NIAGARA BANCORP INC
10-Q, 1998-05-15
SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED
Previous: SOLUCORP INDUSTRIES LTD, NT 10-Q, 1998-05-15
Next: NIAGARA BANCORP INC, 10-K405, 1998-05-15



<PAGE>
 
================================================================================

                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549
                            -----------------------

                                   FORM 10-Q

          [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

                        Commission file number  0-23975


                             NIAGARA BANCORP, INC.
            (exact name of registrant as specified in its charter)

                 DELAWARE                                     16-1545669
                 --------                                     ----------
(State or other jurisdiction of incorporation              (I.R.S. Employer
              or organization)                            Identification No.)

6950 SOUTH TRANSIT ROAD, P.O. BOX 514, LOCKPORT, NY           14095-0514
- ---------------------------------------------------           ----------
    (Address of principal executive offices)                  (Zip Code)
 
                                 (716)625-7500
                                 -------------
             (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 reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes       No   X
    -----    -----

     Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date: As of March 31, 1998,
Lockport Savings Bank, the Registrant's to-be wholly owned subsidiary, had not
completed its mutual-to-stock conversion and reorganization into the mutual
holding company structure. Accordingly, there were no issued and outstanding
shares of the Registrant's common stock, par value $.01 per share, at March 31,
1998.  The financial information presented herein is for Lockport Savings Bank
as the Registrant had not yet commenced operations.  Subsequently, the
conversion and reorganization were effective April 17, 1998 and trading
commenced on April 20, 1998.  As of May 11, 1998, there were issued and
outstanding 29,756,250 shares of the Registrant's common stock.

================================================================================
<PAGE>
 
                             NIAGARA BANCORP, INC.
                                   FORM 10-Q
                 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1998

                               TABLE OF CONTENTS
                                        
<TABLE> 
<CAPTION> 

Item Number                                                          Page Number
- -----------                                                          -----------
<S>                                                                  <C>
                        PART I - FINANCIAL INFORMATION

    1.  Financial Statements
          (Lockport Savings Bank's Financial Statements are included
          herein as the predecessor entity to Niagara Bancorp, Inc.)

         Consolidated Statements of Condition
           March 31, 1998 and December 31, 1997..............................  3
 
         Consolidated Statements of Income
           Three months ended March 31, 1998 and 1997........................  4
 
         Consolidated Statements of Comprehensive Income
           Three months ended March 31, 1998 and 1997........................  5

         Consolidated Statements of Changes in Net Worth
           Three months ended March 31, 1998 and 1997........................  6
 
         Consolidated Statements of Cash Flows
           Three months ended March 31, 1998 and 1997........................  7
 
         Notes to Consolidated Financial Statements..........................  8
 
    2.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations...........................................  9

    3.  Quantitative and Qualitative Disclosure About Market Risk............ 16
 
                          PART II - OTHER INFORMATION

    1.  Legal Proceedings.................................................... 17
 
    2.  Changes in Securities................................................ 17

    3.  Defaults upon Senior Securities...................................... 17
 
    4.  Submission of Matters to a Vote of Security Holders.................. 17
 
    5.  Other Information.................................................... 17
 
    6.  Exhibits and Reports on Form 8-K..................................... 17
 
Signatures..................................................................  17

Exhibit Index...............................................................  18
</TABLE> 

                                       2
<PAGE>
 
                         PART I. FINANCIAL INFORMATION

Item 1.  Financial Statements

                             Lockport Savings Bank
                               and Subsidiaries

                     Consolidated Statements of Condition
<TABLE>
<CAPTION>
 
 
                                                  March 31,   December 31,
                                                    1998         1997
                                                 ------------ ------------ 
                                                  (unaudited)
                     Assets                        (Dollars in thousands)
                     ------
<S>                                              <C>          <C>
Cash and cash equivalents:
   Cash and due from banks.....................   $   26,096       13,913
   Federal funds sold..........................      114,800        7,700
 Securities purchased under resale agreements..       10,000       15,000
                                                  ----------   ----------  
   Total cash and cash equivalents.............      150,896       36,613
                                                                
Securities available for sale..................      490,695      449,281
Securities held to maturity....................            -       17,000
Loans, net.....................................      639,980      635,396
Accrued interest receivable....................        7,550        7,085
Premises and equipment, net....................       22,415       22,308
Federal Home Loan Bank stock, at cost..........        6,618        6,392
Other assets...................................        5,312        4,951
                                                  ----------   ----------  
                                                  $1,323,466    1,179,026    
                                                  ==========   ==========
                                                                
        Liabilities and Net Worth                               
        -------------------------                               
Liabilities:                                                    
 Deposits......................................   $1,125,902      986,875
 Mortgagors' payments held in escrow...........        5,864        8,746
 Short-term borrowings.........................       19,012       18,783
 Long-term debt................................       19,798       14,934
 Other liabilities.............................       18,675       19,217
                                                  ----------   ----------  
                                                   1,189,251    1,048,555    
                                                  ----------   ----------  
                                                                
Net worth:                                                      
 Surplus and undivided profits.................      130,887      127,941
 Net unrealized gain on securities available                    
  for sale, net of deferred income taxes.......        3,328        2,530
                                                  ----------   ----------  
                                                     134,215      130,471
                                                  ----------   ----------  
                                                  $1,323,466    1,179,026
                                                  ==========   ==========
</TABLE>

                                       3
<PAGE>
 
                             Lockport Savings Bank
                               and Subsidiaries

                       Consolidated Statements of Income
                                  (unaudited)
<TABLE>
<CAPTION>
 
                                                       Three Months Ended March 31,
                                                       ----------------------------
                                                           1998             1997
                                                       -----------       ---------- 
                                                          (Dollars in thousands)
<S>                                                    <C>               <C>
Interest income:
  Real estate loans..................................  $    11,430           10,816
  Other loans........................................        1,747            1,810
  Securities available for sale......................        7,328            6,630
  Securities held to maturity........................           82              378
  Federal funds sold and securities                                          
   purchased under resale agreements.................          526               93
  Other..............................................          151               93
                                                       -----------       ---------- 
    Total interest income                                   21,264           19,820
                                                                             
Interest expense:                                                            
  Deposits...........................................       10,965           10,209
  Borrowed funds.....................................          564              374
                                                       -----------       ---------- 
                                                                             
  Net interest income................................        9,735            9,237
                                                                             
Provision for credit losses..........................          257              216
                                                       -----------       ---------- 
Net interest income after provision                                          
 for credit losses...................................        9,478            9,021
                                                       -----------       ---------- 
                                                                             
Noninterest income:                                                          
  Banking service charges and fees...................          824              672
  Loan fees..........................................          406              257
  Net gain on sale of securities available for sale..            -                3
  Other..............................................          541              445
                                                       -----------       ---------- 
  Total noninterest income...........................        1,771            1,377
                                                       -----------       ---------- 
                                                                             
Noninterest expense:                                                         
  Salaries and employee benefits.....................        3,783            3,130
  Occupancy and equipment............................          825              601
  Technology and communications......................          748              689
  Marketing and advertising..........................          399              331
  Other..............................................          998            1,051
                                                       -----------       ---------- 
  Total noninterest expense..........................        6,753            5,802
                                                       -----------       ---------- 
                                                                             
  Income before income taxes.........................        4,496            4,596
                                                                             
Income taxes.........................................        1,550            1,709
                                                       -----------       ---------- 
                                                                             
  Net income.........................................  $     2,946            2,887
                                                       ===========       ==========
</TABLE>

