<PAGE>
<PAGE>
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[ X ] Quarterly report under Section 13 or 15 (d) of the
Securities Exchange Act of 1934
For the quarterly period ended December 31, 1997
Commission file number 0-23409
High Country Bancorp, Inc.
- ----------------------------------------------------------------
(Exact Name of Small business Issuer as Specified in Its
Charter)
Colorado 84-1438612
- ------------------------------- -------------------
(State of Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
130 West 2nd Street, Salida Colorado 81201
-------------------------------------------
(Address of Principal Executive Offices)
719-539-2516
--------------------------------------------------
(Issuer's Telephone Number, Including Area Code)
Check whether the issuer's: (1) filed all reports required
to be filed by Section 13 or 15(d) of the Exchange Act 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.
Yes No X
------ -----
State the number of shares outstanding of each of the
issuer's classes of common equity, as of the latest practicable
date:
Shares of common stock outstanding as of December 31, 1997
1,322,500
<PAGE>
<PAGE>
HIGH COUNTRY BANCORP, INC.
CONTENTS
PART I - FINANCIAL INFORMATION
Item 1: Financial Statements
Consolidated Statements of Condition at
June 30, 1997 and December 31, 1997 3
Consolidated Statements of Income for
the Three Months Ended December 31,
1997 and 1996 4
Consolidated Statement of Cash Flows
for the Six Months Ended December 31,
1997 and 1996 5
Notes to Financial Statements 6 - 7
Item 2: Management's Discussion and Analysis
of Financial Condition and Results of
Operations 8 - 10
PART II - OTHER INFORMATION
Item 1: Legal Proceedings 11
Item 2: Changes in Securities 11
Item 3: Defaults Upon Senior Securities 11
Item 4: Submission of Matters to a Vote
of Security Holders 11
Item 5: Other Information 11
Item 6: Exhibits and Reports on Form 8-K 11
Signature 11
2<PAGE>
<PAGE>
HIGH COUNTRY BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(UNAUDITED)
<TABLE>
<CAPTION>
December 31, June 30,
1997 1997
ASSETS ------------ ------------
<S> <C> <C>
Cash and amounts due from banks $ 1,839,908 $ 894,995
Interest-bearing deposits at other institutions 6,777,491 2,381,315
Securities held-to-maturity 4,877,695 5,339,762
Loans receivable, net 69,147,708 63,126,864
Federal Home Loan Bank stock 1,027,100 988,500
Accrued interest receivable 634,727 595,007
Property and equipment, net 2,490,544 2,507,398
Mortgage servicing rights 32,549 35,352
Prepaid expenses and other assets 302,576 454,909
----------- -----------
Total Assets $87,130,298 $76,324,102
=========== ===========
LIABILITIES AND EQUITY
Liabilities
Deposits $56,717,500 $56,152,178
Advances by borrowers for taxes and insurance 386,423 127,175
Accounts payable and other liabilities 585,633 491,929
Advances from Federal Home Loan Bank 11,455,000 13,520,000
Accrued income taxes payable 86,800 --
Deferred income taxes 59,600 74,600
----------- -----------
Total Liabilities 69,290,956 70,365,882
----------- -----------
Commitments and contingencies
Equity
Preferred stock - $.01 par value;
authorized 1,000,000 shares; no
shares issued or outstanding -- --
Common Stock - $.01 par value;
authorized 3,000,000 shares; issued
and outstanding 1,322,500 shares 13,225 --
Paid in capital 12,664,874 --
Retained earnings, substantially restricted 6,219,243 5,958,220
Note receivable from ESOP Trust (1,058,000) --
----------- -----------
Total Equity 17,839,342 5,958,220
----------- -----------
Total Liabilities and Equity $87,130,298 $76,324,102
=========== ===========
</TABLE>
See Notes to Consolidated Financial Statements
3<PAGE>
<PAGE>
HIGH COUNTRY BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
<TABLE>
<CAPTION>
Three Six
Months Ended Months Ended
December 31, December 31,
1997 1996 1997 1996
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Interest Income
Interest on loans $1,514,788 $1,268,592 $2,989,522 $2,458,555
Interest on securities available-for-sale -- 5,417 -- 16,298
Interest on securities held-to-maturity 83,958 105,086 173,590 216,201
Interest on other interest-bearing assets 120,814 16,322 151,307 37,297
---------- ---------- ---------- ----------
Total interest income 1,719,560 1,395,417 3,314,419 2,728,351
---------- ---------- ---------- ----------
Interest Expense
Deposits 645,232 547,757 1,239,589 1,075,753
Federal Home Loan Bank advances 199,094 127,408 410,706 238,921
