SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1998 OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO
Commission file number: 333-35799
UNION COMMUNITY BANCORP
(Exact name of registrant specified in its charter)
Indiana 35-2025237
(State or other jurisdiction of (I.R.S. Employer
incororation or organization) Identification Number)
221 East Main Street
Crawfordsville, Indiana 47933
(Address of principal executive offices,
including Zip Code)
(765) 362-2400
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such report), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No [ ]
The number of shares of the Registrant's common stock, without par value,
outstanding as of May 4, 1998 was 3,041,750.
<PAGE>
FORM 10Q
FORWARD LOOKING STATEMENT
This Quarterly Report on Form 10-Q ("Form 10-Q") contains statements which
constitute forward looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. These statements appear in a number of
places in this Form 10-Q and include statements regarding the intent, belief,
outlook, estimate or expectations of the Company (as defined in the notes to the
consolidated condensed financial statements), its directors or its officers
primarily with respect to future events and the future financial performance of
the Company. Readers of this Form 10-Q are cautioned that any such forward
looking statements are not guarantees of future events or performance and
involve risks and uncertainties, and that actual results may differ materially
from those in the forward looking statements as a result of various factors. The
accompanying information contained in this Form 10-Q identifies important
factors that could cause such differences. These factors include changes in
interest rates; loss of deposits and loan demand to other financial
institutions; substantial changes in financial markets; changes in real estate
values and the real estate market; or regulatory changes.
<PAGE>
Union Community Bancorp
Form 10-Q
Index
Page No.
FORWARD LOOKING STATEMENT
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Condensed Balance
Sheet as of March 31, 1998 and December 31, 1997
(Unaudited) 4
Consolidated Condensed Statement of Income for
the three months ended March 31, 1998 and 1997
(Unaudited) 5
Consolidated Condensed Statement of Changes in
Shareholders' Equity for the three months ended
March 31, 1998 (Unaudited) 6
Consolidated Condensed Statement of Cash Flows for the
three months ended March 31, 1998 and 1997
(Unaudited) 7
Notes to Unaudited Consolidated Condensed
Financial Statements 8
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations. 9
Item 3. Quantitative and Qualitative Disclosure about Market Risk 11
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 12
Item 2. Changes in Securities 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>
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
UNION COMMUNITY BANCORP AND SUBSIDIARY
Consolidated Condensed Balance Sheet
<TABLE>
<CAPTION>
March 31, December 31,
1998 1997
------------- -------------
(unaudited)
Assets
<S> <C> <C>
Cash $ 55,713 $ 22,424
Short-term interest-bearing deposits 14,143,218 44,758,403
------------- -------------
Total cash and cash equivalents 14,198,931 44,780,827
Investment securities held to maturity 8,079,632 5,820,069
Loans 83,205,892 78,687,999
Allowance for loan losses (252,258) (252,258)
------------- -------------
Net loans 82,953,634 78,435,741
Premises and equipment 362,136 367,360
Federal Home Loan Bank stock 707,700 707,700
Investment in limited partnership 1,151,109 1,176,109
Interest receivable 495,072 581,526
Other assets 131,176 170,925
------------- -------------
Total assets $ 108,079,390 $ 132,040,257
============= =============
Liabilities
Deposits
Noninterest bearing $ 1,721,099 $ 1,532,647
Interest bearing 60,169,242 60,725,398
------------- -------------
Total deposits 61,890,341 62,258,045
Stock subscriptions refundable -- 22,687,104
Federal Home Loan Bank advances 772,226 2,373,051
Note payable 1,020,642 1,200,042
Interest payable 83,253 118,867
Dividends payable 228,132 --
Other liabilities 816,172 497,271
------------- -------------
Total liabilities 64,810,766 89,134,380
------------- -------------
Stockholders' Equity
Preferred stock, without par value
Authorized and unissued--2,000,000 shares