                                       4
<PAGE>
 
                             Lockport Savings Bank
                               and Subsidiaries

                Consolidated Statements of Comprehensive Income
                                  (unaudited)
<TABLE>
<CAPTION>
                                                              Three Months Ended March 31,
                                                              ----------------------------
                                                                  1998           1997
                                                                 ------         ------
                                                                 (Dollars in thousands)
<S>                                                              <C>             <C>  
Net income....................................................   $2,946          2,887
                                                                        
Other comprehensive income, net of tax:                                 
 Unrealized gains (losses) on securities:                               
  Unrealized gains (losses) arising during period.............      798         (3,268)
  Less: reclassification adjustment for gains included                  
   in net income..............................................        -              2
                                                                 ------         ------
    Total other comprehensive income (loss)...................      798         (3,266)
                                                                 ------         ------
                                                                        
    Total comprehensive income (loss).........................   $3,744           (379)
                                                                 ======         ======
</TABLE>

                                       5
<PAGE>
 
                             Lockport Savings Bank
                               and Subsidiaries

                Consolidated Statements of Changes in Net Worth
                                  (unaudited)

<TABLE>
<CAPTION>
 
 
                                               Accumulated
                                Surplus and      other
                                 undivided   comprehensive
                                  profits        income       Total
                                -----------  -------------   --------
                                        (Dollars in thousands)
<S>                             <C>          <C>             <C>
Balance at January 1, 1997....    $116,690      (1,026)       115,664
                                                            
  Net income..................       2,887           -          2,887
  Other comprehensive loss....           -      (3,266)        (3,266)
                                  --------      ------        -------
                                                            
Balance at March 31, 1997.....    $119,577      (4,292)       115,285
                                  ========      ======        =======
                                                            
Balance at January 1, 1998....    $127,941       2,530        130,471
                                                            
  Net income..................       2,946           -          2,946
  Other comprehensive income..           -         798            798
                                  --------      ------        -------
                                                            
Balance at March 31, 1998.....    $130,887       3,328        134,215
                                  ========      ======        =======
 
</TABLE>

                                       6

<PAGE>
 
                             Lockport Savings Bank
                               and Subsidiaries

                     Consolidated Statements of Cash Flows
                                  (unaudited)
<TABLE>
<CAPTION>
                                                                Three Months Ended March 31,
                                                                -----------------------------
                                                                   1998                1997
                                                                ----------          ---------
                                                                   (Dollars in thousands)
<S>                                                             <C>                 <C>
Cash flows from operating activities:
 Net income...................................................    $  2,946              2,887
 Adjustments to reconcile net income to net                                         
  cash provided by operating activities:                                             
   Depreciation of premises and equipment.....................         586                484
   Amortization (accretion) of fees and discounts, net........          48               (222)
   Provision for credit losses................................         257                216
   Other provisions for losses................................           -                  5
   Net gain on sale of securities available for sale..........           -                 (3)
   Deferred income taxes......................................         (54)              (158)
   (Increase) decrease in:                                                           
     Accrued interest receivable..............................        (465)              (350)
     Other assets.............................................       1,451                (99)
   Decrease in other liabilities..............................      (2,854)            (1,591)
                                                                  --------           --------
      Net cash provided by operating activities...............       1,915              1,169
                                                                  --------           --------
Cash flows from investing activities:                                                
 Purchases of securities available for sale...................     (20,119)           (15,263)
 Proceeds from sales of securities available for sale.........           -              5,000
 Maturities of securities available for sale..................         635              6,175
 Principal payments on securities available for sale..........       9,434                700
 Purchases of mortgage related securities available for sale..     (44,378)            (4,886)
 Principal payments on mortgage related securities                                   
   available for sale.........................................      14,338              6,470
 Purchases of securities held to maturity.....................           -            (45,800)
 Maturities of securities held to maturity....................      17,000             45,000
 Net increase in loans........................................      (4,946)            (8,400)
 Other........................................................        (834)            (3,171)
                                                                  --------           --------
      Net cash used by investing activities...................     (28,870)           (14,175)
                                                                  --------           --------
Cash flows from financing activities:                                                
 Net increase in deposits.....................................     139,027             36,495
 Net decrease in mortgagors' payments held in escrow..........      (2,882)            (3,194)
 Proceeds from (repayments of) short-term borrowings..........         229             (1,972)
 Proceeds from long-term debt.................................       4,948                  -
 Repayments of long-term debt.................................         (84)                 -
                                                                  --------           --------
      Net cash provided by financing activities...............     141,283             31,329
                                                                  --------           --------
      Net increase in cash and cash equivalents...............     114,283             18,323
Cash and cash equivalents at beginning of period..............      36,613             16,219
                                                                  --------           --------
Cash and cash equivalents at end of period....................     150,896             34,542
                                                                  ========           ========
Supplemental disclosure of cash flow information:                                    
     Cash paid during the period for:                                                     
        Income taxes..........................................    $    186           $    245
        Interest expense......................................      11,302             10,347
                                                                  ========           ========
</TABLE>

                                       7
<PAGE>
 
                             Lockport Savings Bank
                               and Subsidiaries

                  Notes to Consolidated Financial Statements
                                  (unaudited)

(1)  Summary of Significant Accounting Policies

Basis of Financial Statement Presentation

Niagara Bancorp, Inc. (the Company) is a Delaware corporation organized in
December 1997 by Lockport Savings Bank (the Bank) in connection with the
conversion of the Bank from a New York - chartered mutual savings bank to a New
York chartered stock savings bank and the reorganization into the two tiered 
mutual holding company structure.  For the purposes of this Form 10-Q the 
financial statements of the Company have been omitted because as of March 31, 
1998, the Company had not yet issued any stock, had no assets (other than 
advance subscription deposits), and no liabilities, and had not yet conducted 
any business other than of an organizational nature.  Alternatively, the 
unaudited financial statements and the Management's Discussion and Analysis
of Financial Condition and Results of the Operations presented herein are for
the Bank as the predecessor entity to the Company.  No proforma effect has been
given to the sale of the Company's common stock in the conversion.

In addition, pursuant to the plan of reorganization, the Company established a 
charitable foundation dedicated exclusively to supporting charitable causes and
community development activities in Western New York.  The Company
funded the foundation by contributing a combination of authorized but
unissued common stock and cash, totaling $6.8 million during the second quarter
of 1998.  Such expense will reduce earnings and have a material impact on the
Company's results of operations for such quarter and for 1998.

The accompanying financial statements were prepared in accordance with the
instructions to Form 10-Q and therefore, do not include information or footnotes
necessary for a complete presentation of financial position, results of
operations and cash flows in conformity with generally accepted accounting
principles.  All normal, recurring adjustments which, in the opinion of
management, are necessary for a fair presentation of the financial statements
have been included.  The results of operations for the three months ended March
31, 1998 are not necessarily indicative of the results to be expected for the
year ending December 31, 1998.  These interim financial statements should be
read in conjunction with the Bank's audited financial statements and footnote
disclosures contained in the Company's Form 10-K as of December 31, 1997.

Business

The Company's principal business is conducted through the Bank which is a
traditional, full service, community oriented savings bank located in Lockport,
New York.  The Bank operates 15 branch offices in Western New York. The Bank's
deposit accounts are insured up to applicable limits by the Federal Deposit
Insurance Corporation (FDIC) through the Bank Insurance Fund.  The Bank is
subject to examination and regulation by the New York State Banking Department,
as its chartering agency; and by the FDIC, as its deposit insurer.  The Bank is
a member of the FHLB of New York and is subject to certain regulations by the
Federal Home Loan Bank system.  The Company, as a bank holding company, will be
subject to examination and regulation by the Federal Reserve Board.

