SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 30, 1997 Commission File Number 0-22961
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ANNAPOLIS NATIONAL BANCORP, INC.
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(Exact name of small business issuer as specified in its charter)
Maryland 52-1648903
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(State or other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
180 Admiral Cochrane Drive, Suite 300, Annapolis, Maryland 21401
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(Address of principal executive offices)
(410) 224-4455
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(Issuer's telephone number, including area code)
Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12
months (or for such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days.
(1) YES X NO
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(2) YES NO X
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Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
At August 8, 1997, the Registrant had 1,478,972 shares of Common Stock
outstanding.
Transitional Small Business Disclosure Format
YES NO X
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<PAGE>
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION PAGE
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<S> <C>
Item 1 - Financial Statements......................................................1
Consolidated Balance Sheets as of June 30, 1997 and December 31, 1996.....1
Consolidated Income Statements for the Three Months Ended
June 30, 1997 and 1996 and for the Six Months Ended
June 30, 1997 and 1996....................................................2
Consolidated Statements of Cash Flows for the Six Months Ended
June 30, 1997 and 1996....................................................3
Consolidated Statement of Changes in Stockholders' Equity.................5
Item 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operations.......................................6
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings........................................................10
Item 2 - Changes in Securities....................................................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
</TABLE>
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
ANNAPOLIS NATIONAL BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
AS OF JUNE 30, 1997 AND DECEMBER 31, 1996
(In thousands)
<TABLE>
<CAPTION>
(UNAUDITED) (AUDITED)
JUNE 30, DECEMBER 31,
1997 1996
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<S> <C>
ASSETS
Cash and due from banks.................................... $ 4,088 $ 6,084
Federal funds sold......................................... 6,848 4,379
Securities purchased under agreement to resell............. 7,805 4,750
Federal Reserve Bank stock, at cost........................ 194 194
Investment securities available-for-sale................... 11,206 11,140
Investment securities held-to-maturity..................... 3,919 1,993
Loans, less allowance for credit losses.................... 74,138 68,800
Premises and equipment .................................... 1,247 1,335
Core deposits and other intangible assets
acquired ............................................... 259 788
Accrued interest receivable................................ 524 437
Deferred income taxes...................................... 978 --
Other real estate owned.................................... 52 140
Other assets............................................... 195 187
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Total assets......................................... $111,453 $100,227
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits
Noninterest-bearing........................................ $ 11,378 $ 10,052
Interest-bearing........................................... 84,341 77,054
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95,719 87,106
Securities sold under agreements to
repurchase ............................................. 8,021 6,345
Accrued interest and other liabilities..................... 526 302
Note and accrued interest payable to stockholder .......... 1,043 1,003
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Total liabilities.................................... $105,309 $ 94,756
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Stockholders' equity
Preferred stock - $.01 par value........................ $ -- $ --
Common stock - $.01 par value........................... 15 15
Capital surplus......................................... 8,634 8,634
Accumulated deficit..................................... (2,505) (3,162)
Unrealized losses on investments in available
For sale securities ................................. -- (16)
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Total stockholders' equity........................... $ 6,144 $ 5,471
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Total liabilities and stockholders' equity........... $111,453 $100,227
========= =========
</TABLE>
1
<PAGE>
ANNAPOLIS NATIONAL BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE MONTH PERIODS ENDED JUNE 30, 1997 AND 1996
AND THE SIX MONTH PERIODS ENDED JUNE 30, 1997 AND 1996
(Unaudited and in thousands)
<TABLE>
<CAPTION>
FOR THE THREE MONTHS FOR THE SIX
ENDED MONTHS ENDED
JUNE 30, JUNE 30,
-------------------------------------------------------------------
1997 1996 1997 1996
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<S> <C>
INTEREST INCOME:
Loans.............................................. $1,886 $1,536 $3,602 $3,075
Investment securities.............................. 188 285 338 522
Federal funds sold and securities purchased........ 186 120 307 291
------ ------ ------ ------
Total interest income........................... 2,260 1,941 4,247 3,888
