U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
(x) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2000
( ) 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 0-22997
WSB HOLDING COMPANY
----------------------------------------
(Exact name of Registrant as specified in its Charter)
Pennsylvania 23-2908963
- ------------------------------ ----------------------------------
(State or other jurisdiction of I.R.S. Employer Identification Number
incorporation or organization)
807 Middle Street, Pittsburgh, Pennsylvania 15212
- ------------------------------------------------- -------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (412) 231-7297
--------------
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.
X Yes No
--- ---
As of May 2, 2000, there were 302,684 shares of the Registrant's common
stock, par value $0.10 per share, outstanding. The Registrant has no other
classes of common equity outstanding.
Transitional small business disclosure format:
Yes X No
--- ----
<PAGE>
WSB HOLDING COMPANY AND SUBSIDIARY
PITTSBURGH, PENNSYLVANIA
TABLE OF CONTENTS
PAGE
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets - as of March 31, 2000
(Unaudited) and June 30, 1999 3
Consolidated Statements of Income - (Unaudited) for the nine months
ended March 31, 2000 and 1999 4
Consolidated Statements of Income - (Unaudited) for
the three months ended March 31, 2000 and 1999 5
Consolidated Statements of Cash Flows - (Unaudited)
for the nine months ended March 31, 2000 and 1999 6 - 7
Notes to (Unaudited) Consolidated Financial Statements 8 - 9
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 10 - 11
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 12
Item 2. Changes in Securities and use of Proceeds 12
Item 3. Defaults Upon Senior Securities 12
Item 4. Submission of Matters to a Vote of Security Holders 12
Item 5. Other Information 12
Item 6. Exhibits and Reports on Form 8-K 12
SIGNATURES 13
<PAGE>
WSB HOLDING COMPANY AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
March 31,
2000 June 30,
(Unaudited) 1999
--------------- -----------
<S> <C> <C>
Cash and cash equivalents:
Interest bearing $ 1,487,283 $ 3,161,518
Non-interest bearing 308,798 250,666
Securities held-to-maturity (estimated fair
value of $14,544,947 and $13,959,821) 15,230,869 14,373,813
Securities available-for-sale, at fair value 3,545,323 3,909,755
Loans and real estate, net 19,275,120 16,989,946
Cash value of life insurance 1,197,412 1,162,749
Federal Home Loan Bank stock, at cost 200,000 153,300
Accrued interest receivable 352,398 303,415
Premises and equipment, net 933,520 986,468
Other assets 105,592 64,927
------------ ------------
TOTAL ASSETS $ 42,636,315 $ 41,356,557
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits $ 34,475,983 $ 35,250,627
Federal Home Loan Bank advances 3,000,000 1,000,000
Advances from borrowers for taxes and insurance 134,134 227,241
Accrued expenses and other liabilities 115,591 83,671
Accrued income taxes 70,802 10,690
------------ -----------
TOTAL LIABILITIES 37,796,510 36,572,229
------------ -----------
Commitments and contingencies
Stockholders' equity:
Preferred stock ($ .10 par value, 1,000,000 shares
authorized, none outstanding) - -
Common stock ($ .10 par value, 4,000,000 shares authorized;
330,600 shares issued and 302,684 shares outstanding at
March 31, 2000 and 330,600 shares issued and
312,934 shares outstanding at June 30, 1999) 33,060 33,060
Additional paid-in capital 2,994,669 2,994,026
Retained earnings, substantially restricted 2,378,486 2,287,772
Unearned Employee Stock Ownership Plan shares (ESOP) (196,151) (215,988)
Unearned compensation - Restricted Stock Plan (RSP) (108,437) (139,679)
Treasury stock, at cost; 27,916 and 17,666 shares (311,742) (204,792)
Accumulated other comprehensive income, net
of applicable income taxes of $21,394 and $12,826 49,920 29,929
------------ ------------
TOTAL STOCKHOLDERS' EQUITY 4,839,805 4,784,328
------------ ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 42,636,315 $ 41,356,557
============ ============
</TABLE>
See accompanying notes to the unaudited consolidated financial statements.