(2)  Subsequent Event

The offering commenced on or about February 24, 1998 and continued through 
March 24, 1998.  The reorganization was effective April 17, 1998 and the 
Company's Common Stock was issued on April 20, 1998. The offering was managed 
on a best efforts basis by CIBC Oppenheimer Corporation and Trident Securities,
Inc., as marketing agents. The securities registered were the common stock, 
par value $.01 per share, of the Company.  In the registration statement, 
13,501,554 shares of such common stock were registered at an aggregate price 
of $135,015,540.  In the reorganization 29,756,250 shares of common stock were 
issued, of which 13,501,554 shares were sold to the public, which includes 
shares purchased by the Bank's employee stock ownership plan.   In addition, 
15,849,650 shares were issued to Niagara Bancorp, MHC, the mutual holding 
company formed in the reorganization and 405,046 shares were issued to the 
charitable foundation established by the Company.  All subscription deposits 
received in the offering were classified as deposits at March 31, 1998.

                                       8
<PAGE>
 
Item  2.  Management's Discussion and Analysis of Financial Condition and
Results of Operations

                              FINANCIAL CONDITION

At March 31, 1998 total assets were $1.323 billion as compared to $1.179 billion
at December 31, 1997, an increase of $144.4 million, or 12.3%.

The increase in total assets for the first three months of 1998 was primarily
the result of a $107.1 million increase in the balance of federal funds sold
from $7.7 million at December 31, 1997 to $114.8 million at March 31, 1998.
This increase primarily reflects the investment of subscription deposits
received during the initial stock offering of Niagara Bancorp, Inc. (the
Company).

Total securities increased $24.4 million, or 5.2%, from $466.3 million at
December 31, 1997 to $490.7 million at March 31, 1998.  This increase consisted
of a $41.4 million increase in securities available for sale and was offset by
the maturity of $17.0 million in securities held to maturity.  The increase in
securities available for sale was primarily the result of the Bank reinvesting
funds into one-to-three year estimated average life asset-backed securities 
and two-to-four year estimated average life collateralized mortgage 
obligations.  These funds  were previously invested in lower yielding money 
market preferred stock included in the held to maturity portfolio.  
Management's decision to reinvest these lower yielding, liquid assets upon 
maturity resulted from the flat interest rate yield curve and the declining 
rates being earned on these securities.

Net loans totaled $640.0 million at March 31, 1998, compared to $635.4 million
at December 31, 1997, an increase of $4.6 million, or  0.7%.  Loan growth during
the first quarter of 1998 was primarily concentrated in one-to-four family real
estate loans which increased $4.8 million from $392.8 million at December 31,
1997 to $397.6 million at  March 31, 1998, and consumer and other loans which
increased $2.0 million from $65.7 million to $67.7 million.  Partially
offsetting this growth was a $2.3 million decrease in multi-family and
commercial real estate loans from $151.3 million at December 31, 1997 to $149.0
million at March 31, 1998 which resulted from the accelerated level of
refinancings due to the lower interest rate environment.

Loan Portfolio Composition.  Set forth below is selected information concerning
the composition of the Bank's loan portfolio in dollar amounts and in
percentages (before deductions for deferred fees and costs, unearned discounts
and allowances for  credit losses) as of the dates indicated.
<TABLE>
<CAPTION>
 
                                   March 31, 1998             December 31, 1997
                              ------------------------      ---------------------
                                Amount       Percent          Amount    Percent
                              ----------   -----------      ---------  ----------
                                               (Dollars in thousands)
<S>                           <C>           <C>                 <C>        <C>
Real Estate Loans:
- -----------------
 One- to four-family........   $397,640        61.77%        $392,846       61.47%
 Home equity................     13,891         2.16           13,587        2.13
 Multi-family...............     73,877        11.48           74,049       11.59
 Commercial real estate.....     75,158        11.67           77,217       12.08
 Construction...............     10,735         1.67           10,791        1.69
                               --------      -------         --------    --------
   Total real estate loans..    571,301        88.75          568,490       88.96
                               --------      -------         --------    --------
                                                          
Consumer and Other Loans:                                 
- ------------------------                                  
 Consumer Loans:                                          
 Mobile home................     22,763         3.54           22,747        3.56
   Vehicle..................      7,430         1.15            7,306        1.14
   Personal.................     14,998         2.32           15,157        2.37
   Home improvement.........      7,479         1.16            7,609        1.19
   Other consumer...........      1,900          .30            1,874        0.29
   Guaranteed student.......     13,129         2.04           10,975        1.72
                               --------      -------         --------    --------
     Total consumer loans...     67,699        10.51           65,668       10.27
 Commercial business loans..      4,794         0.74            4,893        0.77
                               --------      -------         --------    --------
     Total loans............    643,794       100.00%         639,051      100.00%
                               --------      =======         --------    ========
                                                          
 Net deferred costs.........      3,380                         3,380
 Unearned discounts.........       (106)                         (114)
 Allowance for credit losses     (7,088)                       (6,921)
                               --------                      --------
 Loans, net.................   $639,980                      $635,396
                               ========                      ========
</TABLE>

                                       9
<PAGE>
 
Deposits increased $139.0 million, or 14.1%, during the first quarter of 1998,
totaling $1.126 billion at March 31, 1998 compared to $986.9 million at December
31, 1997.  The growth in deposits was primarily in savings and interest-bearing
checking deposits which increased $113.1 million and $29.1 million,
respectively.   The increase in these deposits was primarily attributable to
subscription deposits received in connection with the initial stock offering of
the Company.

Borrowed funds increased $5.1 million, or 15.1% to $38.8 million at March 31,
1998 compared to $33.7 million at December 31, 1997.  This resulted from a $5.2
million increase in the Bank's reverse repurchase agreements during the first
quarter to $24.0 million at March 31, 1998.  The increase in borrowed funds was
offset by $84,000 in amortization on the Bank's outstanding long-term Federal
Home Loan Bank (FHLB) advances.

Net worth was $134.2 million at March 31, 1998, an increase of $3.7 million, or
2.9% from $130.5 million at December 31, 1997.  This increase reflects net
income of $2.9 million as well as an increase in the net unrealized gain on
securities available for sale of $798,000 from $2.5 million at December 31, 1997
to $3.3 million at March 31, 1998.

The following table presents, for the periods indicated, the total dollar amount
of interest income from average interest-earning assets and the resultant
yields, as well as the interest expense on average interest-bearing liabilities,
expressed both in dollars and rates.  No tax equivalent adjustments were made.
All average balances are average daily balances. Non-accruing loans have been
excluded from the yield calculations in this table.
<TABLE>
<CAPTION>
 
                                                                            Three Months Ended March 31,
                                               ----------------------------------------------------------------------------------
                                                                 1998                                       1997
                                               ----------------------------------------    --------------------------------------
                                                 Average       Interest                      Average      Interest    
                                               Outstanding      Earned/       Yield/       Outstanding     Earned/       Yield/
                                                 Balance         Paid          Rate          Balance         Paid         Rate
                                               ------------   -----------   -----------    ------------    --------    ----------  
(Dollars in thousands)                                                                                                
<S>                                             <C>            <C>           <C>             <C>         <C>           <C>
  Interest-earning assets:
    Federal funds sold and securities
      purchased under resale agreements....... $     37,568   $       526          5.68%   $      7,000    $      93          5.39%
    Investment securities(1)..................      188,771         2,802          5.94         161,551        2,257          5.59
    Mortgage related securities(1)............      274,842         4,608          6.71         284,376        4,751          6.68
    Loans (2).................................      640,485        13,177          8.23         604,536       12,626          8.35
    Other interest-earning assets (3).........        9,132           151          6.61           6,012           93          6.19
                                               ------------   -----------                  ------------    ---------    
         Total interest-earning assets........    1,150,798   $    21,264          7.39%      1,063,475    $  19,820          7.45%
                                               ------------   -----------                  ------------    ---------    
 