---------- ---------- ---------- ----------
Total interest expense 844,326 675,165 1,650,295 1,314,674
---------- ---------- ---------- ----------
Net interest income 875,234 720,252 1,664,124 1,413,667
Provision for losses on loans 49,500 22,400 99,500 44,800
---------- ---------- ---------- ----------
Net interest income after provision
for loan losses 852,734 697,852 1,564,624 1,368,877
---------- ---------- ---------- ----------
Noninterest Income
Service charges on deposits 38,877 30,625 72,475 58,893
Other 4,556 1,800 9,525 8,777
---------- ---------- ---------- ----------
Total noninterest income 43,433 32,425 82,000 67,670
---------- ---------- ---------- ----------
Noninterest Expense
Compensation and benefits 356,791 300,125 726,018 550,155
Occupancy and equipment 136,300 118,792 274,054 216,551
Insurance and professional fees 35,176 58,231 67,327 111,137
Other 94,302 102,969 160,678 189,845
SAIF special assessment -- -- -- 296,578
---------- ---------- ---------- ----------
Total noninterest expense 622,569 580,117 1,228,077 1,364,266
---------- ---------- ---------- ----------
Income before income taxes 246,598 150,160 418,547 72,281
Income tax expense 89,724 56,359 157,524 26,744
---------- ---------- ---------- ----------
Net income $ 156,874 $ 93,801 $ 261,023 $ 45,537
========== ========== ========== ==========
Basic Earnings Per Common Share Income Shares Per Share
Income available to common shares since
December 9, 1997, date of Conversion $ 14,156 1,227,280 $ 0.01
Effective of Dilutive Securities
ESOP shares not allocated or committed 95,220
---------- ----------
Diluted Earnings Per Share $ 14,156 1,322,500 $ 0.01
========== ========== ==========
</TABLE>
See Notes to Consolidated Financial Statements
4<PAGE>
<PAGE>
HIGH COUNTRY BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended
December 31,
1997 1997
---------- ----------
<S> <C> <C>
Operating Activities
Net income $ 261,023 $ 45,537
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 90,940 68,683
ESOP market value expense 23,185 --
Net amortization of premiums and discounts
on investments 8,889 11,045
Amortization of loan fees (51,731) (45,176)
Stock dividends on FHLB stock (38,600) (9,200)
Provision for losses on loans 99,500 44,800
Deferred income taxes (15,000) --
Net change in miscellaneous assets 115,416 (157,525)
Net change in miscellaneous liabilities 180,504 5,958
---------- ----------
Net cash provided by operating
activities 674,756 (35,878)
---------- ----------
Investing Activities
Net change in loans receivable (6,068,613) (7,577,681)
Purchase of securities available-for-sale -- (499,885)
Proceeds from sale of securities available-
for-sale -- 1,000,000
Principal repayments of mortgage-backed
securities held-to-maturity 453,178 741,476
Purchase of property and equipment (74,086) (552,100)
---------- ----------
Net cash used by investing activities 5,689,521) (6,888,190)
---------- ----------
Financing Activities
Issuance of common stock 11,596,284 --
Net increase in deposit accounts 565,322 3,899,750
Net increase (decrease) in mortgage
escrow funds 259,248 278,411
Proceeds (payment)on FHLB advances (2,065,000) 2,835,000
---------- ----------
Net cash provided by financing
activities 10,355,854 7,013,161
---------- ----------
Net increase in cash and cash
equivalents 5,341,089 89,093
Cash and cash equivalents, beginning 3,276,310 2,087,997
---------- ----------
Cash and cash equivalents, ending $8,617,399 $2,177,090
========== ==========
Supplemental disclosure of cash flow
information
Interest paid on deposits and borrowings $1,645,748 $1,309,747
Income taxes paid $ 27,436 $ 89,420
</TABLE>
See Notes to Consolidated Financial Statements
5<PAGE>
<PAGE>
HIGH COUNTRY BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
DECEMBER 31, 1997
Note 1. Nature of Business
High Country Bancorp, Inc. (the "Company") was incorporated
under the laws of the State of Colorado for the purpose of
becoming the holding company of Salida Building and Loan
Association (the "Association") in connection with the
Association's conversion from a federally chartered mutual
savings and loan association to a federally chartered stock
savings and loan association, pursuant to its Plan of
Conversion. The Company was organized in August 1997 to acquire
all of the common stock of Salida Building and Loan Association
upon its conversion to stock form. A subscription and community
offering of the Company's shares was completed on December 9,
1997.