(3)
<PAGE>
WSB HOLDING COMPANY AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended
March 31,
2000 1999
---- ----
<S> <C> <C>
INTEREST AND DIVIDEND INCOME
Loans $ 1,079,883 $ 1,028,462
Investments 928,856 745,877
Other interest earning assets 71,799 228,836
--------- ----------
TOTAL INTEREST AND DIVIDEND INCOME 2,080,538 2,003,175
--------- ----------
INTEREST EXPENSE
Deposits 1,091,208 1,091,946
Advances from FHLB 70,263 43,350
--------- ---------
TOTAL INTEREST EXPENSE 1,161,471 1,135,296
--------- ---------
NET INTEREST INCOME 919,067 867,879
PROVISION FOR LOAN LOSSES - -
--------- ---------
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES 919,067 867,879
--------- ---------
NONINTEREST INCOME
Service charges and other fees 115,529 68,359
Gain on sale of securities available-for-sale 4,037 51,764
Gain on sale of foreclosed real estate - 25,555
Income from real estate rental 3,375 4,665
--------- ----------
TOTAL NONINTEREST INCOME 122,941 150,343
--------- ----------
NONINTEREST EXPENSE
Compensation and benefits 439,039 417,755
Occupancy and equipment expense 127,274 124,353
Federal insurance premiums 22,163 23,397
Other 279,857 311,923
--------- ---------
TOTAL NONINTEREST EXPENSE 868,333 877,428
--------- ----------
INCOME BEFORE INCOME TAXES 173,675 140,794
INCOME TAX EXPENSE 58,038 44,312
--------- ----------
NET INCOME $ 115,637 $ 96,482
========= ==========
EARNINGS PER COMMON SHARE-BASIC $ .43 $ .32
========= ==========
EARNINGS PER COMMON SHARE-DILUTED $ .43 $ .32
========= ==========
See accompanying notes to the unaudited consolidated financial statements.
</TABLE>
(4)
<PAGE>
WSB HOLDING COMPANY AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
2000 1999
------------ ---------
<S> <C> <C>
INTEREST AND DIVIDEND INCOME
Loans $ 373,712 $ 345,828
Investments 294,936 245,855
Other interest earning assets 18,213 63,742
--------- ---------
TOTAL INTEREST AND DIVIDEND INCOME 686,861 655,425
--------- ---------
INTEREST EXPENSE
Deposits 356,001 357,657
Advances from FHLB 37,349 14,450
--------- ---------
TOTAL INTEREST EXPENSE 393,350 372,107
--------- ---------
NET INTEREST INCOME 293,511 283,318
PROVISION FOR LOAN LOSSES - -
--------- ---------
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES 293,511 283,318
--------- ----------
NONINTEREST INCOME
Service charges and other fees 36,534 24,904
Gain (loss) on sale of securities available-for-sale - 4,995
Gain on sale of foreclosed real estate - 4,890
Income from real estate rental 1,325 1,125
--------- ---------
TOTAL NONINTEREST INCOME 37,859 35,914
--------- ---------
NONINTEREST EXPENSE
Compensation and benefits 150,631 137,143
Occupancy and equipment expense 41,120 43,447
Federal insurance premiums 5,306 7,973
Other 91,984 96,357
--------- ---------
TOTAL NONINTEREST EXPENSE 289,041 284,920
--------- ---------
INCOME BEFORE INCOME TAXES 42,329 34,312
INCOME TAX EXPENSE 13,589 9,414
--------- ---------
NET INCOME $ 28,740 $ 24,898
========= ==========
EARNINGS PER COMMON SHARE-BASIC $ .11 $ .08
========= ==========
EARNINGS PER COMMON SHARE-DILUTED $ .11 $ .08
========= ==========
</TABLE>
See accompanying notes to the unaudited consolidated financial statements.