  Allowance for credit losses.................       (7,088)                                     (6,677)
  Other noninterest-earning assets (4)........       61,655                                      41,333
                                               ------------                                ------------                           
         Total assets......................... $  1,205,365                                $  1,098,131
                                               ============                                ============
 
  Interest-bearing liabilities:
    Savings accounts.......................... $    308,913   $     2,446          3.21%   $    299,547    $   2,474          3.35%
    Interest-bearing checking accounts........      171,628         1,328          3.14         109,985          723          2.67
    Certificates of deposit...................      497,517         7,162          5.84         492,712        6,982          5.75
    Mortgagor's payments held in escrow.......        6,075            29          1.94           6,481           30          1.88
    Other borrowed funds......................       37,318           564          6.13          27,525          374          5.51
                                               ------------   -----------                  ------------    ---------    
         Total interest-bearing liabilities       1,021,451   $    11,529          4.58%        936,250    $  10,583          4.58%
                                               ------------   -----------                  ------------    ---------    
 
  Noninterest-bearing demand deposits.........       26,999                                      25,856
  Other noninterest-bearing liabilities.......       23,653                                      18,368
                                               ------------                                ------------    
         Total liabilities....................    1,072,103                                     980,474
  Net worth (4)...............................      133,262                                     117,657
                                               ------------                                ------------    
         Total liabilities and net worth...... $  1,205,365                                $  1,098,131
                                               ============                                ============

  Net interest income.........................                $     9,735                                  $   9,237
                                                              ===========                                  =========
 
  Net interest rate spread....................                                     2.81%                                      2.87%
                                                                            ===========                                 ==========
 
  Net earning assets.......................... $    129,347                                $    127,225
                                               ============                                ============
 
  Net interest income as a percentage of
         average interest-earning assets......                       3.38%                                      3.47%
                                                              ===========                                  =========
 
  Ratio of average interest-earning assets
         to average interest-bearing liabilities                   112.66%                                    113.59%
                                                              ===========                                  =========
</TABLE>

- ---------------------
(1) Amounts shown are at amortized cost.
(2) Net of deferred loan fees and expenses, loan discounts, loans-in-process
    and non-accruing loans.
(3) Includes Federal Home Loan Bank stock and interest-bearing demand
    accounts.
(4) Includes unrealized gains/(losses) on securities available for sale.

                                       10

<PAGE>
 
                             RESULTS OF OPERATIONS

General

The Bank's net income increased by $59,000, or 2.0 %, to $ 3.0 million for the
three months ended March 31, 1998 compared to $2.9 million for the same period
in 1997.  The increase was primarily due to an increase in interest income of
$1.5 million which resulted from an increase in the average balance of interest-
earning assets, an increase in noninterest income of $394,000, and a decrease of
$159,000 in the provision for income taxes.  The increases in income were
partially offset by an increase in interest expense of $946,000 which resulted
from an increase in average interest-bearing liabilities, as well as an increase
in noninterest expense of $951,000.

Interest Income

Total interest income increased by $1.5 million, or 7.3%, to $21.3 million for
the first quarter of 1998 compared to $19.8 million for the same period in 1997.
The increase was primarily due to a $551,000 increase in income from loans, a
$545,000 increase in income from investment securities, and a $433,000 increase
in income from federal funds sold and securities purchased under resale
agreements.  These increases were partially offset by a $143,000 decrease in
income from mortgage related securities.

The primary reason for the increase in income from loans was an increase of
$36.0 million in the average balance of loans to $640.5 million for the first
quarter of 1998 from $604.5 million for the first quarter of 1997, and was
partially offset by a 12 basis point decrease in the average yield on loans from
8.35% to 8.23%.  The average balance of the loan portfolio increased primarily
in the one-to-four family and multi-family and commercial real estate portfolios
with average increases of $29.9 million and $10.1 million, respectively, as
continued emphasis was  placed on expanding the Bank's real estate lending.
Contributing to the increase in the average balance of the multi-family and
commercial real estate portfolios was a  $5.1 million secondary market purchase
of commercial mortgages  in November 1997. These increases were partially offset
by an $8.1 million decrease in the average balance of consumer loans from the
first quarter of 1997 to the same period in 1998.  This decrease was
attributable to a $12.5 million early repayment of an automobile lease portfolio
in April 1997.

The increase in income from investment securities, which includes debt, equity
and asset-backed securities, resulted from a $27.2 million increase in the
average investment securities balance from $161.6 million to $188.8 and a 35
basis point increase in the yield on these securities from 5.59% to 5.94%.  The
increase in the average balance on investment securities resulted from a
strategic decision to invest in higher yielding investment securities,
particularly corporate bonds, an emphasis on asset-backed securities as a short-
term investment alternative, continued growth  in the Bank's equity portfolio,
and less emphasis on lower yielding money market preferred stock.

Income on federal funds sold and securities purchased under resale agreements
increased by $433,000 due to the average balance of federal funds sold
increasing $20.3 million, or 290.0% from $7.0 million to $27.3 million.  This
increased liquidity resulted from subscription deposits received during the
Company's initial stock offering, as well as investing decisions being
influenced by the flat interest rate yield curve with short- term rates
providing similar returns to intermediate and longer term instruments with
greater risk.  Also contributing to the increase was management's decision to
initiate repurchase agreements  because of the opportunity to earn greater
returns on the Bank's short-term liquidity position.  These repurchase
agreements represent $10.3 million of the $30.6 million increase in the average
balance of federal funds sold and securities purchased under resale agreements.

The decrease in income from mortgage related securities was attributable to a
$9.6 million, or 3.5% decrease in the average balance from $284.4 million to
$274.8 million.  This decrease resulted from accelerated prepayments due to the
low interest rate environment, as well as the Bank's decision to allocate funds
to other short-term investments. Partially offsetting the decrease in income on
mortgage related securities was a 3 basis point increase in the average yield to
6.71% from 6.68%.

Interest Expense

The Bank's interest expense totaled $11.5 million for the first quarter of 1998
compared to $10.6 million for the same period in 1997, increasing $946,000, or
8.9%.  The major components of the increase in interest expense were a $605,000
increase in interest expense on interest-bearing checking accounts, a $190,000
increase in interest expense on other borrowings, and a $180,000 increase in
interest expense on certificates of deposit.  Partially offsetting these
increases was a slight decrease of $28,000 in interest expense on savings
deposits.

                                       11
<PAGE>
 
The increase in interest expense on interest-bearing checking accounts was due
to an increase of $61.6 million in the average balance from $110.0 million at
March 31, 1997 to $171.6 million at March 31, 1998.  This increase was primarily
attributable to the introduction in June 1997 of a new money market deposit
account product that had an average balance of $58.5 million for the first
quarter of 1998.  Also contributing to the increase in interest expense on
interest-bearing checking accounts was a 47 basis point increase in the average
rate paid from 2.67% to 3.14% which resulted from the rate paid on the new money
market deposit account which competes against money market mutual funds.