Note 2. Basis of Presentation
The accompanying unaudited consolidated financial
statements,(except for the statement of financial condition at
June 30, 1997, which is audited) have been prepared in
accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form
10-QSB of Regulation S-X. Accordingly, they do not include all
of the information and footnotes required by generally accepted
accounting principles for complete financial statements. In the
opinion of management all adjustments necessary for a fair
presentation of the financial position and results of operations
for the periods presented have been included. The financial
statements of the Company are presented on a consolidated basis
with those of Salida Building and Loan Association. The results
of operations for the six months ended December 31, 1997 are not
necessarily indicative of the results of operations that may be
expected for the year ended June 30, 1998. The preparation of
financial statements in conformity with generally accepted
accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and
liabilities and the disclosure of contingent assets and
liabilities as the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
The accounting policies followed are as set forth in Note 1. of
the Notes to Financial Statements in the 1997 Salida Building
and Loan Association financial statements
Note 3. Regulatory Capital Requirements
At December 31, 1997, the Association met each of the three
current minimum regulatory capital requirements. The following
table summarizes the Association's regulatory capital position
at December 31, 1997:
Tangible Capital:
Actual $12,021,000 14.70%
Required 1,227,000 1.50
Excess $10,794,000 13.20%
Core Capital:
Actual $12,021,000 14.70%
Required 2,454,000 3.00
Excess $9,567,000 11.70%
Risk-Based Capital:
Actual $12,656,000 24.53%
Required 4,129,000 8.00
Excess $8,527,000 16.53%
Tangible and core capital levels are shown as a percentage of
total adjusted assets; risk-based capital levels are shown as a
percentage of risk-weighted assets.
6<PAGE>
<PAGE>
HIGH COUNTRY BANCORP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
December 31, 1997
Note 4. Mutual to Stock Conversion
On May 15, 1997, The Board of Directors of the Salida Building
and Loan Association adopted a Plan of Conversion (the Plan)
under which the Association would convert from a federally
charted mutual savings and loan association to a federally
chartered stock savings and loan association and become a
wholly-owned subsidiary of the Company formed in connection with
the Conversion. The Plan was approved by the Office of Thrift
Supervision (OTS) and included the filing of a registration
statement with Securities and Exchange Commission. The Plan was
approved by the members of the Association at a special meeting
held December 1, 1997. In accordance with the Plan, the Company
issued common stock which was sold in the Conversion. The
closing of the offering occurred on December 9, 1997 and
resulted in a stock subscription of $13,225,000 (including
$1,058,000 in shares subscribed by the ESOP). The Company
transferred fifty percent of the net proceeds for the purchase
of all of the capital stock of the Association.
The costs of issuing the common stock were deducted from the
proceeds of the stock sale, and amounted to $570,716.
For the purpose of granting eligible members of the Association
a priority in the event of future liquidation, the Association,
at the time of conversion, established a liquidation account
equal to its regulatory capital as of the date of the latest
balance sheet used in the final conversion offering circular.
In the event (and only in such event) of future liquidation of
the converted Association, an eligible savings account holder
who continues to maintain a savings account shall be entitled to
receive a distribution from the liquidation account, in the
proportionate amount of the then-current adjusted balance of the
savings deposits then held, before any distributions may be made
with respect to capital stock.
