<PAGE>
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 March 31, 1999
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 000-23129
NORTHWAY FINANCIAL, INC
------------------------------------------------------
(Exact name of registrant as specified in its charter)
New Hampshire 04-3368579
------------------------------- ------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
9 Main Street
Berlin, New Hampshire 03570
---------------------------------------------------
Address of principal executive offices (Zip Code)
(603) 752-1171
----------------------------------------------------
(Registrant's telephone number, including area code)
No Change
----------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last year)
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 twelve (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 ninety (90) days. YES [X] NO [ ]
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practical date. At April 30, 1999, there were
1,677,169 shares of common stock outstanding, par value $1.00 per share.
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<PAGE>
INDEX
NORTHWAY FINANCIAL, INC.
PART I. FINANCIAL INFORMATION PAGE
Item 1.
Financial Statements
Consolidated Statements of Income for the Three Months
Ended March 31, 1999 and 1998.......................................3
Consolidated Balance Sheets at March 31, 1999 and December
31, 1998 4
Consolidated Statements of Cash Flows for the Three Months
Ended March 31, 1999 and 1998.......................................5
Notes to Consolidated Financial Statements..........................7
Item 2.
Management's Discussion and Analysis of Financial Condition
and Results of Operations...........................................8
Item 3.
Quantitative and Qualitative Disclosures about Market Risk.........12
PART II. OTHER INFORMATION
Item 1.
Legal Proceedings..................................................13
Item 2.
Changes in Securities..............................................13
Item 3.
Default Upon Senior Securities.....................................13
Item 4.
Submission of Matters to a Vote of Security Holders................13
Item 5.
Other Information..................................................13
Item 6.
Exhibits and Reports on Form 8-K...................................13
Signatures..................................................................14
<PAGE>
PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements.
<TABLE>
NORTHWAY FINANCIAL, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
<CAPTION>
Three Months
Ended March 31,
(Dollars in thousands, except per share data) 1999 1998
- ----------------------------------------------------------------------------------------------------------
<S> <C> <C>
Interest and dividend income:
Loans $5,928 $5,903
Investment securities available-for-sale 751 828
Investment securities held-to-maturity 133 185
Federal funds sold 210 250
Interest bearing deposits 1 1
------ ------
Total interest and dividend income 7,023 7,167
------ ------
Interest expense:
Deposits 2,496 2,676
Borrowed funds 162 233
------ ------
Total interest expense 2,658 2,909
------ ------
Net interest and dividend income 4,365 4,258
Provision for loan losses 135 135
------ ------
Net interest and dividend income after provision for loan losses 4,230 4,123
------ ------
Noninterest income:
Service charges on deposit accounts and fees 213 208
Securities gains, net 318 318
Other 187 118
------ ------
Total noninterest income 718 644
------ ------
Noninterest expense:
Salaries and employee benefits 2,005 1,571
Office occupancy and equipment 613 465
Amortization of deposit purchase premium 75 75
Other 1,038 796
------ ------
Total noninterest expense 3,731 2,907
------ ------
Income before income tax expense 1,217 1,860
Income tax expense 399 652
------ ------
Net income $ 818 $1,208
====== ======
Comprehensive net income $ 648 $1,269
====== ======
Per share data:
Earnings per common share $ 0.48 $ 0.70
Cash dividends declared $ 0.14 $ 0.14
Weighted average number of common shares 1,696,621 1,731,969
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
NORTHWAY FINANCIAL, INC.