Interest expense related to other borrowings increased as a result of a $9.8
million increase in the average balance of other borrowings to $37.3 million at
March 31, 1998 from $27.5 million at March 31, 1997 and a 62 basis point
increase in the average borrowing cost to 6.13% from 5.51%.   The increase in
the average balance of other borrowings was attributable to the Bank obtaining
two $5.0 million, fifteen year, amortizing FHLB borrowings, one in July 1997 and
one in December 1997.

The increase in interest expense for certificates of deposit was primarily due
to an increase of $4.8 million in the average balance from $492.7 million to
$497.5 million and a 9 basis point increase in the average cost of certificates
of deposit from 5.75% to 5.84%.  Contributing to this increase in the average
cost was the promotional rates offered on certificate of deposit accounts during
the Bank's new branch openings in March and May of 1997.

The decrease in interest expense on savings deposits was attributable to a 14
basis point decrease in the average rate paid on saving deposits from 3.35% to
3.21%.  This decrease in rate was offset by a $9.4 million increase in the
average balance of these accounts from $299.5 million to $308.9 million, which
primarily resulted from deposits received from the  Company's initial stock
offering.  Also contributing to the increase in the average balance were the
savings deposits recorded at the two new branch locations that were opened in
1997.

Net Interest Income

Net interest income increased $498,000, or 5.4%, to $9.7 million for the three
months ends March 31, 1998 compared to $9.2 million for the same period in 1997.
The Bank's net interest income was impacted by the flattening of the interest
rate yield curve, resulting in lower rates on longer-term instruments with rates
on short-term instruments remaining at fairly consistent levels throughout the
period. The increase in interest income was due to an increase of $87.3 million
, or 8.2%, in the average balance of interest-earning assets from $1.063 billion
at March 31, 1997 to $1.151 billion at March 31, 1998. Offsetting this increase
was a 6 basis point decrease in the average yield on interest-earning assets
from 7.45% for the first quarter of 1997 to 7.39% for the first quarter of 1998,
reflective of the yield curve's impact on the Bank's longer-term loan and
security portfolios. The increase in interest expense was attributable to an
$85.2 million, or 9.1% increase in average interest-bearing liabilities from
$936.3 million at March 31, 1997 to $1.022 billion at March 31, 1998. The
flattening of the yield curve and the short-term nature of the Bank's interest-
bearing liabilities resulted in the average rate paid on interest-bearing
liabilities remaining at 4.58% for both periods. These changes are reflected in
the Bank's interest rate spread (the difference between the weighted average
yield on interest earning-assets and weighted average cost of interest-bearing
liabilities) and net interest margin (net interest income as a percentage of
average interest-earning assets) which declined to 2.81% and 3.38%,
respectively, during the three months ended March 31, 1998 compared to 2.87% and
3.47% for the comparable period in 1997.

Provision for Credit Losses

The provision for credit losses was $257,000 for the three months ended March
31, 1998 comparable to the $216,000 provided for the same period in 1997, as
credit quality remained high during the first quarter of 1998 with net charge-
offs remaining the same as the first quarter of 1997 at .01% of average loans.

The adequacy of the Bank's allowance for credit losses is reviewed quarterly
with consideration given to potential risk inherent within the loan portfolio,
the status of particular loans, historical loan loss experience, as well as
current and anticipated economic and market conditions.  As of March 31, 1998
the Bank's allowance totaled $7.1 million, or 1.10% of total loans compared to
$6.9 million, or 1.08% of total loans as of December 31, 1997.
 

                                       12
<PAGE>
 
Analysis of the Allowance For Credit Losses.  The following table sets forth the
analysis of the allowance for credit losses for the periods indicated.
<TABLE>
<CAPTION>
 
 
                                              Three months ended March 31,
                                              -----------------------------
                                                 1998               1997
                                              ----------          ---------
                                                  (Dollars in thousands) 
<S>                                           <C>                 <C>
Balance at beginning of period..............   $ 6,921             $ 6,539
                                                                   
Net charge-offs:                                                   
 Charge-offs................................      (204)                (71)
 Recoveries.................................       114                  40
                                               -------             -------
Total net charge-offs.......................       (90)                (31)
Provision for credit losses.................       257                 216
                                               -------             -------
Balance at end of period....................   $ 7,088             $ 6,724
                                               =======             =======
                                                                   
Ratio of net charge-offs during the period                         
 to average loans outstanding during                               
 the period.................................      0.01%               0.01%
                                               =======             =======
                                                                   
Allowance for credit losses to                                     
 total loans................................      1.10%               1.10%
                                               =======             =======
                                                                   
Allowance for credit losses to                                     
 non-accruing loans.........................    239.06%             165.53%
                                               =======             =======
 
</TABLE>

Non-Accruing Loans and Non-Performing Assets.  The following table sets forth
information regarding non-accruing loans and non-performing assets.
<TABLE>
<CAPTION>
 
 
                                                      March 31, 1998     December 31, 1997 
                                                      ---------------    ----------------
                                                            (Dollars in thousands) 
<S>                                                   <C>                <C>
Non-accruing loans:.................................
 One- to four-family................................          $1,340             $1,126
 Home equity........................................              20                  -
 Commercial real estate and multi-family............           1,296              1,364
 Consumer and other.................................              91                235
 Commercial business................................             218                322
                                                              ------             ------
    Total non-accruing loans........................           2,965              3,047
                                                              ------             ------
 
Non-performing assets...............................             299                223
 
Total non-accruing loans and non-performing assets..          $3,264             $3,270
                                                              ======             ======
 
Total non-accruing loans and non-performing assets
 as a percentage of total assets....................            0.25%              0.28%
                                                              ======             ======
 
Total non-accruing loans to total loans.............            0.46%              0.47%
                                                              ======             ======
</TABLE>

                                       13
<PAGE>
 
Noninterest Income

Noninterest income is composed of fee income and service charges for bank
services, profits from the sale of loans and securities, and other noninterest
income.  Noninterest income totaled $1.8 million for the three months ended
March 31, 1998, representing an increase of $394,000, or 28.6%, over the $1.4
million recorded for the three months ended March 31, 1997.

Contributing to the increase in noninterest income was a $153,000, or 22.8%
increase in bank service charges and fees on deposit accounts.  In particular,
insufficient fund fees and other service charges on checking accounts increased
$88,000 during the first quarter of 1998 compared to the first quarter of 1997
as a result of the Bank's continued promotion of its checking account products.
In addition, growth in acceptance and usage of the Bank's debit card resulted in
$42,000 of additional transaction fees for the three months ended March 31, 1998
compared to the same period in 1997.

Loan origination and servicing fees increased $149,000, or 58.1% during the
first three months of 1998 compared to the first three months of 1997.  This
increase reflects an increase of $72,000 in application, underwriting and other
origination fees associated with the increased refinancings that occurred during
the first quarter of 1998.   Loan originations for the first three months of
1998 totaled $43.7 million compared to $34.1 million originated during the same
period in 1997.  Also contributing to the overall increase in loan fees was an
additional $20,000 in service fee income for servicing loans sold to the
secondary market, as well as $19,000 collected as a result of a third-party
agent credit card program that was initiated in 1997.

All other noninterest income increased $93,000, or 20.8%, when comparing the
three months ended March 31, 1998 to the three months ended March 31, 1997.
This increase resulted primarily from $30,000 in additional profits on sold
loans and an increase of $27,000 in fees associated with providing various
services to the Bank's Savings Bank Life Insurance Department.