INTEREST EXPENSE:
Interest bearing deposits.......................... 813 772 1,494 1,555
Securities sold under agreements to repurchase..... 60 56 114 109
Interest on notes payable.......................... 20 20 39 39
------ ------ ------ ------
Total interest expense.......................... 893 848 1,647 1,703
------ ------ ------ ------
Net interest income............................. 1,367 1,093 2,600 2,185
Provision for credit losses........................ 82 65 319 115
------ ------ ------ ------
Net interest income after provision
for credit losses............................ 1,285 1,028 2,281 2,070
OTHER INCOME:
Service charges and fees........................... 124 86 218 165
Mortgage banking fees.............................. 23 12 41 16
Other fee income................................... 57 54 110 96
------ ------ ------ ------
204 152 369 277
OPERATING EXPENSES:
Personnel.......................................... 544 524 1,060 1,081
Occupancy and equipment............................ 142 142 288 260
Restructuring...................................... -- -- 830 --
Other operating expenses........................... 366 352 735 693
Amortization of intangible assets
acquired......................................... 22 36 58 72
------ ------ ------ ------
1,074 1,054 2,971 2,106
INCOME (LOSS) BEFORE INCOME TAXES.................. 415 126 (321) 241
INCOME TAX (EXPENSE) BENEFIT........................... (141) -- 978 --
------ ------ ------ ------
NET INCOME......................................... $ 274 $ 126 $ 657 $ 241
======= ====== ======= =======
Earnings per common share.............................. $0.19 $0.09 $0.44 $0.16
===== ===== ===== =====
</TABLE>
2
<PAGE>
ANNAPOLIS NATIONAL BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SIX MONTH PERIODS ENDED JUNE 30, 1997 AND 1996
(Unaudited and in thousands)
<TABLE>
<CAPTION>
FOR THE SIX MONTHS ENDED
JUNE 30,
--------------------------------------
1997 1996
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<S> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income................................................................... $ 657 $ 241
ADJUSTMENTS TO RECONCILE NET INCOME TO NET CASH PROVIDED
BY OPERATING ACTIVITIES
Deferred income taxes.................................................... (978) --
Write-off of intangibles................................................. 471 --
Depreciation and amortization of furniture, equipment,
and leasehold improvements............................................. 99 89
Amortization of intangible assets acquired............................... 57 72
Decrease (increase) in accrued interest receivable....................... (87) 26
Accrued interest on note to stockholder.................................. 39 39
Provision for credit losses.............................................. 319 115
Other.................................................................... 320 (199)
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Net cash provided by operating activities............................. $ 897 $ 383
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CASH FLOWS FROM INVESTING ACTIVITIES
Net increase in loans.................................................... ($ 5,654) ($6,137)
Investment in securities - held-to-maturity.............................. (1,899) --
Investment in securities - available-for-sale............................ (10,093) (2,725)
Proceeds from redemption of securities
and principal repayments............................................... 10,000 --
Net decrease (increase) in federal funds sold............................ (2,469) 514
Net decrease (increase) in securities purchased
under agreement to resell.............................................. (3,055) 5,250
Purchase of furniture, equipment, and leasehold improvements............. (13) (337)
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Net cash used in investing activities................................. ($13,183) ($3,435)
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</TABLE>
(Continued)
3
<PAGE>
<TABLE>
<CAPTION>
FOR THE SIX MONTHS ENDED
JUNE 30,
--------------------------------------
1997 1996
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<S> <C>
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase (decrease) in deposits............... $ 8,614 $ 604
Net increase (decrease) in securities sold
under agreements to repurchase................... 1,676 2,621
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Net cash provided by financing activities..... $10,290 $3,225
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Net increase (decrease) in cash................... (1,996) 173
Cash, beginning of period......................... 6,084 4,993
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Cash, end of period............................... $ 4,088 $5,166
======== ======
</TABLE>
4
<PAGE>
ANNAPOLIS NATIONAL BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE YEAR ENDED DECEMBER 31, 1996 AND
THE SIX MONTH PERIOD ENDED JUNE 30, 1997
(Dollars in thousands)
<TABLE>
<CAPTION>
UNREALIZED
COMMON STOCK LOSS ON
------------------------------------------ ACCUMULATED INVESTMENT
SHARES PAR VALUE SURPLUS DEFICIT SECURITIES TOTAL
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<S> <C>
BALANCE, DECEMBER 31, 1996................. 1,478,972 $ 15 $8,634 $(3,162) $ (16) $5,471
Net income................................. -- -- -- 657 -- 657
Changes in unrealized loss................. -- -- -- -- 16 16
BALANCE, JUNE 30, 1997 (UNAUDITED)......... 1,478,972 $ 15 $8,634 $(2,505) $ 0 $6,144
--------- ---- ------ --------- ----- ------
</TABLE>
5
<PAGE>
ITEM 2 - MANAGEMENT DISCUSSION AND ANALYSES OF FINANCIAL CONDITION AND RESULTS
OF OPERATION
COMPARISON OF FINANCIAL CONDITION AT JUNE 30, 1997 AND DECEMBER 31, 1996.
Total assets at June 30, 1997 were $111.5 million an increase of $11.3
million or 11.27% from total assets at December 31, 1996 of $100.2 million. The
increase was primarily due to an increase in federal funds sold and securities
purchased under agreements to resell of $5.5 million or 5.48%, net loan growth
of $5.3 million or 5.29% of total assets, and investment securities of $2.0
million or 2.0%.
Net loans receivable at June 30, 1997 were $74.1 million, an increase
of $5.3 million or 7.7% from net loans receivable of $68.8 million at December
31, 1996. The increase was due to a $2.0 million or 2.9% increase in commercial
loans and $4.0 million or 5.8% increase in loans secured by real estate.
The allowance for loan losses increased $316,000 or 41.31% to $1.1
million at June 30, 1997 from $765,000 at December 31, 1996. The increase in the
allowance for loan losses was due primarily to additional reserves on specific
commercial loans that management has identified and believes may become
non-performing. Management makes periodic provisions to the allowance for loan
losses to maintain the allowance at an acceptable level commensurate with
management's assessment of the credit risk inherent in the loan portfolio.
At March 31, 1997, 59.46% of the Company's non-performing assets were
represented by three individual borrowers. Since that date two of these
non-performing assets have been resolved and the third is in the process of
resolution. The guaranteed portion of two loans were repaid by the SBA resulting
in no additional losses to the Bank. The third loan was placed on accrual status
and the real estate collateralizing the loan is under a contract of sale which
is expected to result in the repayment of the loan in full by the end of the
third quarter of 1997. Additionally, the Company is currently receiving interest
payments on the loan.
Intangible assets decreased $529,000 or 67.13% due to management's
analysis of the intangible assets related to the June 1990 acquisition of
Gibraltar and amortization of $58,000.
Deferred income taxes increased $978,000 from zero as a result of the
Company recording the tax effect of net operating loss carryforwards and other
deferred tax assets. The Company recorded a federal tax expense of $141,000 for
the quarter ended June 30, 1997, an effective federal tax rate of 34%, which
reduced deferred income taxes from $1.1 million at March 31, 1997 to $978,000 at
June 30, 1997.
6
<PAGE>
Deposits of $95.6 million at June 30, 1997 represent an $8.6 million or
9.89% increase from December 31, 1996 deposits of $87.1 million. The increase
was due in part to a $13.1 million or 14.94% increase in certificates of deposit
and a $1.3 million or 1.29% increase in demand deposit accounts, offset by a
decrease of $4.7 million or 5.40% in NOW accounts and a $1.2 million or 1.38%
decrease in savings accounts.
Stockholders' equity increased $674,000 during the first six months of
1997 as a result of an increase in net retained earnings of $658,000 and a
decrease of $16,000 in the unrealized loss on investments in available for sale
securities.
COMPARISON OF OPERATING RESULTS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996.
General. Net income for the six months ended June 30, 1997 totaled
$658,000 or $0.44 per share as compared to $241,000 or $0.16 per share for the
six months ended June 30, 1996. The increase in net income can be attributed
mainly to a one time recognition of a deferred tax adjustment in the amount of
$1.1 million at March 31, 1997 as a result of the Company recording the tax
effect of net operating loss carryforwards and other deferred tax assets. The
increase was partially offset by accrued federal income taxes of $141,000 and a
$830,000 one time restructuring expense resulting from the revised business
strategy. At June 30, 1997, the net interest margin increased to 5.55% from
4.91% at June 30, 1996. The increase in the net interest margin was the result
of an increase in the average balances of loans receivable offset by a decrease
in the average balance of investment securities.
Net interest income. Net interest income increased $415,000 or 19.0%
for the six months ended June 30, 1997 to $2.6 million from $2.2 million for the
six months ended June 30, 1996, due primarily to an increase in interest income
of $360,000 and a decrease in interest expense of $56,000.
The increase in interest income was derived primarily from interest on
loans receivable which increased $527,000 or 17.14% from $3.1 million for the
six months ended June 30, 1996 to $3.6 million for the six months ended June 30,
1997. This increase was due primarily to an increase in the average balance of
loans receivable from $58.6 million at June 30, 1996 to $70.7 million at June
30, 1997 offset by a decrease of $183,000 or 35.12% in interest on investment
securities as a result of a decrease in the average balance of $7.9 million or
39.70% from $19.9 million at June 30, 1996 to $12.0 million at June 30, 1997.
Interest expense decreased $56,000 or 3.29% for the six months ended
June 30, 1997 as compared to the six months ended June 30, 1996, due primarily
to a decrease in the average cost of deposits from 4.22% at June 30, 1996 to
3.97% at June 30, 1997.
7
<PAGE>
Provision for Loan Losses. The provision for loan losses for the six
months ended June 30, 1997 and 1996 totalled $319,000 and $115,000 respectively.
The increase in the provision for loan losses at June 30, 1997 was primarily
attributable to $216,000 in additional specific reserves. The specific reserves
were primarily related to certain commercial loans that management believes may
become non-performing.
Other Income. Other income, which is comprised primarily of fees and
charges on deposit accounts, increased $92,000 or 33.21% to $369,000 at June 30,
1997 from $277,000 at June 30, 1996. The increase in other income was primarily
due to an increase in fees and charges on deposit accounts of $52,000 and
mortgage banking fees of $25,000.
Operating Expense. Operating expense increased $865,000 or 41.07% for
the six months ended June 30, 1997 from $2.1 million for the six months ended
June 30, 1996 to $2.9 million for the six months ended June 30, 1997. The
increase in operating expense was due to a one time restructuring expense of
$830,000 for the six months ended June 30, 1997 resulting from the
implementation of a revised business strategy by the Board of Directors and
senior management beginning in February 1997. The increase includes $471,000 of
expense written off in relation to the intangible assets acquired in the June
1990 acquisition of Gibraltar, severance payments and benefits of $136,000,
branch consolidation expense of $119,000, $50,000 related to the termination of
a planned de novo bank organization in accordance with Mr. Marhefka's employment
agreement, and various other expenses of $54,000. The goodwill portion of the
intangible asset, representing $296,701 or 62.79% of the amount written off at
March 31, 1997, was deemed impaired at March 31, 1997 and related to key former
employees and management of Gibraltar whose employment with the Company ended
during the quarter ended March 31, 1997. The amortization of the goodwill
paralleled the expected service life of these employees and management
personnel. Data processing expense increased $61,000 or 32.80% for the six
months ended June 30, 1997 from $186,000 for the six months ended June 30, 1996
to $247,000 for the six months ended June 30, 1997, due to an increase in the
volume of transaction accounts.
Income Tax Expense. The Company had approximately $2.4 million of net
operating loss carryforwards at June 30, 1997. As a result, the Company recorded
a net income tax benefit for the six month period ended June 30, 1997 of
$978,000. The Company's federal tax rate is approximately 34%.
COMPARISON OF OPERATING RESULTS FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND
1996.
General. Net income for the three months ended June 30, 1997 totaled
$274,000 or $0.19 per share as compared to $126,000 or $0.09 per share for the
three months ended June 30, 1996. The increase in net income can be attributed
mainly to an increase in the net interest margin which increased to 5.55% at
June 30, 1997 from 4.80% at June 30, 1996. The increase in the net interest
margin was the result of an increase in the net interest income due to an
increase in average balances
8
<PAGE>
of loans receivable offset by a decrease in the average balance of investment
securities. In addition, other income increased by $52,000 and income tax
expense of $141,000 was recorded.
Net interest income. Net interest income increased $275,000 or 25.18%
for the three months ended June 30, 1997 to $1.4 million from $1.1 million for
the three months ended June 30, 1996, due primarily to an increase in interest
income of $319,000, offset by an increase in interest expense of $44,000.
The increase in interest income was derived primarily from interest on
loans receivable which increased $350,000 or 22.79% from $1.5 million for the
three months ended June 30, 1996 to $1.9 million for the three months ended June
30, 1997. This increase was due primarily to an increase in the average balance
of loans receivable from $60.2 million for the three months ended June 30, 1996
to $71.9 million for the three months ended June 30, 1997. In the three month
period ended June 30, 1997, the Bank recognized $47,000 of interest income on a
commercial real estate loan that was previously a non-accrual loan. At June 30,
1997 the loan was less than 90 days past due. This loan is currently under a
contract of sale and is expected to settle by the end of the third quarter of
1997. The increase in interest income was offset by a decrease of $97,000 or
34.04% in interest on investment securities as a result of a decrease in the
average balance of $8.8 million or 40.74% from $21.6 million for the three
months ended June 30, 1996 to $12.8 million for the three months ended June 30,
1997.
Interest expense increased $44,000 or 5.18% for the three months ended
June 30, 1997 as compared to the three months ended June 30, 1996, due primarily
to an increase in the average volume of deposits from $82.6 million for the
three months ended June 30, 1996 to $87.6 million for the three months ended
June 30, 1997.
Provision for Loan Losses. The provision for loan losses for the three
months ended June 30, 1997 and 1996 totalled $82,000 and $65,000 respectively.
The increase in the provision for loan losses at June 30, 1997 was attributable
to an increase in the outstanding balance of the loan portfolio and management's
assessment of the credit risk inherent in the loan portfolio.
Other Income. Other income increased $52,000 or 34.21% to $204,000 for
the three months ended June 30, 1997 from $152,000 for the three months ended
June 30, 1996. The increase in other income was primarily due to an increase of
fees and charges on deposit accounts of $38,000 and mortgage banking fees of
$12,000.
Operating Expense. Operating expense increased $21,000 or 1.99% for the
three months ended June 30, 1997. The increase in operating expenses was
primarily due to a $20,000 increase in compensation and related expenses and a
$36,000 increase in data processing expense due to an increase in the volume of
transaction accounts offset by a $14,000 decrease in amortization of intangible
asset expense and other expense of $17,000. The decrease in amortization expense
relates to the analysis conducted by management in the first quarter of 1997 and
the resulting decrease in the intangible assets acquired in the June 1990
acquisition of Gibraltar.
9
<PAGE>
Income Tax Expense. The Company has approximately $2.4 million of net
operating loss carryforwards at June 30, 1997. The Company recorded income tax
expense for the three month period ended June 30, 1997 of $141,000 based on a
federal tax rate of 34% which reduced the deferred tax asset established at
March 31, 1997 to $978,000.
PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
The Company is not involved in any legal proceedings of a material
nature at this time other than those occurring in the ordinary course of
business which in the aggregate involves amounts which are believed by
management to be immaterial to the financial condition of the Company.
ITEM 2 - CHANGES IN SECURITIES
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) Exhibits
3.1 Certificate of Incorporation of Annapolis National
Bancorp, Inc.*
3.2 Bylaws of Annapolis National Bancorp, Inc.*
11 Statement re: Computation of Per Share Earnings
27 Financial Data Schedule
(b) Reports on Form 8-K
None
*Incorporated by reference to Registration Statement on Form SB-2, as
amended, Commission File Number 333-29841, originally filed with the
Securities and Exchange Commission on June 23, 1997.
10
<PAGE>
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of
1934, the registrant caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
ANNAPOLIS NATIONAL BANCORP, INC.
(Registrant)
Date: 9/19/97 /s/ John W. Marhefka, Jr.
______________ _________________________________
John W. Marhefka, Jr.
Chief Executive Officer
Date: 9/19/97 /s/ Russell J. Grimes
______________ _________________________________
Russell J. Grimes
Chief Financial Officer
11
EXHIBIT 11
STATEMENT RE: COMPUTATION OF PER SHARE EARNINGS
(In thousands, except Earnings per Common Share)
June 30, 1997 June 30, 1996
-------------------- -------------------
Net income $ 657 $ 241
Average Shares outstanding 1,479 1,479
Earnings per Common Share $ 0.44 $ 0.16
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
This legend contains summary information extracted from
the Form 10-Q and is qualified in its entirety by reference
to such financial statements.
</LEGEND>
<CURRENCY> US$
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-01-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-30-1997
<EXCHANGE-RATE> 1
<CASH> 4,088
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 14,653
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 11,400
<INVESTMENTS-CARRYING> 3,919
<INVESTMENTS-MARKET> 3,919
<LOANS> 74,138
<ALLOWANCE> 1,081
<TOTAL-ASSETS> 111,453
<DEPOSITS> 95,719
<SHORT-TERM> 1,043
<LIABILITIES-OTHER> 526
<LONG-TERM> 0
0
0
<COMMON> 15
<OTHER-SE> 6,129
<TOTAL-LIABILITIES-AND-EQUITY> 111,453
<INTEREST-LOAN> 3,602
<INTEREST-INVEST> 338
<INTEREST-OTHER> 307
<INTEREST-TOTAL> 4,247
<INTEREST-DEPOSIT> 1,494
<INTEREST-EXPENSE> 1,647
<INTEREST-INCOME-NET> 2,600
<LOAN-LOSSES> 319
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 2,971
<INCOME-PRETAX> (321)
<INCOME-PRE-EXTRAORDINARY> (321)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 657
<EPS-PRIMARY> 0.44
<EPS-DILUTED> 0.44
<YIELD-ACTUAL> 5.55
<LOANS-NON> 1,059
<LOANS-PAST> 509
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 1,916
<ALLOWANCE-OPEN> 765
<CHARGE-OFFS> 27
<RECOVERIES> 24
<ALLOWANCE-CLOSE> 1,081
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 609
</TABLE>