CONSOLIDATED BALANCE SHEETS
<CAPTION>
Mar 31, Dec. 31,
(Dollars in thousands, except per share data) 1999 1998
- ----------------------------------------------------------------------------------------------------------------
(Unaudited) (Audited)
<S> <C> <C>
Assets
Cash and due from banks and interest bearing deposits $ 10,098 $ 14,948
Federal funds sold 2,010 36,475
Investment securities available-for-sale 58,656 50,567
Investment securities held-to-maturity 12,173 6,509
Loans held for sale 432 535
Loans 289,155 284,158
Unearned income (345) (332)
Allowance for loan losses (4,562) (4,404)
-------- --------
Loans, net 284,248 279,422
-------- --------
Real estate acquired by foreclosure 266 158
Accrued interest receivable 1,986 1,846
Deferred income tax asset, net 1,452 1,222
Premises and equipment, net 9,824 9,963
Deposit purchase premium 784 860
Other assets 1,870 1,467
-------- --------
Total assets $383,799 $403,972
======== ========
Liabilities and stockholders' equity Liabilities:
Interest bearing deposits $286,465 $305,113
Non-interest bearing deposits 40,252 45,808
Repurchase agreements 10,319 6,791
Short-term Federal Home Loan Bank advances 833 833
Long-term Federal Home Loan Bank advances 2,278 2,278
Other liabilities 3,887 2,193
-------- --------
Total liabilities 344,034 363,016
-------- --------
Stockholders' equity:
Preferred stock, $1 par value; 1,000,000 shares authorized; none issued -- --
Common stock, $1 par value; 9,000,000 shares authorized;
1,731,969 shares issued and 1,677,169 outstanding March 31, 1999
and 1,729,969 outstanding December 31, 1998 1,732 1,732
Additional paid-in-capital 2,101 2,101
Retained earnings 37,660 37,084
Treasury stock, at cost (54,800 and 2,000 shares, respectively) (1,652) (55)
Accumulated other comprehensive income (loss), net of tax (76) 94
-------- --------
Total stockholders' equity 39,765 40,956
-------- --------
Total liabilities and stockholders' equity $383,799 $403,972
======== ========
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
NORTHWAY FINANCIAL, INC.
CONSOLIDATED STATEMENTS OF CASHFLOWS
(Unaudited)
<CAPTION>
For the Three Months
Ended March 31,
1999 1998
------------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 818 $ 1,208
Adjustments to reconcile net income to net cash provided by operating activities:
Provision for:
Loan losses 135 135
Depreciation and amortization 302 259
Deferred income taxes (124) 20
Gains on sales of investment securities available-for-sale, net (318) (318)
Amortization of premium on investment and mortgage-backed securities, net 18 36
Increase (decrease) in unearned income, net 13 (39)
Gains on sales of real estate acquired by foreclosure (1) (35)
Net decrease (increase) in loans held for sale 103 (108)
(Increase) decrease in accrued income receivable (140) 51
(Increase) decrease in other assets (403) 73
Increase in other liabilities 1,694 491
------- -------
Net cash provided by operating activities 2,097 1,773
------- -------
Cash flows from investing activities:
Proceeds from sales of investment securities available-for-sale 3,687 1,829
Proceeds from maturities of investment securities held-to-maturity 100 2,629
Proceeds from maturities of investment securities available-for-sale 3,896 5,398
Purchase of investment securities available-for-sale (17,746) (8,881)
Purchase of investment securities held-to-maturity (6,365) (5,186)
Principal payments received on investment securities held-to-maturity 2,112 --
Principal payments received on investment securities available-for-sale 587 1,044
Net (increase) decrease in loans (5,161) 2,115
Proceeds from sales of real estate acquired by foreclosure 80 23
Additions to premises and equipment (87) (581)
------- -------
Net cash used in investing activities (18,897) (1,610)
------- -------
Cash flows from financing activities:
Net decrease in deposits (24,204) (5,448)
Advances from Federal Home Loan Bank 400 --
Repayment of Federal Home Loan Bank advances (400) (4,040)
Net increase in repurchase agreements 3,528 4,071
Purchases of treasury stock (1,597) --
Cash dividends paid ( 242) --
------- -------
Net cash used in financing activities (22,515) (5,417)
------- -------
Net decreases in cash and cash equivalents (39,315) (5,254)
Cash and cash equivalents at beginning of period 51,423 31,396
------- -------
Cash and cash equivalents at end of period $12,108 $26,142
======= =======
Continued....