Common stock, without par value
Authorized--5,000,000 shares
Issued and outstanding--3,041,750 shares 29,650,431 29,637,592
Retained earnings 15,430,877 15,108,285
Unearned employee stock ownership plan ("ESOP") shares (1,812,684) (1,840,000)
------------- -------------
Total stockholders' equity 43,268,624 42,905,877
------------- -------------
Total liabilities and stockholders' equity $ 108,079,390 $ 132,040,257
============= =============
</TABLE>
<PAGE>
UNION COMMUNITY BANCORP AND SUBSIDIARY
Consolidated Condensed Statement of Income
Three months ended March 31,
1998 1997
----------- -----------
(Unaudited)
Interest and Dividend Income
Loans $ 1,631,366 $ 1,486,336
Investment securities 106,840 101,733
Dividends on Federal Home Loan Bank stock 13,960 11,229
Deposits with financial institutions 261,553 19,556
----------- -----------
Total interest and dividend income 2,013,719 1,618,854
----------- -----------
Interest Expense
Deposits 804,523 819,344
Federal Home Loan Bank advances 16,764 85,545
----------- -----------
Total interest expense 821,287 904,889
----------- -----------
Net Interest Income 1,192,432 713,965
Provision for loan losses -- 12,000
----------- -----------
Net Interest Income After
Provision for Loan Losses 1,192,432 701,965
----------- -----------
Other Income (Losses)
Equity in losses of limited partnership (25,000) (73,427)
Other income 14,516 8,481
----------- -----------
Total other losses (10,484) (64,946)
----------- -----------
Other Expenses
Salaries and employee benefits 218,184 136,241
Net occupancy expenses 4,901 6,513
Equipment expenses 7,462 5,659
Deposit insurance expense 9,711 2,286
Other expenses 99,384 70,677
----------- -----------
Total other expenses 339,642 221,376
----------- -----------
Income Before Income Tax 842,306 415,643
Income tax expense 305,382 121,223
----------- -----------
Net Income $ 536,924 $ 294,420
=========== ===========
Basic earnings per share $ .19 --
=========== ===========
Diluted earnings per share $ .19 --
=========== ===========
<PAGE>
UNION COMMUNITY BANCORP AND SUBSIDIARY
Consolidated Condensed Statement of Changes in Stockholders' Equity
<TABLE>
<CAPTION>
Common Stock
-----------------------------
Shares Retained Unearned
Outstanding Amount Earnings ESOP Shares Total
----------- ------ -------- ----------- -----
<S> <C> <C> <C> <C> <C>
Balances, December 31, 1997 3,041,750 $29,637,592 $15,108,285 $(1,840,000) $42,905,877
Net income 536,924 536,924
Cash dividends ($.075 per share) (214,332) (214,332)
ESOP shares earned 12,839 27,316 40,155
- ------------------------------------------------------------------------------------------------------------------------
Balances, March 31, 1998 3,041,750 $29,650,431 $15,430,877 $(1,812,684) $43,268,624
========================================================================================================================
</TABLE>
<PAGE>
UNION COMMUNITY BANCORP AND SUBSIDIARY
Consolidated Condensed Statement of Cash Flows
<TABLE>
<CAPTION>
Three months ended March 31,
1998 1997
------------ ------------
(Unaudited)
Operating Activities
<S> <C> <C>
Net income $ 536,924 $ 294,420
Adjustments to reconcile net income to net cash provided
by operating activities
Provision for loan losses -- 12,000
Depreciation 7,170 6,587
Investment securities accretion, net (3,524) (1,852)
Equity in losses of limited partnership 25,000 73,427
ESOP shares earned 40,155 --
Net change in
Interest receivable 86,454 67,105
Interest payable (35,614) 5,279
Other assets (5,811) 31,773
Other liabilities 202,136 130,636
------------ ------------
Net cash provided by operating activities 852,890 619,375
------------ ------------
Investing Activities
Purchases of investment securities held to maturity (3,394,375) (400,000)
Proceeds from maturities and paydowns of investment
securities held to maturity 1,138,336 132,686
Net change in loans (4,472,333) (55,266)
Purchases of premises and equipment (1,946) --
------------ ------------
Net cash used by investing activities (6,730,318) (322,580)
------------ ------------
Financing Activities
Net change in
Interest-bearing demand and savings deposits (648,366) 435,863
Certificates of deposit 280,662 890,350
Stock subscription escrow accounts (22,687,104) --