(5)
<PAGE>
WSB HOLDING COMPANY AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended
December 31,
2000 1999
-------------- ---------
<S> <C> <C>
OPERATING ACTIVITIES
Net income $ 115,637 $ 96,482
Adjustments to reconcile net income to net
cash provided by operating activities:
Amortization of:
Deferred loan origination fees (1,576) (2,390)
Premiums and discounts on investment securities 539 (40,960)
Net loss (gain) on sale of securities available-for-sale (4,037) (51,764)
Net gain on sales of real estate owned - (25,555)
Unearned ESOP shares 20,480 24,651
Compensation expense related to RSP 31,242 31,242
Depreciation of premises and equipment 57,600 42,929
(Increase) decrease in:
Accrued interest receivable (48,983) (108,214)
Other assets (40,665) 48,870
Income taxes receivable 60,112 -
Deferred income taxes (11,219) (4,987)
Cash value life insurance (34,663) -
Increase (decrease) in:
Accrued expenses and other liabilities 34,571 20,197
Accrued income taxes - 75,869
----------- -----------
NET CASH PROVIDED BY OPERATING ACTIVITIES 179,038 106,370
----------- ------------
INVESTING ACTIVITIES
Purchases of securities held-to-maturity (1,101,353) (17,201,142)
Proceeds from maturities of and principal
repayments on securities held-to-maturity 241,110 15,132,376
Proceeds from sale of securities available-for-sale 375,252 843,912
Purchases of securities available-for-sale (302,157) (2,958,024)
Proceeds from maturities of and principal
repayments on securities available-for-sale 326,581 325,903
Net loan originations and principal repayments on loans (2,283,598) (305,358)
Purchases of Federal Home Loan Bank stock (46,700) -
Proceeds from sales of real estate owned - 324,212
Purchases of premises and equipment (4,652) (30,046)
------------ -----------
NET CASH USED BY INVESTING ACTIVITIES (2,795,517) (3,868,167)
------------ -----------
</TABLE>
See accompanying notes to the unaudited consolidated financial statements.
(6)
<PAGE>
WSB HOLDING COMPANY AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended
March 31,
2000 1999
-------- --------
<S> <C> <C>
FINANCING ACTIVITIES
Net (decrease) increase in deposits (774,644) 2,519,642
Net increase in Federal Home Loan Bank advances 2,000,000 -
Purchase of treasury stock (106,950) (200,593)
Dividends paid (24,923) (13,918)
Net increase in advances from borrowers for taxes and insurance (93,107) (108,966)
Contribution to Restricted Stock Plan (RSP) for the
purchase of treasury stock - (191,748)
----------- -----------
NET CASH PROVIDED BY FINANCING ACTIVITIES 1,000,376 2,004,417
----------- -----------
NET DECREASE IN CASH AND CASH EQUIVALENTS (1,616,103) (1,757,380)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 3,412,184 5,157,544
----------- -----------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 1,796,081 $ 3,400,164
=========== ===========
SUPPLEMENTAL DISCLOSURES Cash paid during the period for:
Interest on deposits, advances,
and other borrowings $ 1,154,052 $ 1,027,082
=========== ===========
Income taxes $ 6,500 $ 2,400
=========== ===========
Transfer from loans to real estate acquired through foreclosure $ 19,525 $ -
=========== ===========
</TABLE>
See accompanying notes to the unaudited consolidated financial statements.
(7)
<PAGE>
WSB HOLDING COMPANY AND SUBSIDIARY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
NOTE A - BASIS OF PREPARATION
The accompanying unaudited consolidated financial statements were prepared in
accordance with instructions for Form 10-QSB and therefore, do not include all
disclosures necessary for a complete presentation of the consolidated balance
sheets, consolidated statements of income, consolidated statements of
stockholders' equity, and consolidated statements of cash flows in conformity
with generally accepted accounting principles. However, all adjustments which
are, in the opinion of management, necessary for the fair presentation of the
interim financial statements have been included. All such adjustments are of a
normal recurring nature. The statements of income for the nine month and three
month periods ended March 31, 2000 are not necessarily indicative of the results
which may be expected for the entire year or any other interim period.
These consolidated financial statements should be read in conjunction with the
audited consolidated financial statements and notes thereto for the Company for
the year ended June 30, 1999 which are included in the Form 10KSB (file no.
0-22997).
NOTE B - EARNINGS PER SHARE
The following data shows the amounts used in computing earnings per share and
the effect on income and the weighted average number of shares of dilutive
potential common stock.
<TABLE>
<CAPTION>
Nine Months Ended
March 31,
2000 1999
----------- ---------
<S> <C> <C>
Net income $ 115,637 $ 96,482
Adjustments - -
--------- --------
Income available to common
stockholders used in basic and diluted EPS $ 115,637 $ 96,482
========= ========
Weighted average number of shares used in basic EPS 271,865 302,187
Effect of dilutive securities - -
--------- --------
Weighted number of shares and dilutive potential common stock
used in diluted EPS 271,865 302,187
========= ========
</TABLE>
(8)
<PAGE>
WSB HOLDING COMPANY AND SUBSIDIARY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
NOTE C - EMPLOYEE STOCK OWNERSHIP PLAN (ESOP)
At March 31, 2000, the ESOP had 6,821 allocated shares and 19,627 unallocated
shares. For the purpose of computing earnings per share, all ESOP shares
committed to be released have been considered outstanding.