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
NORTHWAY FINANCIAL, INC.
CONSOLIDATED STATEMENTS OF CASHFLOWS
(Unaudited)
<CAPTION>
For the Three Months
Ended March 31,
1999 1998
------------------
<S> <C> <C>
Cash paid during the period for:
Interest $ 2,600 $ 2,986
======= =======
Income taxes $ 451 $ 154
======= =======
Supplemental disclosures of non-cash activities:
Loans transferred to real estate acquired by foreclosure $ 108 $ 167
======= =======
Loans charged off, net of recoveries $ (23) $ 65
======= =======
Financed sales of real estate acquired by foreclosure $ -- $ 130
======= =======
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
<PAGE>
NORTHWAY FINANCIAL, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
March 31, 1999
1. Basis of Presentation.
The unaudited consolidated financial statements of Northway Financial,
Inc. and its two wholly owned bank subsidiaries (collectively "the Corporation")
included herein have been prepared by the Corporation in accordance with the
rules and regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted in accordance with such rules and regulations. The
Corporation, however, believes that the disclosures are adequate to make the
information presented not misleading. The amounts shown reflect, in the opinion
of management, all adjustments necessary for a fair presentation of the
financial statements for the periods reported.
The results of operations for the three month period ended March 31,
1999 and 1998 are not necessarily indicative of the results of operations to be
expected for the full year or any other interim periods.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operation Introduction
The following discussion and analysis and related consolidated
financial statements relate to Northway Financial, Inc. and its wholly-owned
subsidiaries, The Berlin City Bank and Pemigewasset National Bank (collectively
the "Corporation").
Certain statements in this Form 10-Q are "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995. Such
forward looking statements may include, but are not limited to, projections of
revenue, income or loss, plans for future operations and acquisitions, plans
related to products or services of the Corporation and its subsidiaries, and the
statements made in the Year 2000 discussion below. Such forward looking
statements are subject to known and unknown risks, uncertainties and
contingencies, many of which are beyond the control of the Corporation. To the
extent any such risks, uncertainties and contingencies are realized, the
Corporation's actual results, performance or achievements could differ
materially from anticipated results, performance or achievements. Factors that
might affect such forward looking statements include, among other things,
overall economic and business conditions, the demand for the Corporation's
products and services, competitive factors in the industries in which the
Corporation competes, changes in government regulations, the timing, impact and
other uncertainties of future acquisitions, and the Corporation's handling of
the Year 2000 issue.
Financial Condition
The Corporation's total assets at March 31, 1999 were $383.8 million
compared to $404.0 million at December 31, 1998, a decrease of $20.2 million.
The decrease was primarily caused by the withdrawal of a $14.5 million temporary
money market deposit on January 6, 1999 which was deposited on December 31,
1998. Net loans, including loans held for sale, increased $4.7 million and
investment securities increased $13.8 million. Federal funds sold decreased
$34.5 million to $2.0 million as a result of the withdrawal of the money market
deposit and the increased loan and investment security balances. Total deposits,
absent the money market deposit, decreased $9.7 million and repurchase
agreements increased $3.5 million. Total stockholders equity declined $1.2
million from $41.0 million at December 31, 1998 to $39.8 million at March 31,
1999. The decline in stockholders' equity was a result of treasury share
purchases totaling $1.6 million, dividend payments of $0.2 million and a decline
in the market value of securities available for sale of $0.2 million. This
decrease in stockholders' equity was partially offset by net income of $0.8
million.
The Corporation maintains an allowance for loan losses to absorb future
chargeoffs of loans in the existing portfolio. The allowance is increased when a
loan loss provision is recorded in the income statement. When a loan, or portion
thereof, is considered uncollectible, it is charged against this allowance.