Proceeds from borrowings -- 1,000,000
Repayment of borrowings (1,780,225) (1,807,277)
Net change in advances by borrowers for taxes and insurance 130,565 132,658
------------ ------------
Net cash provided (used) by financing activities (24,704,468) 651,594
------------ ------------
Net Increase (Decrease) in Cash and Cash Equivalents (30,581,896) 948,389
Cash and Cash Equivalents, Beginning of Year 44,780,827 1,465,190
------------ ------------
Cash and Cash Equivalents, End of Year $ 14,198,931 $ 2,413,579
============ ============
Additional Cash Flows Information
Interest paid $ 861,429 $ 899,610
Income tax paid 25,400 57,951
Loans transferred to foreclosed real estate -- 45,560
</TABLE>
<PAGE>
UNION COMMUNITY BANCORP AND SUBSIDIARY
Notes to Consolidated Condensed Financial Statements
Note 1 Basis of Presentation
The consolidated financial statements include the accounts of Union Community
Bancorp (the "Company") and its wholly owned subsidiary, Union Federal Savings
and Loan Association, a federally chartered savings and loan association ("Union
Federal"). A summary of significant accounting policies is set forth in Note 1
of Notes to Financial Statements included in the December 31, 1997 Annual Report
to Shareholders. All significant intercompany accounts and transactions have
been eliminated in consolidation.
The interim consolidated financial statements have been prepared in accordance
with instructions to Form 10-Q, and therefore do not include all information and
footnotes necessary for a fair presentation of financial position, results of
operations and cash flows in conformity with generally accepted accounting
principles.
The interim consolidated financial statements at March 31, 1998, and for the
three months ended March 31, 1998 and 1997, have not been audited by independent
accountants, but reflect, in the opinion of management, all adjustments (which
include only normal recurring adjustments) necessary to present fairly the
financial position, results of operations and cash flows for such periods.
Note 2 Earnings Per Share
Earnings per share have been computed based upon the weighted average common
shares outstanding during the period subsequent to Union Federal's conversion to
a stock savings and loan association on December 29, 1997. Unearned Employee
Stock Ownership Plan shares have been excluded from the computation of average
common shares outstanding. For the three months ended March 31, 1998,
weighted-average shares outstanding for basic and diluted earnings per share
were 2,864,170.
Note 3 Reporting Comprehensive Income
In 1998, the Company adopted Financial Accounting Standards No. 130, Reporting
Comprehensive Income. For the three months ended March 31, 1998 and 1997, the
Company had no items that were required to be recognized under accounting
standards as components of comprehensive income in the financial statements.
<PAGE>
Item 2: Management's Discussion and Analysis of Financial Condition and Results
of Operations.
General
Union Community Bancorp, an Indiana corporation (the "Company"), was organized
in September, 1997. On December 29, 1997, it acquired the common stock of Union
Federal Savings and Loan Association ("Union Federal") upon the conversion of
Union Federal from a federal mutual savings and loan association to a federal
stock savings and loan association.
Union Federal was organized as a state-chartered savings and loan association in
1913. Since then, Union Federal has conducted its business from its full-service
office located in Crawfordsville, Indiana. Union Federal's principal business
consists of attracting deposits from the general public and originating
fixed-rate and adjustable-rate loans secured primarily by first mortgage liens
on one- to four-family residential real estate. Union Federal's deposit accounts
are insured up to applicable limits by the Savings Association Insurance Fund
("SAIF") of the Federal Deposit Insurance Corporation ("FDIC"). Union Federal
offers a number of financial services, including: (i) residential real estate
loans; (ii) multi-family loans; (iii) commercial real estate loans; (iv)
construction loans; (v) home improvement loans; (vi) money market demand
accounts ("MMDAs"); (vii) passbook savings accounts; and (viii) certificates of
deposit.
