SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD
ENDED SEPTEMBER 30, 1998
OR
[ ] 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: 333-29031
CITIZENS BANCORP
(Exact name of registrant specified in its charter)
Indiana 35-2017500
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
60 South Main Street
Frankfort, Indiana 46041
(Address of principal executive offices,
including Zip Code)
(765) 654-8533
(Registrant's telephone number, including area code)
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 report), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]
The number of shares of the Registrant's common stock, without par value,
outstanding as of November 10, 1998 was 1,054,000.
1
<PAGE>
Citizens Bancorp
Form 10-Q
Index
PART I. FINANCIAL INFORMATION Page No.
Item 1. Financial Statements
Consolidated Statements of Financial Condition
as of September 30, 1998 and June 30, 1998
(Unaudited) 3
Consolidated Statements of Income for the three
months ended September 30, 1998 and 1997
(Unaudited) 4
Consolidated Statement of Changes in
Shareholders' Equity for the three months ended
September 30, 1998 (Unaudited) 5
Consolidated Statements of Cash Flows for the
three months ended September 30, 1998 and 1997
(Unaudited) 6
Notes to Unaudited Consolidated Financial
Statements 7
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations. 8
Item 3. Quantitative and Qualitative Disclosure about Market Risk 10
Part II. OTHER INFORMATION
Item 1. Legal Proceedings 10
Item 2. Changes in Securities and Use of Proceeds 10
Item 3. Defaults Upon Senior Securities 10
Item 4. Submission of Matters to a Vote of Security Holders 10
Item 5. Other Information 10
Item 6. Exhibits and Reports on Form 8-K 10
Signatures 11
2
<PAGE>
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
CITIZENS BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CONDITION
(dollars in thousands)
<TABLE>
<CAPTION>
September 30, June 30,
1998 1998
(Unaudited) (Note A)
Assets
<S> <C> <C>
Cash on hand and in other institutions $ 488 $ 306
Interest-bearing deposits 6,752 2,227
Investment securities available for sale 300 315
Stock in Federal Home Loan Bank
of Indianapolis 352 352
Loans receivable, net 48,699 46,936
Land held for development 973 964
Cash surrender value of
life insurance contract 1,129 1,119
Property and equipment 554 565
Other assets 720 658
-------- --------
Total assets $ 59,967 $ 53,442
======== ========
Liabilities and shareholders' equity
Liabilities
Deposits $ 38,050 $ 34,067
Federal Home Loan Bank advances 6,000 3,500
Other liabilities 561 707
-------- --------
Total liabilities 44,611 38,274
Shareholders' equity
Preferred stock (no par value); 2,000,000 shares
authorized, no shares issued -- --
Common stock (no par value); 5,000,000 shares
authorized, 1,058,000 shares outstanding 10,062 10,062
Additional paid-in-capital 50 41
Unearned stock awards (1,354) (1,406)
Accumulated other comprehensive income 3
Retained income - substantially restricted 6,605 6,468
-------- --------
Total shareholders' equity 15,356 15,168
-------- --------
Total liabilities and shareholders' equity $ 59,967 $ 53,442
======== ========
</TABLE>
See notes to consolidated unaudited financial statements.
3
<PAGE>
CITIZENS BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(dollars in thousands)
Three months ended September 30,
1998 1997
-------- --------
(Unaudited)
Interest income:
Interest and fees on loans $ 1,028 $ 858
Other interest income 48 83
-------- --------
1,076 941
Interest expense:
Interest on deposits 398 427
Interest on borrowings 59 39
-------- --------
466 457
-------- --------
Net interest income 619 475
Provision for loan losses 12
Net interest income
after provision for loan losses 604 463
Other income:
Fees and service charges 41 32
Gain on sale of real estate 2 180
Other 14 14
-------- --------
57 226
Other expense:
Salaries and employee benefits 161 110
Occupancy expense 30 27
Data processing expense 37 28
Federal insurance premium 6 6
Other 103 68
-------- --------
337 239
-------- --------
Income before income taxes 324 450
Income taxes 13 183
-------- --------
Net income $ 186 $ 267
======== ========
Net income per share $ .19 $ .32 (1)
Average shares outstanding 982,814 974,700 (1)
(1) Pro forma earnings per share. See Note D to the consolidated unaudited
financial statements.