Recoveries of amounts previously charged off are added to the allowance when
collected. At March 31, 1999 the allowance for loan losses was $4.6 million, or
1.58% of total loans, as compared to $4.4 million, or 1.55% of total loans at
December 31, 1998. The adequacy of the allowance for loan losses is based on an
evaluation by each bank's management and Board of Directors of current and
anticipated economic conditions, changes in the diversification, size and risk
within the loan portfolio, and other factors. An analysis of the allowance for
loan losses for the three month periods ended March 31, 1999 and 1998 is as
follows:
Three Months Ended
March 31,
1999 1998
------ ------
(Dollars in thousands)
Balance at beginning of period $4,404 $4,156
Chargeoffs (89) (130)
Recoveries 112 65
------ ------
Net Recoveries/(Chargeoffs) 23 (65)
------ ------
Provision for loan losses 135 135
------ ------
Balance at end of period $4,562 $4,226
====== ======
Nonperforming loans totaled $2.3 million as of March 31, 1999, compared
to $2.5 million at December 31, 1998. The ratio of nonperforming loans to total
loans was 0.81% as of March 31, 1999 compared to 0.90% at December 31, 1998 and
the ratio of nonperforming assets to total assets was 0.70% as of March 31, 1999
compared to 0.67% at December 31, 1998.
Results of Operations
The Corporation reported net income of $818 thousand, or $0.48 per
common share, for the three months ended March 31, 1999, versus $1.2 million, or
$0.70 per common share, for the three months ended March 31, 1998. The decrease
in net income is a result of the implementation of several strategic initiatives
in 1998 that have increased noninterest expense and reduced short term earnings.
These initiatives include the opening of new branches in Conway Village and
Tilton, New Hampshire; the creation of a statewide indirect lending program and
an expansion of the Corporation's traditional lending programs.
Net interest income increased $107 thousand to $4.4 million from the
$4.3 million for the same period last year. The increase is primarily
attributable to a more favorable deposit mix which resulted in a decrease in
total interest expense of $251 thousand which offset a decline in interest
income of $144 thousand.
Noninterest income for the first quarter of 1999 increased $74 thousand
to $718 thousand from the $644 thousand for the same period last year due
primarily to an increase in other income categories such as ATM surcharges and
gains on sales of residential loans to the secondary market. Noninterest
expense was $3.7 million for the first quarter of 1999, an increase of $0.8
million over the $2.9 million reported for the same period last year. The
increase was principally attributable to the implementation of the strategic
initiatives outlined above.
Income Tax Expense
The Corporation recognized $399 thousand and $652 thousand for the
three months ended March 31, 1999 and 1998, respectively. The effective tax rate
was 32.8% and 35.1% for those periods, respectively. The decline in the
effective tax rate is due to a greater proportion of net income being provided
by tax exempt sources. On April 29, 1999 New Hampshire adopted a new tax law
that will increase the rate of the Business Profits Tax from seven to eight
percent of income. The tax will apply to the Corporation's results of operations
for the 1999 fiscal year.
Liquidity
Liquidity risk management refers to the Corporation's and its
subsidiaries' ability to raise funds in order to meet their existing and
anticipated financial obligations. These obligations are the withdrawal of
deposits on demand or at their contractual maturity, the repayment of borrowings
as they mature, the ability to fund new and existing loan commitments and the
ability to take advantage of new business opportunities. Liquidity may be
provided through amortization, maturity or sale of assets such as loans and
securities available-for-sale, liability sources such as increased deposits,
utilization of the FHLB credit facility, purchased or other borrowed funds, and
access to the capital markets. Liquidity targets are subject to change based on
economic and market conditions and are controlled and monitored by the
Corporation's Asset/Liability Committee.
At the subsidiary bank level, liquidity is managed by measuring the net
amount of marketable assets after deducting pledged assets, plus lines of
credit, primarily with the FHLB, which are available to fund liquidity
requirements. Management then measures the adequacy of that aggregate amount
relative to the aggregate amount of liabilities deemed to be sensitive or
volatile liabilities. These include core deposits in excess of $100,000, term
deposits with short maturities, and credit commitments outstanding.
Additionally, the parent holding company requires cash for various
operating needs including dividends to shareholders, capital injections to the
subsidiary banks, and the payment of general corporate expenses. The primary
source of liquidity for the parent holding company is dividends from the
subsidiary banks.
Capital
The Corporation's Tier 1 and Total Risk Based Capital ratios were
16.15% and 17.40%, respectively, at March 31, 1999. The Corporation's leverage
ratio at March 31, 1999 was 10.02%.
As of March 31, 1999, the capital ratios of the Corporation and all its
subsidiary banks exceeded the minimum capital ratio requirements of the "well
capitalized" category under the Federal Deposit Insurance Corporation
Improvement Act of 1991 (FDICIA).
Impact of the Year 2000
The statements in the following section include "Year 2000 readiness
disclosures" within the meaning of the Year 2000 Information and Readiness
Disclosure Act.
There is considerable concern over the ability of many computer
software programs to function when the year 2000 arrives. This concern arises
because many existing programs use only the last two digits to refer to the
year. As such, programs do not recognize the difference between a year that
begins with "20" instead of the current "19."
The Corporation has developed a Year 2000 strategic plan and a Year
2000 test plan. The Corporation has also appointed a dedicated Year 2000 project
manager. Each of the Corporation's subsidiary Banks have Year 2000 action teams.
These teams and the Year 2000 project manager work together closely.
The first phase of this project called for the identification of all
information and non information technology systems, both in house and those
provided by third party vendors. All systems have been identified.
The second phase was to complete a risk analysis assessment of each
information and non information technology system. This second phase has been
completed.
The third phase was to renovate the information and non information
technology systems to ensure Year 2000 compliance based upon conclusions reached
in the risk analysis assessment phase. Renovation of the subsidiary banks' core
operating hardware was completed on September 19, 1998. Renovation of the
subsidiary banks' core operating software was completed on October 10, 1998.
Renovations to the critical mission operating systems was completed by March 31,
1999.
The fourth phase is to validate the renovations to the system. The
Corporation has hired an outside independent third party to review the
Corporation's validation and testing procedures. The testing of the core
operating systems was substantially completed by December 31, 1998. Validation
of the core operating systems was completed on March 31, 1999.
The fifth phase is to implement the Year 2000 compliant systems. It is
estimated that all systems will be operating on a compliant basis by June 30,
1999.
The Corporation has identified both customers and vendors with whom it
has a material relationship. For those customers where a borrowing relationship
exists, the subsidiary banks have completed a customer risk assessment to
determine the status of their Year 2000 efforts. The Corporation has determined
that the risk that these third party relationships pose to the Corporation is
low.
The Corporation has developed a Year 2000 budget which includes
administration, cost of new technology and the cost of testing. Total expenses
from Year 2000 compliance are estimated to be $176,000, a $41,000 increase over
the Corporation's previous estimate. Actual expenses incurred to date are
$96,000. Expenses incurred to date in 1999 are $54,000 and it is projected that
total Year 2000 expense in 1999 will approximate $134,000.
The development of a Business Resumption Contingency Plan to deal with
the Corporation's worst case scenario, loss of electric power, is well under
way. Contingency planning teams have been appointed and are led by the Year 2000
project manager. The Corporation has hired an outside independent third party to
assist the Corporation in preparing the contingency plan. There are four phases
to the plan, organization planning guidelines, business impact analysis,
business resumption contingency plan and validation of the plan. It is
anticipated that the Business Resumption Contingency Plan will be completed by
the regulatory milestone date of June 30, 1999.
Should the Corporation's worst case scenario, the loss of electric
power, occur, the Corporation will have in place a diesel-powered generator at
its operations center. This should allow the Corporation to continue to run its
core operating system. Transactions that would be performed at a number of the
Corporation's locations would then have to be transported to the operations
center for input. This would continue until such time as normal electric power
is restored.
The Year 2000 project manager provides progress reports to the
Corporation's Executive Committee on a weekly basis. Additionally progress
reports are presented to the Corporation's and the subsidiary banks' Boards of
Directors on a monthly basis.
The Corporation's subsidiary banks are subject to regulation by the
Federal Deposit Insurance Corporation and the Office of the Comptroller of the
Currency. In the event the Corporation's efforts as described above fail to
adequately resolve any such Year 2000 issues affecting the Corporation's
subsidiary banks, the Corporation's subsidiaries could be subject to formal
supervisory or enforcement actions by their respective regulators.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
For information regarding quantitative and qualitative disclosures
about market risk, see the Corporation's discussion under Item 7A of its Annual
Report on Form 10-K for the fiscal year ended December 31, 1998. Between
December 31, 1998 and March 31, 1999, there were no material changes in the
Corporation's market risk.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings - None
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
Exhibit Number
(27) Financial Data Schedule
(b) The Corporation did not file any Reports on Form 8-K during the
quarter ended March 31, 1999.
<PAGE>
SIGNATURES
Pursuant to 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.
NORTHWAY FINANCIAL, INC.
May 13, 1999 By: /S/ William J. Woodward
---------------------------
William J. Woodward
President & CEO
(Principal Executive Officer)
May 13, 1999 By: /S/ George L. Fredette
---------------------------
George L. Fredette
Senior Vice President & CFO
(Principal Financial and Accounting
Officer)
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE BALANCE
SHEET AND INCOME STATEMENT AND FROM THE MANAGEMENT DISCUSSION AND ANALYSIS AND
IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS AND
MANAGEMENT DISCUSSION.
</LEGEND>
<MULTIPLIER> 1,000
<PERIOD-TYPE> 3-Mos
<FISCAL-YEAR-END> Dec-31-1998
<PERIOD-END> Mar-31-1999
<CASH> 10,007
<INT-BEARING-DEPOSITS> 91
<FED-FUNDS-SOLD> 2,010
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 58,656
<INVESTMENTS-CARRYING> 12,173
<INVESTMENTS-MARKET> 12,183
<LOANS> 289,242
<ALLOWANCE> 4,562
<TOTAL-ASSETS> 383,799
<DEPOSITS> 326,717
<SHORT-TERM> 10,319
<LIABILITIES-OTHER> 3,887
<LONG-TERM> 3,111
0
0
<COMMON> 1,732
<OTHER-SE> 38,033
<TOTAL-LIABILITIES-AND-EQUITY> 383,799
<INTEREST-LOAN> 5,928
<INTEREST-INVEST> 884
<INTEREST-OTHER> 211
<INTEREST-TOTAL> 7,023
<INTEREST-DEPOSIT> 2,496
<INTEREST-EXPENSE> 2,658
<INTEREST-INCOME-NET> 4,365
<LOAN-LOSSES> 135
<SECURITIES-GAINS> 318
<EXPENSE-OTHER> 3,731
<INCOME-PRETAX> 1,217
<INCOME-PRE-EXTRAORDINARY> 1,217
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 818
<EPS-PRIMARY> .48
<EPS-DILUTED> .48
<YIELD-ACTUAL> 7.88
<LOANS-NON> 2,339
<LOANS-PAST> 0
<LOANS-TROUBLED> 1,143
<LOANS-PROBLEM> 613
<ALLOWANCE-OPEN> 4,404
<CHARGE-OFFS> 89
<RECOVERIES> 112
<ALLOWANCE-CLOSE> 4,562
<ALLOWANCE-DOMESTIC> 3,878
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 684
</TABLE>