Union Federal currently owns one subsidiary, UFS Service Corp. ("UFS"), whose
sole asset is its investment in Pedcor Investments 1993-XVI, L.P. ("Pedcor"),
which is an Indiana limited partnership that was established to organize, build,
own, operate and lease a 48-unit apartment complex in Crawfordsville, Indiana
known as Shady Knoll II Apartments (the "Project"). Union Federal owns the
limited partner interest in Pedcor. The general partner is Pedcor Investments
LLC. The Project, operated as a multi-family, low- and moderate-income housing
project, is completed and is performing as planned. Because UFS engages
exclusively in activities that are permissible for a national bank, OTS
regulations permit Union Federal to include its investment in UFS in its
calculation of regulatory capital.
Union Federal's results of operations depend primarily upon the level of net
interest income, which is the difference between the interest income earned on
interest-earning assets, such as loans and investments, and costs incurred with
respect to interest-bearing liabilities, primarily deposits and borrowings.
Results of operations also depend upon the level of Union Federal's non-interest
income, including fee income and service charges, and the level of its
non-interest expenses, including general and administrative expenses.
Financial Condition
Total assets decreased $24.0 million, or 18.1% at March 31, 1998, compared to
December 31, 1997. The decline was primarily in cash and cash equivalents which
decreased $30.6 million. The decrease in cash and cash equivalents, principally
in short-term interest-bearing deposits, resulted from the payment of the stock
subscriptions refundable of $22.7 million at December 31, 1997. The decrease in
cash and cash equivalents was offset by an increase in net loans and investment
securities held to maturity. Net loans increased by $4.5 million, or 5.8% due to
an increase in customer demand. Investment securities held to maturity increase
by $2.3 million, or 38.8%.
Deposits decreased $368,000 to $61.9 million during the first quarter of 1998.
Demand and savings deposits decreased $648,000, or 4.0%, between December 31,
1997 and March 31, 1998. Certificates of deposits increased $281,000, or .6%,
during this period. This decrease in total deposits was primarily a result of an
outflow of existing accounts to different market alternatives.
Borrowed funds decreased $1.8 million, or 49.8%, from December 31, 1997 to March
31, 1998. The decline in total borrowed funds was comprised of a decrease in
FHLB advances of $1.6 million, and a decrease in the note payable to a limited
partnership of $179,000.
<PAGE>
Stockholders' equity increased $363,000 from $42.9 million at December 31, 1997
to $43.3 million at March 31, 1998. The increase resulted from net income for
the quarter ended March 31, 1998 of $537,000 and Employee Stock Ownership Plan
("ESOP") shares earned of $40,000. These increases were offset by a cash
dividend declared of $214,000.
Comparison of operating results for the three-month periods ended March 31, 1998
and 1997.
Net income increased $243,000, or 82.4%, from $294,000 for the three months
ended March 31, 1997 to $537,000 for the three months ended March 31, 1998. The
increase is primarily due to an increase in net interest income offset by
increases in other expenses. The return on average assets was 1.99% and 1.42 %
for the three months ended March 31, 1998 and 1997, respectively.
Interest income increased $395,000, or 24.4%, from $1.6 million for the three
months ended March 31, 1997 to $2.0 million for the same period in 1998.
Interest expense decreased $84,000, or 9.2%, from $905,000 for the three months
ended March 31, 1997 to $821,000 for the same period in 1998. As a result, net
interest income for the three months ended March 31, 1998 amounted to $1.2
million an increase of $478,000, or 67.0%, compared to the same period in 1997.
The increase in net interest income was due primarily to an increase in volume
of loan and short-term interest-bearing deposits and a decrease in the volume of
Federal Home Loan Bank advances. The increase in interest-earning assets and the
decrease in interest-bearing liabilities were primarily attributable to the
proceeds received in conjunction with the Company's stock issuance. Net proceeds
of the Company's stock issuance, after costs and excluding the shares issued for
the ESOP, were $27.8 million.
There was no provision for loan losses made for the three months ended March 31,
1998 compared to $12,000 for the same period in 1997.
Other losses decreased $54,000, or 83.9%, for the three months ended March 31,
1998 compared to the same period in 1997 primarily due to decreased losses of
$48,000 from the investment in a low-income housing income tax credit limited
partnership. The investment in the limited partnership represents a 99% equity
in Pedcor. In addition to recording the equity in the losses of Pedcor, a
benefit of low income housing income tax credits in the amount of $45,000 was
recorded for the three months ended March 31, 1998 and 1997.
Salaries and employee benefits were $218,000 for the three months ended March
31, 1998 compared to $136,000 for the 1997 period, an increase of $82,000, or
60.1%. This increase resulted primarily from $54,000 of compensation expense
related to the ESOP and normal increases in employee compensation and related
payroll taxes. Other expenses, consisting primarily of expenses related to
service center fees, advertising, directors' fees, professional fees,
supervisory examination fees, supplies, and postage increased $29,000 or 40.6%
for three months ended March 31, 1998 compared to the same period in 1997. The
increase in other expenses resulted from nominal increases in a variety of
expense categories.
<PAGE>
Income tax expense increased $184,000, or 151.9%, for the three months ended
March 31, 1998 compared to the same period in 1997. The increase was directly
related to the increase in taxable income for the period.
Asset Quality
Union Federal currently classifies loans as special mention, substandard,
doubtful and loss to assist management in addressing collection risks and
pursuant to regulatory requirements which are not necessarily consistent with
generally accepted accounting principles. Special mention loans represent
credits that have potential weaknesses that deserve management's close
attention. If left uncorrected, these potential weaknesses may result in
deterioration of the repayment prospects or Union Federal's credit position at
some future date. Substandard loans represent credits characterized by the
distinct possibility that some loss will be sustained if deficiencies are not
corrected. Doubtful loans possess the characteristics of substandard loans, but
collection or liquidation in full is doubtful based upon existing facts,
conditions and values. A loan classified as a loss is considered uncollectible.
Union Federal had $1.2 million of loans classified as special mention as of
March 31, 1998 while there were no special mention loans at December 31, 1997.
In addition, Union Federal had $978,000 and $98,000 of loans classified as
substandard at March 31, 1998 and December 31, 1997, respectively. At March 31,
1998 and December 31, 1997, no loans were classified as doubtful or loss. At
March 31, 1998, and December 31, 1997, respectively, $485,000 and $98,000 of the
substandard loans were non-accrual loans. The allowance for loan losses was
$252,000 or .3% of net loans at March 31, 1998 and December 31, 1997. The
increase in classified loans is primarily a result of a regulatory examination.
As a result of the examination, the examiners have requested that an additional
general reserve of approximately $98,000 be recorded for these newly classified
loans in the second quarter of 1998. Union Federal does not believe that at this
time any loss exists on these loans. In addition, the loans are not considered
impaired under Statement of Financial Accounting Standards No. 114, Accounting
by Creditors for Impairment of a Loan.
Liquidity and Capital Resources
The standard measure of liquidity for savings associations is the ratio of cash
and eligible investments to a certain percentage of net withdrawable savings
accounts and borrowings due within one year. The minimum required ratio is
currently set by the Office of Thrift Supervision regulation at 4%. As of March
31, 1998, Union Federal had liquid assets of $18.8 million and a liquidity ratio
of 26%.
Other
The Securities and Exchange Commission maintains a Web site that contains
reports, proxy information statements, and other information regarding
registrants that file electronically with the Commission, including the Company.
The address is (http://www.sec.gov).
<PAGE>
Year 2000 Compliance
Because computer memory was so expensive on early mainframe computers, some
computer programs used only the final two digits for the year in the date field
and assumed that the first two digits were "19." As a result, some computer
applications may be unable to interpret the change from year 1999 to year 2000.
The Holding Company is actively monitoring its year 2000 computer compliance
issues. The bulk of the Holding Company's computer processing is provided under
contract by On-Line Financial Services, Inc., Oak Brook, IL. ("On-Line") On-Line
expects to be in year 2000 compliance by June 1999. The Holding Company's loan
documentation system is provided by Banker's Systems and is also expected to be
in year 2000 compliance within the next year. The Holding Company has also
appointed the three executive officers to address all aspects of year 2000
compliance. The Holding Company's expense in connection with year 2000
compliance is not expected to be material to its overall financial condition.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Presented below, as of March 31, 1998, is an analysis performed by the OTS of
Union Federal's interest rate risk as measured by changes in Union Federal's net
portfolio value ("NPV") for instantaneous and sustained parallel shifts in the
yield curve, in 100 basis point increments, up and down 400 basis points.
Net Portfolio Value NPV as % of PV of Assets
Change
in Rates $ Amount $Change % Change NPV Ratio Change
-------- -------- ------- -------- --------- ------
+400 bp 24,767 -9,674 -28% 24.60% -635 bp
+300 bp 27,251 -7,190 -21% 26.36% -460 bp
+200 bp 29,801 -4,640 -13% 28.07% -289 bp
+100 bp 32,253 -2,188 -6% 29.63% -133 bp
0 bp 34,441 30.96%
-100 bp 35,991 1,550 5% 31.85% +89 bp
-200 bp 36,727 2,287 7% 32.23% +127 bp
-300 bp 37,501 3,060 9% 32.63% +167 bp
-400 bp 38,700 4,259 12% 33.28% +232 bp
This analysis indicates that there have been no material changes in market
interest rates or in the Company's interest rate sensitive instruments which
would cause a material change in the market risk exposures which affect the
quantitative and qualitative risk disclosures as presented in Item 7A of the
Company's Annual Report on Form 10-K for the period ended December 31, 1997.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities and Use of Proceeds
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Submission of Matters to Vote of Security Holders.
None.
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits 27. Financial Data Schedule
(b) No reports on Form 8-K were filed during the quarter ended
March 31, 1998.
<PAGE>
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
UNION COMMUNITY BANCORP
Date: May 14, 1998 By: /s/ Joseph E. Timmons
-----------------------------
Joseph E. Timmons
President and
Chief Executive Officer
Date: May 14, 1998 By: /s/ Denise E. Swearingen
-----------------------------
Denise E. Swearingen
Treasurer
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
This schedule contains summary financial information extracted from the
registrant's unaudited consolidated financial statements for the three months
ended March 31, 1998 and is qualified in its entirety by reference to such
statements.
</LEGEND>
<CIK> 0001046183
<NAME> Union Community Bancorp
<MULTIPLIER> 1,000
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> 3-mos
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-1-1998
<PERIOD-END> MAR-31-1998
<EXCHANGE-RATE> 1.000
<CASH> 14,199
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 8,080
<INVESTMENTS-MARKET> 8,269
<LOANS> 83,206
<ALLOWANCE> 252
<TOTAL-ASSETS> 108,079
<DEPOSITS> 61,890
<SHORT-TERM> 0
<LIABILITIES-OTHER> 1,128
<LONG-TERM> 1,793
<COMMON> 29,650
0
0
<OTHER-SE> 13,618
<TOTAL-LIABILITIES-AND-EQUITY> 108,079
<INTEREST-LOAN> 1,631
<INTEREST-INVEST> 107
<INTEREST-OTHER> 276
<INTEREST-TOTAL> 2,014
<INTEREST-DEPOSIT> 805
<INTEREST-EXPENSE> 821
<INTEREST-INCOME-NET> 1,192
<LOAN-LOSSES> 0
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 340
<INCOME-PRETAX> 842
<INCOME-PRE-EXTRAORDINARY> 537
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 537
<EPS-PRIMARY> .19
<EPS-DILUTED> .19
<YIELD-ACTUAL> 4.49
<LOANS-NON> 485
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 252
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 252
<ALLOWANCE-DOMESTIC> 252
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