The Association may not declare or pay a cash dividend on its
common stock if its net worth would thereby be reduced below
either the aggregate amount then required for the liquidation
account or the minimum regulatory capital requirements imposed
by federal regulations.
The ESOP stock purchases were financed by issuing a note to the
Company for the entire purchase.
Note 5. Earnings Per Share
The Company adopted Financial Accounting Standards Board
Statement No. 128 relating to earnings per share, effective for
the quarter ended December 31, 1997. The statement requires
dual presentations of basic and diluted earnings per share on
the face of the income statement and requires a reconciliation
of the numerator and denominator of the basic EPS computation to
the numerator and denominator of the diluted EPS computation.
Basic EPS excludes dilution and is computed by dividing income
available to common stockholders by the weighted-average number
of common shares outstanding for the period. Diluted EPS
reflects the potential dilution that could occur if securities
or other contracts to issue common stock were exercised or
converted into common stock or resulted in the issuance of
common stock that then shares in the earnings of the entity.
7<PAGE>
<PAGE>
HIGH COUNTRY BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
COMPARISON OF FINANCIAL CONDITION AT JUNE 30, 1997 AND DECEMBER
31, 1997
The Company's total assets increased by $10.8 million or 14.16%
from $76.3 million at June 30, 1997 to $87.1 million at December
31, 1997. The increase in assets is attributed to the net
proceeds received from the common stock issued in the amount of
$12.7 million less $2.0 million paid on outstanding FHLB
advances.
The Company's net loan portfolio increased by approximately $6.0
million during the six months ended December 31, 1997. Net
loans totaled $69.1 million at December 31, 1997 and $63.1
million at June 30, 1997. The increase in loans was made up of
approximately $3.7 million of residential loans, $1.3 million
commercial and consumer loans, and $1.0 million in other loan
categories. The loan activity is due to refinancing of
residential loans because of lower interest rates, continued
growth in the market area, and rate specials offered on new auto
loans in the last quarter.
The allowance for loan losses totaled $646,200 at December 31,
1997 and $604.400 at June 30, 1997. As of those dates the
non-performing loans in its portfolio were $363,000 and
$140,000. There were $57,700 of loans charged off and no
recoveries of previous loan losses during the six months ended
December 31, 1997 The determination of the allowance for loan
losses is based on management's analysis, performed on a
quarterly basis, of various factors, including the market value
of the underlying collateral, growth and composition of the loan
portfolio, the relationship of the allowance for loan losses to
outstanding loans, historical loss experience, delinquency
trends and prevailing economic conditions. Although management
believes its allowance for loan losses is adequate, there can be
no assurance that additional allowances will not be required or
that losses on loans will not be incurred. The Company has had
minimal losses on loans in prior years. At December 31, 1997,
the ratio of the allowance for loan losses to net loans was
.93%. as compared to .96% at June 30, 1997.
At December 31, 1997, the Company's investment portfolio
included mortgage-backed and related securities classified as
"held to maturity" carried at amortized cost of $4.9 million and
an estimated fair value of $5.0 million. The balance of the
Company's investment portfolio at December 31, 1997 consists of
interest bearing deposits with various financial institutions
totaling $6.8 million.
At December 31, 1997 deposits increased to $56.7 million from
$56.2 million at June 30, 1997 or a net increase of 1.01%. The
deposit activity for the six months ended December 31, 1997, was
composed of approximately $2.0 million reduction in deposits by
depositors who used the funds withdrawn to purchase stock in
the offering and new deposits of approximately $2.5 million.
Management is continually evaluating the investment alternatives
available to the Company's customers, and adjusts the pricing on
its savings products to maintain its existing deposits.
Advances from the Federal Home Loan Bank decreased from $13.5
million at June 30, 1997 to $11.5 million as of December 31,
1997. The $2.0 million reduction in FHLB advances was funded by
the sale of common stock.
The Company's total equity went from $6.0 million as of June 30,
1997 to $17.8 million as of December 31, 1997. The increase is
due to the net proceeds of common stock issued. The Company
issued 1,322,500 shares of common stock at $10.00 per share in
December 1997. The proceeds of the issue were used to purchase
all of the common stock of Salida Building and Loan, funding an
ESOP note receivable, and investing in overnight deposits.
<PAGE>
COMPARISON OF OPERATING RESULTS FOR THE THREE MONTHS ENDED
DECEMBER 31, 1997 AND 1996
Net Income. The Company's net income for the three months ended
December 31, 1997 was $157,000 compared to net income of $94,000
for the three months ended December 31, 1996. The increase in
net income for the three months ended December 31, 1997 resulted
principally from increased interest income.
8<PAGE>
<PAGE>
HIGH COUNTRY BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
Net Interest Income. Net interest income for the three months
ended December 31, 1997 was $875,000 compared to $720,000 for
the three months ended December 31, 1996. The increase in net
interest income for the three months ended December 31, 1997 was
due to an increase in interest earning assets from $67.0 million
as of December 31, 1996 to $83.7 million as of December 31,
1997, less the effect of the increase in interest bearing
accounts from $63.4 million at December 31, 1996 to $68.2
million at December 31, 1997.
Allowance for Loan Losses. The provision for loan losses for
the three months ended December 31, 1997 was $50,000 as compared
to $22,000 for the three months ended December 31, 1996. The
increase in the provision was due to the increase in the balance
of loans held by the Association, the mix of loans being made
and the need to maintain an adequate balance in the allowance
for loan losses.
Noninterest Expenses And SAIF Special Assessment. Noninterest
expenses was $623,000 for the three months ended December 31,
1997 as compared to $580,000 for the three months ended December
31, 1996. The increase is attributable to the increased costs
of the branch opened in Buena Vista, Colorado, and increases in
total compensation.
COMPARISON OF OPERATING RESULTS FOR THE SIX MONTHS ENDED
DECEMBER 31, 1997 AND 1996
Net Income. The company's net income for the six months ended
December 31, 1997 was $261,000 compared to $46,000 for the six
months ended December 31, 1996. The decrease in earnings for
the six months ended December 31, 1996 is attributed to the
special SAIF assessment of approximately $297,000. The net
income for the six months ended December 31, 1997 was affected
by increased interest earnings from the proceeds of the stock
sale less the expenses incurred by the new branch that was
opened.
Net Interest Income. Net interest income for the six months
ended December 31, 1997 was $1,664,000 compared to $1,414,000
for the six months ended December 31, 1996. The increase is
attributed to interest earned on interest earning assets due to
the net proceeds of the stock issue and loan growth less the
increase in interest due to the increase in deposits from $53.4
million as of December 31, 1996 to $56.7 as of December 31, 1997
and the increase if FHLB advances from $10.0 million as of
December 31, 1996 to $11.5 million as of December 31, 1997.
Allowance for Loan Losses. The provision for loan losses for
the six months ended December 31, 1997 was $99,500 as compared
to $44,800 for the six months ended December 31, 1996. The
increase in the provision was due to the increase in the balance
of loans held by the Association, the mix of loans being made
and the need to maintain an adequate balance in the allowance
for loan losses.
Noninterest Expenses and SAIF Special Assessment. The
noninterest expenses for the six months ended December 31, 1997
was $1,228,000 compared to $1,364,000 for the six months ended
December 31, 1996. The decrease was attributable to SAIF
assessment of $297,000 during the period, which was not assessed
in the current period, partially offset in the 1997 period by
the increased costs of the branch opened in Buena Vista,
Colorado, and increases in total compensation.
LIQUIDITY AND CAPITAL RESOURCES
The Company's primary sources of funds consists of deposits,
repayment of loans and mortgage-backed securities, maturities of
investments and interest-bearing deposits, and funds provided
form operations. While scheduled repayments of loans and
mortgage-backed securities and maturities of investment
securities are predicable sources of funds, deposit flows and
loan prepayments are greatly influenced by the general level
of interest rates, economic conditions and competition. The
Company uses its liquidity
9<PAGE>
<PAGE>
HIGH COUNTRY BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
resources principally to fund existing and future loan
commitments, to fund maturing certificates of deposit and
demand deposit withdrawals, to invest in other interest-earning
assets, to maintain liquidity, and to meet operating expenses.
Management believes that proceeds from the stock sale, loan
repayments and other sources of funds will be adequate to meet
the Company's liquidity needs for the immediate future.
The Company is required to maintain minimum levels of liquid
assets as defined by OTS regulations. This requirement, which
may be varied at the direction of the OTS depending upon
economic conditions and deposit flows, is based upon a
percentage of deposits and short-term borrowings. The required
minimum ratio was 5% until November 24, 1997 when the
requirement was lowered to 4%. The Company has historically
maintained a level of liquid assets in excess of regulatory
requirements. The Company's liquidity ratios at December 31,
1997 and 1996 were 15.49% and 5.62%, respectively.
IMPACT OF INFLATION AND CHANGING PRICES
The financial statements and related data presented herein have
been prepared in accordance with generally accepted accounting
principles, which require the measurement of financial position
and results of operations in terms of historical dollars without
considering changes in the relative purchasing power of money
over time because of inflation. Unlike most industrial
companies, virtually all of the assets and liabilities of the
Company are monetary in nature. As a result, interest rates
have a more significant impact on the Company's performance than
the effects of general levels of inflation. Interest rates do
not necessarily move in same direction or in the same magnitude
as the prices of goods and services.
10<PAGE>
<PAGE>
HIGH COUNTRY BANCORP, INC.
PART II - OTHER INFORMATION
ITEM 1: Legal Proceedings
None.
ITEM 2: Changes in Securities
Effective date of Securities Act Registration:
December 9, 1997
Commission File No: 333-34153
Shares Registered: 1,322,500 shares of common stock
with a par value of $.01
Underwriters: Trident Securities, Inc.
Offering Price Per Share: $10
The gross proceeds of the offering was $13,225,000
less the offering expenses paid directly to others of
$570,716, or net proceeds of $12,654,284
The net proceeds were used as follows:
Purchase of 100% of the common stock of
Salida Building and Loan Association $5,798,142
Funding of ESOP note receivable $1,058,000
Investment in overnight deposits $5,798,142
ITEM 3: Defaults Upon Senior Securities
Not Applicable
ITEM 4: Submission of Matters to a Vote of Security Holders
Not Applicable
ITEM 5: Other Information
None
ITEM 6: Exhibits and Reports on Form 8-K
None
SIGNATURE
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.
High Country Bancorp, Inc.
Registrant
Date February 11, 1998 /s/ Larry D. Smith
----------------- ----------------------------
Larry D. Smith, President
11
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-END> DEC-31-1997
<CASH> 1,839,908
<INT-BEARING-DEPOSITS> 6,777,491
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 4,877,695
<INVESTMENTS-MARKET> 4,960,000
<LOANS> 69,147,708
<ALLOWANCE> 646,197
<TOTAL-ASSETS> 87,130,298
<DEPOSITS> 56,717,500
<SHORT-TERM> 7,000,000
<LIABILITIES-OTHER> 1,118,456
<LONG-TERM> 4,455,000
<COMMON> 13,225
0
0
<OTHER-SE> 17,826,117
<TOTAL-LIABILITIES-AND-EQUITY> 87,130,298
<INTEREST-LOAN> 2,989,522
<INTEREST-INVEST> 173,590
<INTEREST-OTHER> 151,307
<INTEREST-TOTAL> 3,314,419
<INTEREST-DEPOSIT> 1,239,589
<INTEREST-EXPENSE> 1,650,295
<INTEREST-INCOME-NET> 1,664,124
<LOAN-LOSSES> 99,500
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1,228,077
<INCOME-PRETAX> 418,547
<INCOME-PRE-EXTRAORDINARY> 418,547
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 261,023
<EPS-PRIMARY> 0.01
<EPS-DILUTED> 0.01
<YIELD-ACTUAL> 8.88
<LOANS-NON> 363,000
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 0
<CHARGE-OFFS> 57,707
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 646,197
<ALLOWANCE-DOMESTIC> 646,197
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