Noninterest Expense

Noninterest expense totaled $6.8 million for the first quarter of 1998,
reflecting a $951,000, or a 16.4% increase over the first quarter of 1997 which
totaled $5.8 million.  The increase was primarily due to a $653,000 increase in
salaries and employee benefits, a $224,000 increase in occupancy and equipment
costs, a $68,000 increase in marketing and advertising and a $59,000 increase in
technology and communications expense.  Partially offsetting these increases was
a decrease in other noninterest expenses of $54,000.

Salaries and employee benefits totaled $3.8 million for the first three months
of 1998 compared to $3.1 million for the same period in 1997.  This increase in
expense is a  result of normal merit and promotional salary increases, as well
as an increase in the Bank's number of full-time equivalents from 338.5 at 
March 31, 1997 to 379.0 at March 31, 1998.  This increase in personnel resulted
from two new branch openings in 1997, the hiring of staff for a new branch 
scheduled to open in the second quarter of 1998, as well as overall growth in 
the Bank.

Occupancy and equipment expenses increased to $825,000 during the first quarter
of 1998 compared to $601,000 for the first quarter of 1997. This increase
resulted from the depreciation and building expenses associated with the Bank's
construction of a new administrative center, as well as the opening of two new
branch locations during 1997.  The administrative center was occupied in August
1997 and the new branches were opened in March and May of 1997.

Technology and communications expense totaled $748,000 for the first quarter of
1998 compared to $689,000 for the same period in the previous year.  Network
interchange fees contributed to $46,000 of the $59,000 overall increase and
reflects the growing costs associated with  increased customer transactions with
the Bank's debit card product.

The increase in marketing and advertising to $399,000 for the three months ended
March 31, 1998 compared to $331,000 for the same period in 1997 was primarily
attributable to costs associated with enhancing and updating advertising and
promotional materials utilized for a marketing campaign which was originally
introduced in early 1996.

                                       14
<PAGE>
 
Income Taxes

Income tax expense totaled $1.6 million for the first quarter of 1998 compared
to $1.7 million for the first quarter of 1997.  The effective tax rate decreased
from 37.2% for the three months ended March 31, 1997 to 34.5% for the same
period in 1998 which is reflective of the implementation of various tax planning
strategies during the third quarter of 1997.

Liquidity

The Bank's primary sources of funds are deposits, proceeds from the principal
and interest payments on loans, mortgage related and debt and equity securities,
and to a lesser extent, borrowings and proceeds from the sale of fixed rate
mortgage loans to the secondary market.  While maturities and scheduled
amortization of loans and securities are predictable sources of funds, deposit
outflows, mortgage prepayments, mortgage loan sales, and borrowings are greatly
influenced by market interest rates, economic conditions and competition.

The Bank experienced a net increase in total deposits of $139.0 million for the
three months ended March 31, 1998 compared to $36.5 million for the same period
in 1997.  The increase in the first quarter of 1998 is primarily  attributable
to subscription deposits received as a result of  the initial stock offering of
the Company.  Principal repayments on mortgage related and asset-backed
securities provided an additional source of liquidity, totaling $23.8 million
for the first quarter of 1998 compared to $7.2 million for the first quarter of
1997.

The Bank's primary investing activities are the origination of both residential
one-to-four family and commercial real estate loans and the purchase of mortgage
related and debt and equity securities.  During the three months ended March 31,
1998 and 1997, loan originations totaled $43.7 million and $34.1 million,
respectively.  Purchases of mortgage related securities totaled $44.4 million
for the first quarter of 1998 compared to $4.9 million for the first quarter of
1997.  Purchases of other available for sale securities during the first three
months of 1998 totaled $20.1 million compared to $15.3 million for the same
period in 1997.

At March 31, 1998, the Bank's outstanding loan commitments totaled $67.3
million.  These commitments do not necessarily represent future cash
requirements since certain of these instruments may expire without being funded
and others may not be fully drawn upon.  It is anticipated that there will be
sufficient funds available to meet the current loan commitments and other
obligations.

Cash, interest-bearing demand accounts, federal funds sold and securities
purchased under resale agreements are the Bank's most liquid assets.  The levels
of these assets are monitored daily and are dependent on operating, financing,
lending and investing activities during any given period.  Excess short-term
liquidity is usually invested in overnight federal funds sold.  In the event the
Bank requires funds beyond those generated internally, additional sources of
funds are available through the use of reverse repurchase agreements and short-
term FHLB advances.   At March 31, 1998, the total of cash, interest-bearing
demand accounts, federal funds sold and securities purchased under resale
agreements was $150.9 million, or 11.4% of total assets.  It is anticipated that
the subscription deposits received during the Company's  stock offering will be
invested in higher yielding assets during the second and third quarters of 1998,
thereby reducing liquidity ratios.

Capital

At March 31, 1998, the Bank exceeded all regulatory capital requirements.  The
current requirements and the Bank's actual levels are detailed in the following
table.
<TABLE>
<CAPTION>
 
                                                                 As of March 31, 1998
                                            ----------------------------------------------------------------
                                                                      Required       To Be Well Capitalized
                                                                    For Capital      Under Prompt Corrective
                                                  Actual         Adequacy Purposes     Action Provisions
                                            ------------------  ------------------  ------------------------
                                             Amount    Ratio     Amount     Ratio     Amount         Ratio
                                            --------  --------  --------  --------  ---------      ---------
                                                                (Dollars in thousands)
<S>                                         <C>       <C>       <C>       <C>          <C>          <C>
 
Total Capital (to risk-weighted assets)...  $138,032    21.06%   $52,424        8.00%      $65,530  10.00%
Tier 1 Capital (to risk-weighted assets)..   130,944    19.98     26,212        4.00        39,318   6.00
Leverage Capital (to average assets)......   130,944    10.90     36,032        3.00        60,054   5.00
</TABLE>

                                       15
<PAGE>
 
Net Income and Net Portfolio Value Analysis

The Bank's interest rate sensitivity is monitored partially through the use of a
net income model and a net portfolio value model which generates estimates of
the changes in the Bank's net income and net portfolio value ("NPV") over a
range of interest rate scenarios.  NPV is the present value of expected cash
flows from assets and liabilities.

The model below assumes estimated loan prepayment rates, reinvestment rates and
deposit decay rates.  For adjustable and fixed-rate loans on residential
properties, prepayment rates were assumed to range from 7.38% to 15.12%
annually.  Mortgage related securities were assumed to prepay at rates between
11.28% and 13.44% annually.  Savings account cashflows were assumed to decay at
33.29%, 7.71%, 15.42%, 9.06%, 7.18%, 12.07% and 15.27%; NOW checking account
cashflows were assumed to decay at 22.38%, 22.38%, 44.77%, 2.18%, 1.72%, 2.90%,
and 3.67%; and money market savings account cashflows were assumed to decay at
65.23%, 3.16%, 6.32%, 25.29%, 0%, 0%, and 0% for the periods of three months or
less, three to six months, six to twelve months, one to three years, three to
five years, five to ten years and more than ten years, respectively.  A
significant portion of the subscription deposits are included in savings
accounts as of March 31, 1998 and  will transfer to equity upon the completion
of the Plan of Reorganization.  Therefore, the decay rate of 33.29% in the three
months or less interval reflects that outflow.  While the Bank believes such
assumptions to be reasonable, there can be no assurance that assumed prepayment
rates and decay rates will approximate actual future loan prepayment and deposit
withdrawal activity.
 