NOTE D - COMPREHENSIVE INCOME
Total comprehensive income for the nine months ended March 31, 2000 and 1999 was
$135,628 and $67,568, respectively. Total comprehensive income for the three
months ended March 31, 2000 and 1999 was $68,614 and $3,914, respectively.
(9)
<PAGE>
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The Private Securities Litigation Reform Act of 1995 contains safe harbor
provisions regarding forward-looking statements. When used in this discussion,
the words "believes", "anticipates", "contemplates", "expects", and similar
expressions are intended to identify forward-looking statements. Such statements
are subject to certain risks and uncertainties which could cause actual results
to differ materially from those projected. Those risks and uncertainties include
changes in interest rates, risks associated with the ability to control costs
and expenses, year 2000 issues, and general economic conditions. We undertake no
obligation to publicly release the results of any revisions to those forward
looking statements which may be made to reflect events or circumstances after
the date hereof or to reflect the occurrence of unanticipated events.
General
The following discussion and analysis is intended to assist in understanding the
financial condition and the results of operations of the Company. References to
"we", "us" and "our" refer collectively to WSB Holding Company and Workingmens
Bank.
Financial Condition
Total consolidated assets increased $1.28 million or 3.1% to $42.6 million at
March 31, 2000. Through March 31, 2000, we used approximately $1.7 million of
our interest-bearing cash and $2.0 million of FHLB advances to fund net loan
originations of $2.3 million and to purchase $857,000 of investment securities
held to maturity.
Total deposits decreased $775,000 to $34.5 million at March 31, 2000 from $35.3
million at June 30, 1999. During the quarter ended March 31, 2000, competing
banks in our surrounding area offered higher interest rates on certificates of
deposit accounts than we currently offer. In order to enhance our profitability,
we decided not to match such interest rates.
Results of Operations
Net Income. Net income increased $19,100 or 19.8% to $115,600 for the nine
months ended March 31, 2000 from $96,500 for the comparable 1999 period. Net
income increased $3,800 or 15.3% to $28,700 for the three months ended March 31,
2000 from $24,900 for the comparable 1999 period. The increase in net income for
both periods was primarily a result of our efforts to increase net interest
income.
Net Interest Income. Net interest income increased $51,000 to $919,000 for the
nine months ended March 31, 2000 from $868,000 for the comparable 1999 period.
The increase was primarily due to a $2.39 million increase in the average
interest-earning assets, offset by a 38 basis point decrease in the average
yield earned thereon. The average balance of interest-bearing liabilities
increased by $2.31 million, offset by a 24 basis point decrease in the average
rate paid thereon. The interest rate spread (the difference between our average
yield on our average interest earnings assets and our average cost on our
average interest bearing liabilities) decreased to 2.65% for the nine months
ended March 31, 2000 from 2.79% for the comparable 1999 period. Our decrease was
primarily the result of increases in the average interest paid on the average
balance of Federal Home Loan Bank advances.
(10)
<PAGE>
Net interest income increased $10,000 to $293,000 for the three months ended
March 31, 2000 from $283,000 for the comparable 1999 period. The increase was
primarily due to a $2.50 million increase in the average interest-earning assets
offset by a 12 basis point decrease in the average yield earned thereon. The
average balance of interest-bearing liabilities increased by $1.94 million and
the average rate paid thereon remained relatively unchanged from the comparable
1999 period. Additionally, the interest rate spread decreased to 2.53% for the
three months ended March 31, 2000 from 2.66% for the comparable 1999 period.
Noninterest Income and Expenses. For the nine months and three months ended
March 31, 2000, noninterest income decreased $27,000 and increased $2,000,
respectively, from the comparable 1999 periods. For the nine months and three
months ended March 31, 1999, we recognized gains from the sales of available for
sale securities of $52,000 and $5,000, respectively. Additionally, for the nine
months ended March 31, 1999, we recognized a $26,000 gain on the sale of
foreclosed real estate. For the comparable 2000 periods, we had fewer sales in
our available for sale securities portfolio and recognized no sales on
foreclosed real estate. Additionally, for the nine months and three months ended
March 31, 2000, we increased service charges and other fees income by $47,000
and $11,600, respectively, from the comparable 1999 periods. Such increases were
primarily the result of the income we earned from our investment in life
insurance for our executive officers and directors. Such investment is to be
used as a supplemental retirement plan for such officers and directors.