See notes to consolidated unaudited financial statements.
4
<PAGE>
CITIZENS BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES TO SHAREHOLDERS' EQUITY
(dollars in thousands)
<TABLE>
<CAPTION>
Common Stock Additional Accumulated Other Total
---------------------- Paid in Unearned Comprehensive Retained Shareholders'
Shares Amount Capital Stock Awards Income Income Equity
--------- --------- --------- --------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance, July 1, 1998 1,058,000 $ 10,062 $ 41 $ (1,406) $ 3 $ 6,468 $ 15,168
Net Income -- -- -- -- -- 186 186
Change in unrealized gain (loss)
on securities available
for sale (net) -- -- -- -- (10) -- (10)
Dividends declared on
common stock -- -- -- -- -- (49) (49)
Allocation of RRP shares -- -- -- 26 -- -- 26
Release of ESOP Shares -- -- 9 26 -- -- 35
--------- --------- --------- --------- --------- --------- ---------
Balance, September 30, 1998 1,058,000 $ 10,062 $ 50 $ (1,354) $ (7) $ 6,605 $ 15,356
========= ========= ========= ========= ========= ========= =========
</TABLE>
See notes to consolidated unaudited financial statements.
5
<PAGE>
CITIZENS BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(dollars in thousands)
Three months ended September 30,
1998 1997
------- -------
(Unaudited)
Operating activities:
Net income $ 186 $ 267
Adjustments to reconcile net income to net cash
provided by operating activities:
Provision for loan losses 15 12
Depreciation and amortization 5 9
Deferred federal income tax credit 41 (1)
Release of ESOP/RRP shares 61 --
(Increase) decrease in other assets (104) 64
Increase (decrease) in other liabilities (143) 175
------- -------
Net cash provided by operating activities 526
Investing activities:
Purchases of investment securities (2) (2)
Principal collected on loans 4,435 3,274
Loans originated (6,208) (4,339)
(Increase) decrease in land held for development (9) 37
Net cash provided (used) by investing activities (1,784) (1,030)
Financing activities:
Increase (decrease) in NOW,
MMDA and passbook deposits (281) (789)
Increase (decrease) in certificates of deposit 4,264 (961)
Advances from Federal Home Loan Bank 8,000 --
Payments to Federal Home Loan Bank (5,500) (3,000)
Sale of common stock, net of costs -- 9,320
Dividend paid on common stock (53) --
------- -------
Net cash provided by financing activities 6,430 4,570
------- -------
Increase in cash and cash equivalents 4,707 4,066
Cash and cash equivalents at beginning of period 2,533 4,125
------- -------
Cash and cash equivalents at end of period $ 7,240 $ 8,191
======= =======
See notes to consolidated unaudited financial statements.
6
<PAGE>
CITIZENS BANCORP AND SUBSIDIARIES
NOTES TO CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS
NOTE A: Basis of Presentation
The unaudited interim consolidated financial statements include the accounts of
Citizens Bancorp ("Company") and its wholly-owned subsidiary, Citizens Savings
Bank of Frankfort ("Citizens").
The unaudited interim consolidated financial statements have been prepared in
accordance with the instructions to Form 10-Q and, therefore, do not include all
information and disclosures required by generally accepted accounting principles
for complete financial statements. The significant accounting policies followed
by the Company and Citizens for interim financial reporting are consistent with
the accounting policies followed for annual financial reporting. All
adjustments, consisting of normal recurring adjustments, which in the opinion of
management are necessary for a fair presentation of the results for the periods
reported, have been included in the accompanying consolidated financial
statements. Financial and other data contained herein prior to September 18,
1997 relates solely to Citizens (See Note B). The results of operations for the
three-month period ended September 30, 1998 are not necessarily indicative of
those expected for the remainder of the year.
The balance sheet at June 30, 1998, has been derived from the audited
consolidated financial statements at that date, but does not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements.
NOTE B: Conversion to Federal Stock Savings Bank
In April, 1997, the Board of Directors adopted a Plan of Conversion ("Plan") to
convert Citizens from a federal-chartered mutual savings bank to a
federal-chartered stock savings bank. The Plan provided for the sale of
Citizens' capital stock to the Company, which was formed in connection with the
conversion.
On September 18, 1997, Citizens completed the conversion and the formation of
the Company as the holding company of Citizens. As part of the conversion, the
Company issued 1,058,000 shares of common stock at $10 per share of which 84,640
shares were issued to an Employee Stock Ownership Plan (the "ESOP"). Net
proceeds of the Company's stock issuance, after costs, were approximately
$9,216,000 of which $5,031,000 was used to acquire 100% of the stock and
ownership of Citizens. Costs associated with the conversion were deducted from
the proceeds of stock sold by the Company. The transaction was accounted for in
a manner similar to a pooling of interests. Since the Company did not commence
operations until September 18, 1997, financial and other data contained herein
prior to September 18, 1997 relates solely to Citizens.
At the date of conversion, Citizens established a liquidation account of
$5,691,000 which equaled Citizens' retained earnings as of the most recent
financial statements, June 30, 1997, contained in the final conversion
prospectus. The liquidation account was established to provide a limited
priority claim to the assets of Citizens to qualifying depositors who continue
to maintain deposits with Citizens after conversion. In the unlikely event of a
complete liquidation of Citizens, and only in such event, qualifying depositors
would receive a liquidation distribution based on their proportionate share of
the then total remaining qualifying deposits.
The Company, subject to certain supervisory policies of the Office of Thrift
Supervision, may pay dividends to its shareholders if its assets exceed its
liabilities and it is able to pay its debts as they come due. Current
regulations allow Citizens to pay dividends on its stock after the conversion if
its regulatory capital would not be reduced below the amount then required for
the liquidation account, and if those dividends do not exceed its net income to
date in the calendar year plus 50% of the excess capital of Citizens.
NOTE C: New Accounting Pronouncements
As of July 1, 1998, the Company adopted Statement of Financial Accounting
Standards No. 130, "Reporting Comprehensive Income". Statement 130 establishes
standards for the reporting and display of comprehensive income and its
components in a full set of general-purpose financial statements as well as in
condensed financial statements of interim periods issued for external purposes.
The adoption of this Statement had no impact on the Company's net income or
shareholders' equity for the three months ended September 30, 1998. Statement
130 requires gains or losses on the Company's available- for-sale securities,
which prior to adoption were reported separately in shareholders' equity, to be
included in other comprehensive income. Prior year financial statements have
been reclassified to conform to the requirements of Statement 130. For the three
months ended September 30, 1998 and 1997, total comprehensive income was
$176,000 and $267,000, respectively.
7
<PAGE>
NOTE D: Earnings Per Share
The Company completed its stock conversion on September 18, 1997. Earnings per
share information is not meaningful for the quarter ended September 30, 1997,
and is not applicable for any years prior to the stock conversion. The Company
had $.19 earnings per share for the three months ended September 30, 1998. Pro
forma earnings per share would have been $.32 for the three months ended
September 30, 1997. Earnings per share on a pro forma basis assumes the stock
offering and the formation of the ESOP occurred on July 1, 1997 and includes the
increase in earnings associated with the investment of the net proceeds raised
in regard to the issuance of common stock in the subscription stock offering.
Pro forma earnings per share is computed by dividing pro forma net income by the
weighted average number of common shares outstanding during the period assuming
the stock offering occurred on July 1, 1997.
Item 2: Management's Discussion and Analysis of Financial Condition and Results
of Operations.
General
Citizens Bancorp, an Indiana corporation (the "Company"), was organized in June,
1997. On September 18, 1997, it acquired the common stock of Citizens Savings
Bank of Frankfort ("Citizens") upon the conversion of Citizens from a federal
mutual savings bank to a federal stock savings bank.
Citizens was organized as a state-chartered building and loan association in
1916 and currently conducts its business from one full-service office located in
Frankfort, Indiana. Citizens' principal business consists of attracting deposits
from the general public and originating fixed-rate and adjustable-rate loans
secured primarily by first mortgage liens on one- to four-family real estate.
Citizens' deposit accounts are insured up to applicable limits by the Savings
Association Insurance Fund ("SAIF") of the Federal Deposit Insurance Corporation
("FDIC"). Citizens offers a number of consumer and commercial financial
services. These services include: (i) residential real estate loans;
(ii)multi-family loans; (iii) construction loans; (iv) nonresidential real
estate loans; (v) home equity loans (vi) single-pay loans; (vii) installment
loans; (viii) automobile loans; (ix) NOW accounts; (x) money market demand
accounts ("MMDAs") (xi) passbook savings accounts; (xii) certificates of deposit
and (xiii) individual retirement accounts.
Citizens currently owns one subsidiary, Citizens Loan and Service Corporation
("CLSC"), which primarily engages in the purchase and development of tracts of
undeveloped land. Because CLSC engages in activities that are not permissible
for a national bank, OTS regulations prohibit Citizens from including its
investment in CLSC in its calculation of regulatory capital. CLSC purchases
undeveloped land, constructs improvements and infrastructure on the land, and
then sells lots to builders, who construct homes for sale to home buyers. CLSC
ordinarily receives payment when title is transferred.
Citizens' results of operations depend primarily upon the level of net interest
income, which is the difference between the interest income earned on
interest-earnings assets, such as loans and investments, and costs incurred with
respect to interest-bearing liabilities, primarily deposits and borrowings.
Results of operations also depend upon the level of the Company's non-interest
income, including fee income and service charges, and the level of its
non-interest expenses, including general and administrative expenses.
Financial Condition
Total assets increased to $60.0 million at September 30, 1998, compared to $53.4
million at June 30, 1998. Cash increased $182,000 to $488,000 at September 30,
1998 from $306,00 at June 30, 1998, while interest bearing deposits, consisting
primarily of overnight deposits at the Federal Home Loan Bank ("FHLB") of
Indianapolis increased by $4.5 million to $6.7 million at September 30, 1998
from $2.2 million at June 30, 1998. Net loans receivable increased $1.8 million
to $48.7 million at September 30, 1998 from $46.9 million at June 30, 1998. The
increase in loans and interest-bearing deposits was funded by an increase in
deposits and borrowings during the quarter. Deposits increased $4.0 million
primarily as a result of an increase in the amount of public funds on deposit.
Borrowings at the Federal Home Loan Bank increased $2.5 million to $6.0 million
as of September 30, 1998 from $3.5 million at June 30, 1998.
Shareholders' equity increased $188,000 during the quarter primarily as a result
of the profit for the period. The Company declared a dividend of $.05 per share
of common stock held as of September 21, 1998, payable on October 2, 1998.
Shareholders' equity decreased by $49,000 as a result of the declaration of the
dividend.
Comparison of operating results for the three-month periods ended September 30,
1998 and 1997.
The Company had a decrease in net income of $81,000 to $186,000 for the
three-months ended September 30, 1998, compared to a net income of $267,000 for
the three-month period ended September 30, 1997.
Net interest income increased $144,000 to $619,000 for the quarter ended
September 30, 1998 compared to $475,000 for the same period in 1997. The
increase resulted primarily from an increase in earning assets during the 1998
period.
8
<PAGE>
The provision for loan losses was $15,000 for the September 30, 1998 period, as
compared to $12,000 for the 1997 period. At September 30, 1998, the allowance
for loan losses was 0.58% of total loans compared to 0.57% at June 30, 1998.
Total non-interest income decreased $169,000 to $57,000 for the quarter ended
September 30, 1998, compared to $226,000 during the same period in 1997. The
decrease is primarily the result of a net gain of $172,000 ($103,000 net of tax)
on the sale of a tract of real estate during the 1997 period.
Total non-interest expense increased $98,000 to $337,000 for the quarter ended
September 30, 1998 compared to $239,000 for the same quarter in 1997. The
increase was primarily due to an increase in salaries and benefits of $51,000
during the 1998 period due to compensation expense related to the ESOP and the
Recognition and Retention Plan and Trust ("the RRP"). Office occupancy expenses
and data processing expenses increased by $12,000 for the 1998 period, and other
expenses, consisting primarily of legal and accounting expenses, increased by
$35,000 for the 1998 period due primarily to the increased reporting
requirements for public companies.
Income tax expense decreased by $45,000 to $138,000 for the three-months ended
September 30, 1998, compared to $183,000 for the same period in 1997. This was
primarily the result of a decrease in net income before income taxes in the 1998
period as the result of the gain on the sale of real estate that increased
non-interest income for the 1997 period.
Asset Quality
The allowance for loan losses was $284,000 at September 30, 1998 compared to
$269,000 at June 30, 1998. Management considered the allowance for loan losses
at September 30, 1998 to be adequate to cover estimated losses inherent in the
loan portfolio at that date, taking into consideration probable losses that
could be reasonably estimated. Such belief is based upon an analysis of loans
currently outstanding, past loss experience, current economic conditions and
other factors and estimates which are subject to change over time. The following
table sets forth the changes affecting the allowance for loan losses for the
three months ended September 30, 1998.
Balance, July 1, 1998 $268,837
Provision for loan losses 15,000
Recoveries ----
Charge-offs ----
--------
Balance, September 30, 1998 $283,837
========
Non-performing loans totaled $263,000 or .54% of total loans at September 30,
1998 compared to $170,000 or .36% of total loans at June 30, 1998.
Liquidity and Capital Resources
The Company's most liquid assets are cash and interest-bearing deposits. The
levels of these assets are dependent on the Company's operating, financing, and
investing activities. At September 30, 1998 and June 30, 1998, cash and
interest-bearing deposits totaled $7.2 million and $2.5 million, respectively.
The Company's primary sources of funds are deposits, borrowings and the proceeds
from principal and interest payments on loans. 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.
If the Company requires funds beyond its ability to generate them internally, it
has the ability to borrow funds from the Federal Home Loan Bank of Indianapolis.
Federal law limits an institution's borrowings from the FHLB to 20 times the
amount paid for capital stock in the FHLB, subject to regulatory capital
requirements. As a policy matter, however, the FHLB of Indianapolis typically
limits the amount of borrowings from the FHLB to 50% of adjusted assets (total
assets less borrowings). At September 30, 1998, borrowings from the FHLB totaled
$6.0 million.
Year 2000 Compliance
The Company's lending and deposit activities, like those of most financial
institutions, depend significantly upon computer systems. The Company is
addressing the potential problems associated with the possibility that the
computers which control its operating systems, facilities and infrastructure may
not be programmed to read four-digit date codes. This could cause some computer
applications to be unable to recognize the change from the year 1999 to the year
2000, which could cause computer systems to generate erroneous data or to fail.
The Company is working with the companies that supply or service its systems
that rely on computers to identify and remedy any Year 2000 related problems. As
of September 30, 1998, the Company has completed an assessment of all systems
that could be significantly affected by Year 2000 related problems and has begun
remediating its non-compliant systems. The bulk of the Company's computer
processing is provided under contract by BISYS,
9
<PAGE>
Inc. in Houston, Texas ("BISYS"). BISYS is nearing completion of the remediation
phase of its year 2000 efforts and will begin testing of its upgraded systems
and interfaces with the Company in November, 1998. BISYS expects to be in year
2000 compliance by June, 1999. BISYS will assist the Company with other phases
of year 2000 compliance throughout the remainder of 1998 and 1999. Citizen's
loan document preparation system is provided by Banker's Systems and is also
expected to be in year 2000 compliance within the next year.
The Company's Board of Directors reviews on a quarterly basis the progress made
in addressing Year 2000 issues. Management estimates that the Company's expenses
related to upgrading its systems and software for Year 2000 compliance will not
exceed $50,000. At September 30, 1998, the Company had spent approximately
$11,000 in connection with Year 2000 compliance. Although management 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 the Company
will not incur significant additional expenses in future periods. In the event
that the Company is ultimately required to purchase replacement computer
systems, programs and equipment, or to incur substantial expenses to make its
current systems, programs and equipment Year 2000 compliant, its net income and
financial condition could be adversely affected.