The following sets forth the Bank's net income and NPV as of March 31, 1998.
<TABLE>
<CAPTION>
Change in        
Interest Rates                  Net Income                                Net Portfolio Value
In Basis Points    ---------------------------------------      -------------------------------------
(Rate Shock)       $ Amount     $ Change       % Change          $ Amount      $ Change     % Change
- ----------------   --------  ---------------  ------------      -----------  ------------  ----------  
                                                    (Dollars in thousands)
<S>                <C>       <C>              <C>               <C>          <C>           <C>
 
       400.......    10,131     (1,390)          (12.1)%           114,139      (39,743)     (25.8)%
       300.......    10,393     (1,128)           (9.8)%           124,211      (29,671)     (19.3)%
       200.......    10,773       (748)           (6.5)%           134,854      (19,028)     (12.4)%
       100.......    11,178       (343)           (3.0)%           145,050       (8,832)      (5.7)%
       Static....    11,521         --               --            153,882           --          --
       (100).....    11,727        206              1.8%           159,363        5,481         3.6%
       (200).....    11,826        305              2.6%           161,304        7,422         4.8%
       (300).....    11,915        394              3.4%           174,892       21,010        13.7%
       (400).....    12,029        508              4.4%           193,334       39,452        25.6%
 
</TABLE>

Certain shortcomings are inherent in the methodology used in the above interest
rate risk measurements.  Modeling changes in net income and NPV requires making
certain assumptions which may or may not reflect the manner in which actual
yields and costs respond to changes in market interest rates.  In this regard,
the net income and NPV table presented assumes that the composition of the
Bank's interest sensitive assets and liabilities existing at the beginning of a
period remains constant over the period being measured and also assumes that a
particular change in interest rates is reflected uniformly across the yield
curve regardless of the duration to maturity or repricing of specific assets and
liabilities.  Accordingly, although the net income and NPV table provides an
indication of the Bank's interest rate risk exposure at a particular point in
time, such measurements are not intended to and do not provide a precise
forecast of the effect of changes in market interest rates on the Bank's net
interest income and will differ from actual results.

 

                                       16
<PAGE>
 
                          PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

          The Company is not party to any legal proceedings, claims or lawsuits.

Item 2.  Changes in Securities

            Not applicable.

Item 3.  Defaults upon Senior Securities
 
            Not applicable.

Item 4.  Submission of Matters to a Vote of Security Holders

          No matters were submitted during the first quarter for the period
ended March 31, 1998 to a vote of security holders.

Item 5.  Other Information

            Not applicable.

Item 6.  Exhibits and Reports on Form 8-K

       (a)  The following exhibits are filed as part of this report:

     Exhibit No.
     -----------

        99.1   Summary of Quarterly Financial Data

        27.1   Financial Data Schedule

       (b)  Reports on Form 8-K

            Not applicable.

                                  SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                    NIAGARA BANCORP, INC.


Date:                           By: /s/ William E. Swan
                                   ---------------------------------------------
                                   William E. Swan
                                   President and Chief Executive Officer
 

Date:                           By: /s/ Paul J. Kolkmeyer
                                   ---------------------------------------------
                                   Paul J. Kolkmeyer
                                   Executive Vice President and Chief Financial
                                   Officer
        

                                       17
<PAGE>
 
                                 EXHIBIT INDEX

Exhibit
Number
- --------

  99.1          Summary of Quarterly Financial Data.  Filed herewith.

  27.1          Financial Data Schedule.  Filed herewith.
 


                                       18

<PAGE>
 
Exhibit 99.1
Summary of Quarterly Financial Data (1)
<TABLE>
<CAPTION>
 
                                                                                                                      First Quarter
                                                      1998                           1997                             1998 vs 1997
                                                   ----------  --------------------------------------------------     -------------
                                                     First       Fourth         Third       Second       First              %
                                                    Quarter      Quarter       Quarter      Quarter     Quarter           Change
                                                   ----------  -----------   ----------   ----------   ----------     -------------
<S>                                                <C>          <C>          <C>          <C>          <C>             <C>
                                                              
SELECTED QUARTERLY AVERAGE BALANCES                           
Amounts in thousands                                          
Total assets...................................    $1,205,365   $1,170,145   $1,166,733   $1,138,763   $1,098,131            9.8%
Total earning assets...........................     1,150,798    1,120,696    1,122,331    1,104,403    1,063,475            8.2
Securities, at amortized cost..................       463,613      464,629      471,462      467,761      445,927            4.0
Loans (2)......................................       640,485      630,625      618,289      604,634      604,536            5.9
Interest-bearing deposits......................       978,058      956,964      954,795      936,422      902,244            8.4
Short-term borrowed funds......................        22,420       16,732       18,815       24,133       22,203            1.0
Long-term debt.................................        14,898       10,500        8,370        5,000        5,322          179.9
Total interest-bearing liabilities.............     1,021,451      991,502      992,729      973,228      936,250            9.1
Noninterest-bearing deposits...................        26,999       27,100       28,431       28,069       25,856            4.4
Total deposits.................................     1,005,057      984,064      983,226      964,491      928,100            8.3
Net worth......................................       133,262      129,250      125,644      118,907      117,657           13.3
Common shares outstanding (3)                                                
          Basic................................             -            -            -            -            -              -
          Diluted..............................             -            -            -            -            -              -
                                                                             
ASSET QUALITY DATA                                                           
Non-performing loans...........................    $    2,965   $    3,047   $    1,925   $    2,366   $    4,062          -27.0%
Other non-performing assets....................           299          223          268          681          330           -9.4
                                                   ----------   ----------   ----------   ----------   ----------
Total non-performing assets....................         3,264        3,270        2,193        3,047        4,392          -25.7
Allowance for credit losses....................         7,088        6,921        6,353        6,166        6,724            5.4
Net loan charge-offs (preceding 12 months).....         1,170        1,111        1,266          920          276          323.9%
Total non-performing assets                                                  
          as percentage of total assets........          0.25%        0.28%        0.19%        0.27%        0.39%             -
Total non-performing loans to total loans......          0.46         0.47         0.31         0.39         0.66              -
Net charge-offs to average loans...............          0.19         0.18         0.21         0.16         0.05              -
Allowance for credit losses to total loans.....          1.10         1.08         1.01         1.01         1.10              -
Allowance for credit losses                                                  
          to non-performing loans..............        239.06       227.14       330.03       260.61       165.53              -
                                                              
</TABLE> 
<TABLE> 
<CAPTION> 
                                                                               Average                                Period-end
                                                   Average for Three Months 1998 vs 1997       As of March 31,       1998 vs 1997
                                                   -----------------------  ------------   -----------------------   ------------
                                                      1998         1997       % Change        1998         1997        % Change
                                                   ----------   ----------  ------------   ----------   ----------   ------------
<S>                                                <C>          <C>         <C>            <C>          <C>          <C> 
SELECTED FINANCIAL DATA                                                     
Total assets...................................    $1,205,365   $1,098,131       9.8%      $1,323,466   $1,122,718        17.9%
Total earning assets...........................     1,150,798    1,063,475       8.2        1,270,148    1,090,403        16.5
Securities, at amortized cost..................       463,613      445,927       4.0          485,053      452,082         7.3
Loans (4)......................................       640,485      604,536       5.9          647,068      613,602         5.5
Interest-bearing deposits......................       978,058      902,244       8.4        1,097,684      929,603        18.1
Short-term borrowed funds......................        22,420       22,203       1.0           19,012       25,036       -24.1
Long-term debt.................................        14,898        5,322     179.9           19,798        5,000       296.0
Total interest-bearing liabilities.............     1,021,451      936,250       9.1        1,142,358      965,218        18.4
Noninterest-bearing deposits...................        26,999       25,856       4.4           28,219       26,965         4.7
Total deposits.................................     1,005,057      928,100       8.3        1,125,902      956,568        17.7
Net worth......................................       133,262      117,657      13.3          134,215      115,285        16.4
Fair value adjustment included in                                                                                        
          net worth............................         3,165       (1,209)    361.8%           3,328       (4,292)      177.5%
Common shares outstanding (3)                                                                                            
          Basic................................             -            -         -                -            -           -
          Diluted..............................             -            -         -                -            -           -
Equity to assets...............................         11.06%       10.71%        -            10.14%       10.27%          -
Risk-weighted capital ratios:                                                                                            
          Tier 1 capital.......................             -            -         -            19.98        21.76           -
          Total capital........................             -            -         -            21.06        22.98           -
          Leverage capital.....................             -            -         -            10.90        10.88           -
</TABLE>
<PAGE>
 