For the nine months and three months ended March 31, 2000, we recognized
approximately $20,000 and $5,000, respectively, of compensation expenses in
connection with such investment plan. Additionally, for the nine months and
three months ended March 31, 2000, other noninterest expense decreased $32,000
and $4,000, respectively, from the comparable 1999 periods, due primarily to a
decrease in payment of professional fees.
Liquidity and Capital Resources
Our primary sources of funds are new deposits, proceeds from principal and
interest payments of loans, and repayments on mortgage-backed securities. 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. We maintain liquidity
levels adequate to fund loan commitments, investment opportunities, deposit
withdrawals and other financial commitments. At March 31, 2000, we had
obligations to fund outstanding loan commitments of approximately $584,000, for
which adequate resources were available to fund these loans.
(11)
<PAGE>
Part II. OTHER INFORMATION
Item 1. Legal Proceedings
-----------------
From time to time, the Company and its subsidiary may be a party to
various legal proceedings incident to its or their business. At March
31, 2000, there were no legal proceedings to which the Company or any
subsidiary was a party, or to which of any of their property was
subject, which were expected by management to result in a material
loss.
Item 2. Changes in Securities and Use of Proceeds
-----------------------------------------
None
Item 3. Defaults Upon Senior Securities
-------------------------------
None
Item 4. Submission of Matters to a Vote of Security Holders
---------------------------------------------------
None
Item 5. Other Information
-----------------
None
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(a)
(3)(i) Restated Articles of Incorporation of WSB Holding Company*
(3)(ii) Bylaws of WSB Holding Company**
(4) Specimen Stock Certificate of WSB Holding Company**
(10) Employment Agreement between Workingmens Bank and Robert
Neudorfer ***
(10.1) 1999 Stock Option Plan ****
(10.2) Workingmens Bank Restricted Stock Plan and Trust
Agreement ****
(10.3) Form of Supplemental Benefit Agreement*****
(10.4) Form of Split Dollar Agreement*****
(27) Financial Data Schedule (electronic filing only)
(b) Reports on Form 8-K
None
- ------------------------------------
* Incorporated by reference to the registration statement on Form 8-A.
** Incorporated by reference to the registration statement on Form SB-2.
*** Incorporated by reference to the Form 10QSB for December 31, 1998.
**** Incorporated by reference to the Definitive Proxy Statement filed February
6, 1999.
***** Incorporated by reference to the Form 10KSB for June 30, 1999
(12)
<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.
WSB Holding Company
Date: May 11, 2000 By /s/ Robert D. Neudorfer
---------------------- ----------------------------------
Robert D. Neudorfer, President
(Principal Financial Officer)
Date: May 11, 2000 By /s/ Ronald W. Moreschi
---------------------- -----------------------------------
Ronald W. Moreschi
Vice President and Treasurer
(Principal Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
QUARTERLY REPORT ON FORM 10-QSB AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL INFORMATION.
</LEGEND>
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JUN-30-2000
<PERIOD-END> MAR-31-2000
<CASH> 308,798
<INT-BEARING-DEPOSITS> 1,487,283
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 3,545,323
<INVESTMENTS-CARRYING> 15,230,869
<INVESTMENTS-MARKET> 18,090,270
<LOANS> 19,430,120
<ALLOWANCE> 155,000
<TOTAL-ASSETS> 42,636,315
<DEPOSITS> 34,475,983
<SHORT-TERM> 3,000,000
<LIABILITIES-OTHER> 320,527
<LONG-TERM> 0
0
0
<COMMON> 33,060
<OTHER-SE> 0
<TOTAL-LIABILITIES-AND-EQUITY> 0
<INTEREST-LOAN> 1,079,883
<INTEREST-INVEST> 928,856
<INTEREST-OTHER> 71,799
<INTEREST-TOTAL> 2,080,538
<INTEREST-DEPOSIT> 1,091,208
<INTEREST-EXPENSE> 1,161,471
<INTEREST-INCOME-NET> 919,067
<LOAN-LOSSES> 0
<SECURITIES-GAINS> 4,037
<EXPENSE-OTHER> 868,333
<INCOME-PRETAX> 173,675
<INCOME-PRE-EXTRAORDINARY> 173,675
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 115,637
<EPS-BASIC> .43
<EPS-DILUTED> .43
<YIELD-ACTUAL> 3.03
<LOANS-NON> 0
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 161,321
<CHARGE-OFFS> 6,321
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 155,000
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