In addition to possible expenses related to the Company's own systems and those
of its service providers, the Company could incur losses if Year 2000 problems
affect any of its depositors or borrowers. Such problems could include delayed
loan payments due to Year 2000 problems affecting any of the Company's
significant borrowers or impairing the payroll systems of large employers in its
market area. Because the Company's loan portfolio to individual borrowers is
diversified and its market area does not depend significantly upon one employer
or industry, management does not expect any such Year 2000 related difficulties
that may affect the Company's depositors and borrowers to significantly affect
net earnings or cash flows.
The Company is in the process of developing contingency plans to be implemented
in the event of the failure of all or part of its Year 2000 program or of the
Year 2000 programs of any of its service providers. These contingency plans
involve, among other actions, manual workarounds, adjusting staffing strategies
and temporarily discontinuing services or products which are not considered by
management to be critical to the Company's operations.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
There have been no material changes in market interest rates or in the Company's
interest rate sensitive instruments which would cause a material change in the
market risk exposures which effect the quantitative and qualitative risk
disclosures as presented in Item 7A of the Registrant's Annual Report on Form
10-K for the year ended June 30,1998.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities and Use of Proceeds
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Submission of Matters to Vote of Security Holders
None.
Item 5. Other Information
None.
Item 6. Exhibits and Reports on Form 8-K
(a) The exhibits filed herewith or incorporated by reference
herein are set forth on the Exhibit Index on page E-1.
(b) No reports on form 8-K were filed during the quarter ended
September 30, 1998.
10
<PAGE>
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION PAGE
3(1) Registrant's Articles of Incorporation are incorporated by
reference to Exhibit 3(1) to the Registration Statement on
Form S-1 (Registration No. 333-29031) (the "Registration
Statement")
(2) Registrant's Code of By-Laws are incorporated by reference to
Exhibit 3(2) to the Registration Statement
10(4) Citizens Bancorp Employee Stock Ownership Plan and Trust
Agreement is incorporated by reference to Exhibit 10(4) to
the Registrant's Form 10-K for the period ended June 30, 1997
(the "1997 Form 10-K")
(5) Employment Agreement between Citizens Savings Bank of
Frankfort and Fred W. Carter is incorporated by reference to
Exhibit 10(5) to the Registration Statement
(6) Director Deferred Compensation Agreement -- Fred W. Carter is
incorporated by reference to Exhibit 10(6) to the
Registration Statement
(7) Executive Supplemental Retirement Agreement -- Fred W. Carter
is incorporated by reference to Exhibit 10(7) to the
Registration Statement
(8) Executive Supplemental Retirement Agreement -- Stephen D.
Davis is incorporated by reference to Exhibit 10(8) to the
Registration Statement
(9) Executive Supplemental Retirement Agreement -- Cindy S.
Chambers is incorporated by reference to Exhibit 10(9) to the
Registration Statement
(10) Exempt Loan and Share Purchase Agreement between Trust under
Citizens Bancorp Employee Stock Ownership Plan and Trust
Agreement and Citizens Bancorp is incorporated by reference
to Exhibit 10(10) of the 1997 Form 10-K
27 Financial Data Schedule
E-1
<PAGE>
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
CITIZENS BANCORP
Date: November 10, 1998 By: /s/ Fred W. Carter
-------------------
Fred W. Carter
President and Chief Executive Officer
Date: November 10, 1998 By: /s/ Stephen D. Davis
--------------------
Stephen D. Davis
Treasurer
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
REGISTRANT'S UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS
ENDED SEPTEMBER 30, 1998 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0001040734
<NAME> Citizens Bancorp
<MULTIPLIER> 1,000
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1999
<PERIOD-START> JUL-1-1998
<PERIOD-END> SEP-30-1998
<EXCHANGE-RATE> 1.000
<CASH> 488
<INT-BEARING-DEPOSITS> 6,752
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<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 300
<INVESTMENTS-CARRYING> 352
<INVESTMENTS-MARKET> 352
<LOANS> 48,699
<ALLOWANCE> 284
<TOTAL-ASSETS> 59,967
<DEPOSITS> 38,050
<SHORT-TERM> 1,000
<LIABILITIES-OTHER> 561
<LONG-TERM> 5,000
<COMMON> 10,062
0
0
<OTHER-SE> 5,294
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</TABLE>