Exhibit 99.1,  Cont'd.
Summary of Quarterly Financial Data (1)
<TABLE>
<CAPTION>
 
 
                                         1998                    1997                    Three Months Ended March 31,
                                       --------  --------------------------------------  ---------------------------
                                        First    Fourth     Third    Second     First                           %
                                       Quarter   Quarter   Quarter   Quarter   Quarter     1998     1997      Change
                                       --------  --------  --------  --------  --------  --------  -------   -------
<S>                                    <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>
INCOME STATEMENT
Amounts in thousands
Interest income......................  $21,264   $21,053   $20,944   $20,546   $19,820   $21,264   $19,820      7.3%
Interest expense.....................   11,529    11,643    11,582    11,170    10,583    11,529    10,583      8.9
                                       -------   -------   -------   -------   -------   -------   -------
Net interest income..................    9,735     9,410     9,362     9,376     9,237     9,735     9,237      5.4
Provision for credit losses..........      257       518       605       154       216       257       216     19.0
                                       -------   -------   -------   -------   -------   -------   -------
Net interest income after provision..    9,478     8,892     8,757     9,222     9,021     9,478     9,021      5.1
                                                                                                   
Net securities gains.................        -        35       674       198         3         -         3        -
Other noninterest income.............    1,771     1,805     1,233     1,474     1,374     1,771     1,374     28.9
                                       -------   -------   -------   -------   -------   -------   -------
Total noninterest income.............    1,771     1,840     1,907     1,672     1,377     1,771     1,377     28.6
                                       -------   -------   -------   -------   -------   -------   -------
                                                                                                   
Salaries and employee benefits.......    3,783     3,384     3,356     3,248     3,130     3,783     3,130     20.9
Other noninterest expense............    2,970     3,378     3,323     2,687     2,672     2,970     2,672     11.2
                                       -------   -------   -------   -------   -------   -------   -------
Total noninterest expense............    6,753     6,762     6,679     5,935     5,802     6,753     5,802     16.4
                                       -------   -------   -------   -------   -------   -------   -------
                                                                                                   
Income before income taxes...........    4,496     3,970     3,985     4,959     4,596     4,496     4,596     -2.2
Income taxes.........................    1,550     1,354     1,334     1,862     1,709     1,550     1,709     -9.3
                                       -------   -------   -------   -------   -------   -------   -------
Net income...........................  $ 2,946   $ 2,616   $ 2,651   $ 3,097   $ 2,887   $ 2,946   $ 2,887      2.0%
                                       =======   =======   =======   =======   =======   =======   =======
                                                                                                   
                                                                                                   
PER SHARE DATA (3)                                                                                 
Net income                                                                                         
       Basic.........................        -         -         -         -         -         -         -        -
       Diluted.......................        -         -         -         -         -         -         -        -
Cash dividends.......................        -         -         -         -         -         -         -        -
Book Value...........................        -         -         -         -         -         -         -        -
Market price (NASDAQ: NBCP):                                                                       
       High..........................        -         -         -         -         -         -         -        -
       Low...........................        -         -         -         -         -         -         -        -
       Close.........................        -         -         -         -         -         -         -        -
                                                                                                   
                                                                                                   
PERFORMANCE RATIOS (ANNUALIZED) (5)                                                                
Return on average assets.............     0.98%     0.89%     0.91%     1.09%     1.05%     0.98%     1.05%       -
Return on average net worth..........     8.84      8.10      8.44     10.42      9.81      8.84      9.81        -
Net interest margin..................     3.23      3.22      3.21      3.29      3.36      3.23      3.36        -
As a percentage of average assets:                                                                 
       Noninterest income............     0.59      0.63      0.65      0.59      0.50      0.59      0.50        -
       Noninterest expense...........     2.24      2.31      2.29      2.08      2.11      2.24      2.11        -
                                       -------   -------   -------   -------   -------   -------   -------
       Net overhead..................     1.65      1.68      1.64      1.49      1.61      1.65      1.61        -
                                                                                                   
Efficiency ratio.....................    58.69     60.29     63.04     54.70     54.68     58.69     54.68        -
 
</TABLE>

- -----------------------------
(1)  All amounts are for periods prior to the reorganization of Lockport Savings
     Bank and are reflective of the consolidated performance of Lockport Savings
     Bank and subsidiaries.
(2)  Net of deferred loan fees and expenses, loan discounts, loans-in-process
     and non-accruing loans.
(3)  Not applicable. Niagara Bancorp stock had not yet issued common stock as of
     March 31, 1998.
(4)  Net of deferred loan fees and expenses, loan discounts and loans-in-
     process.
(5)  Performance ratios for future quarters will be impacted by the
     reorganization and the contribution to the foundation.



<TABLE> <S> <C>

<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-END>                               MAR-31-1998
<CASH>                                           3,881
<INT-BEARING-DEPOSITS>                       1,097,684
<FED-FUNDS-SOLD>                               124,800
<TRADING-ASSETS>                                     0
<INVESTMENTS-HELD-FOR-SALE>                    490,695
<INVESTMENTS-CARRYING>                               0
<INVESTMENTS-MARKET>                                 0
<LOANS>                                        647,068
<ALLOWANCE>                                      7,088
<TOTAL-ASSETS>                               1,323,466
<DEPOSITS>                                   1,125,902
<SHORT-TERM>                                    19,012
<LIABILITIES-OTHER>                             24,539
<LONG-TERM>                                     19,798
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                     134,215
<TOTAL-LIABILITIES-AND-EQUITY>               1,323,466
<INTEREST-LOAN>                                 13,177
<INTEREST-INVEST>                                7,410
<INTEREST-OTHER>                                   677
<INTEREST-TOTAL>                                21,264
<INTEREST-DEPOSIT>                              10,965
<INTEREST-EXPENSE>                              11,529
<INTEREST-INCOME-NET>                            9,735
<LOAN-LOSSES>                                      257
<SECURITIES-GAINS>                                   0
<EXPENSE-OTHER>                                  6,753
<INCOME-PRETAX>                                  4,496
<INCOME-PRE-EXTRAORDINARY>                       2,946
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     2,946
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
<YIELD-ACTUAL>                                    7.39
<LOANS-NON>                                      2,965
<LOANS-PAST>                                         0
<LOANS-TROUBLED>                                     0
<LOANS-PROBLEM>                                  2,372
<ALLOWANCE-OPEN>                                 6,921
<CHARGE-OFFS>                                      204
<RECOVERIES>                                       114
<ALLOWANCE-CLOSE>                                7,088
<ALLOWANCE-DOMESTIC>                             1,832
<ALLOWANCE-FOREIGN>                                  0
<ALLOWANCE-UNALLOCATED>                          5,256
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission