred D. Bowers, Secretary/Treasurer
(Principal Accounting Officer and Duly
Authorized Officer)
12
<TABLE> <S> <C>
<ARTICLE> 9
<CIK> 0001036070
<NAME> VIRGINIA FINANCIAL CORPORATION
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> YEAR YEAR
<FISCAL-YEAR-END> DEC-31-1996 DEC-31-1997
<PERIOD-START> JAN-01-1996 JAN-01-1997
<PERIOD-END> DEC-31-1996 MAR-31-1997
<CASH> 16,287 14,563
<INT-BEARING-DEPOSITS> 279,115 283,193
<FED-FUNDS-SOLD> 0 3,650
<TRADING-ASSETS> 0 0
<INVESTMENTS-HELD-FOR-SALE> 50,658 50,165
<INVESTMENTS-CARRYING> 68,141 63,601
<INVESTMENTS-MARKET> 67,816 62,835
<LOANS> 232,913 237,100
<ALLOWANCE> 3,039 3,092
<TOTAL-ASSETS> 377,113 378,565
<DEPOSITS> 330,375 333,471
<SHORT-TERM> 8,110 4,770
<LIABILITIES-OTHER> 1,055 2,036
<LONG-TERM> 0 0
0 0
0 0
<COMMON> 20,000 10,000
<OTHER-SE> 17,574 28,287
<TOTAL-LIABILITIES-AND-EQUITY> 377,113 378,565
<INTEREST-LOAN> 20,250 5,260
<INTEREST-INVEST> 6,980 1,666
<INTEREST-OTHER> 91 9
<INTEREST-TOTAL> 27,321 6,935
<INTEREST-DEPOSIT> 12,406 3,037
<INTEREST-EXPENSE> 12,684 3,121
<INTEREST-INCOME-NET> 14,637 3,814
<LOAN-LOSSES> 450 75
<SECURITIES-GAINS> 6 0
<EXPENSE-OTHER> 8,679 2,283
<INCOME-PRETAX> 8,056 2,309
<INCOME-PRE-EXTRAORDINARY> 8,056 2,309
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 5,542 1,582
<EPS-PRIMARY> 2.77 0.79
<EPS-DILUTED> 2.77 0.79
<YIELD-ACTUAL> 7.41 7.92
<LOANS-NON> 194 177
<LOANS-PAST> 248 474
<LOANS-TROUBLED> 0 0
<LOANS-PROBLEM> 0 0
<ALLOWANCE-OPEN> 2,786 3,039
<CHARGE-OFFS> 268 30
<RECOVERIES> 71 8
<ALLOWANCE-CLOSE> 3,039 3,092
<ALLOWANCE-DOMESTIC> 2,625 2,731
<ALLOWANCE-FOREIGN> 0 0
<ALLOWANCE-UNALLOCATED> 414 361
</TABLE>