SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For Quarterly Period Ended June 30, 2000 Commission File No. 000-24749
CLOVER COMMUNITY BANKSHARES, INC.
-------------------------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
South Carolina 58-2381062
--------------------------- -------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
124 NORTH MAIN STREET
CLOVER, SOUTH CAROLINA 29710
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(Address of principal executive offices)
(803) 222-7660
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(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.
Yes [X] No [ ]
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date: Common Stock, $.01 par
value, 1,018,353 shares Outstanding on July 31, 2000.
Transitional Small Business Format (Check one): Yes [ ] No [X]
<PAGE>
CLOVER COMMUNITY BANKSHARES, INC.
FORM 10-QSB
Index
Page
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheet................................... 3
Consolidated Statement of Income............................. 4
Consolidated Statement of Changes in Shareholders' Equity.... 5
Consolidated Statement of Cash Flows......................... 6
Notes to Unaudited Consolidated Financial Statements......... 7
Item 2. Management's Discussion and Analysis......................... 9
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders.......... 12
Item 6. Exhibits and Reports on Form 8-K............................. 12
SIGNATURES............................................................... 13
2
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. - Financial Statements
CLOVER COMMUNITY BANKSHARES, INC.
Consolidated Balance Sheet
<TABLE>
<CAPTION>
(Unaudited)
June 30, December 31,
2000 1999
---- ----
(Dollars in thousands)
Assets
<S> <C> <C>
Cash and due from banks ............................................................. $ 5,155 $ 1,198
Interest bearing deposits in other banks ............................................ 17 35
Federal funds sold .................................................................. 3,560 2,440
Securities available-for-sale ....................................................... 17,197 17,554
Other investments ................................................................... 250 250
Loans ............................................................................... 29,069 29,519
Allowance for loan losses ....................................................... (253) (259)
-------- --------
Loans - net .................................................................. 28,816 29,260
Premises and equipment - net ........................................................ 836 874
Accrued interest receivable ......................................................... 360 361
Other assets ........................................................................ 445 368
-------- --------
Total assets ................................................................. $ 56,636 $ 52,340
======== ========
Liabilities
Deposits
Noninterest bearing demand ...................................................... $ 6,417 $ 3,084
Interest bearing transaction accounts ........................................... 15,189 12,889
Savings ......................................................................... 2,650 2,360
Certificates of deposit $100M and over .......................................... 4,202 4,095
Other time deposits ............................................................. 16,776 18,430
-------- --------
Total deposits ............................................................... 45,234 40,858
Long-term debt ...................................................................... 4,000 4,000
Accrued interest payable ............................................................ 316 319
Other liabilities ................................................................... 1 1
-------- --------
Total liabilities ............................................................ 49,551 45,178
-------- --------
Shareholders' equity
Common stock - $.01 par value, 10,000,000 shares authorized,
1,018,430 shares issued and outstanding for 2000 and
1,014,096 shares issued and outstanding for 1999................................. 10 10
Capital surplus ..................................................................... 3,514 3,390
Retained earnings ................................................................... 3,723 3,877
Accumulated other comprehensive income .............................................. (162) (115)
-------- --------
Total shareholders' equity ................................................... 7,085 7,162
-------- --------
Total liabilities and shareholders' equity ................................... $ 56,636 $ 52,340
======== ========
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
3
<PAGE>
CLOVER COMMUNITY BANKSHARES, INC.
Consolidated Statement of Income
<TABLE>
<CAPTION>
(Unaudited)
Period Ended June 30,
---------------------
Three Months Six Months
------------ ----------
2000 1999 2000 1999
---- ---- ---- ----
(Dollars in thousands, except per share)
Interest income
<S> <C> <C> <C> <C>
Loans, including fees ............................. $ 748 $ 719 $ 1,488 $ 1,420
Time deposits in other banks ...................... 1 10 2 14
Securities
Taxable ......................................... 229 201 447 390
Tax-exempt ...................................... 44 42 94 90
Federal funds sold ................................ 54 80 85 172
Other investments ................................. 4 10 9 16
---------- ---------- ---------- ----------
Total interest income ......................... 1,080 1,062 2,125 2,102
---------- ---------- ---------- ----------
Interest expense
Time deposits $100M and over ...................... 45 50 86 104
Other deposits .................................... 275 308 555 623
Federal funds purchased ........................... - - 1 -
Long-term debt .................................... 65 50 127 103
---------- ---------- ---------- ----------
Total interest expense ........................ 385 408 769 830
---------- ---------- ---------- ----------
Net interest income .................................... 695 654 1,356 1,272
Provision for loan losses .............................. 1 - 1 -
---------- ---------- ---------- ----------
Net interest income after provision .................... 694 654 1,355 1,272
---------- ---------- ---------- ----------
Other income
Service charges on deposit accounts ............... 109 99 206 190
Credit life insurance commissions ................. 6 4 10 8
Other income ...................................... 15 14 34 29
---------- ---------- ---------- ----------
Total other income ............................ 130 117 250 227
---------- ---------- ---------- ----------
Other expenses
Salaries and employee benefits .................... 222 198 435 400
Net occupancy expense ............................. 17 16 33 31
Furniture and equipment expense ................... 57 51 112 102
Other expense ..................................... 123 114 231 212
---------- ---------- ---------- ----------
Total other expenses .......................... 419 379 811 745
---------- ---------- ---------- ----------
Income before income taxes ............................. 405 392 794 754
Income tax expense ..................................... 124 116 238 231
---------- ---------- ---------- ----------
Net income ............................................. $ 281 $ 276 $ 556 $ 523
========== ========== ========== ==========
Per share
Average shares outstanding ........................ 1,019,994 1,015,774 1,018,046 1,014,044
Net income ........................................ $ 0.28 $ 0.27 $ 0.55 $ 0.52
Cash dividends declared ........................... - - 0.70 0.60
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
4
<PAGE>
CLOVER COMMUNITY BANKSHARES, INC.
Consolidated Statement of Changes in Shareholders' Equity
<TABLE>
<CAPTION>
(Unaudited)
Common Stock
------------ Accumulated
Number of Capital Retained Other Comprehensive
Shares Amount Surplus Earnings Income Total
------ ------ ------- -------- ------ -----
(Dollars in thousands, except per share)
<S> <C> <C> <C> <C> <C> <C>
Balance, January 1, 1999 .................. 1,011,020 $ 10 $ 3,324 $ 3,464 $ 124 $ 6,922
----------
Comprehensive income:
Net income ............................ - - - 523 - 523
Change in unrealized holding
gains and losses on
available-for-sale
securities, net of income taxes .... - - - - (176) (176)
----------
Total comprehensive income ....... 347
----------
Sales of common stock under
dividend reinvestment plan,
net of costs to establish plan ........ 4,778 - 118 - - 118
Repurchase and cancellation of
common stock .......................... (396) - (13) - - (13)
Cash dividends declared -
$.60 per share ........................ - - - (607) - (607)
---------- ---------- ---------- ---------- ---------- ----------
Balance, June 30, 1999 .................... 1,015,402 $ 10 $ 3,429 $ 3,380 $ (52) $ 6,767
========== ========== ========== ========== ========== ==========
Balance, January 1, 2000 .................. 1,014,096 $ 10 $ 3,390 $ 3,877 $ (115) $ 7,162
Comprehensive income:
Net income ............................ - - - 556 - 556
Change in unrealized holding
gains and losses on
available-for-sale
securities, net of income taxes .... - - - - (47) (47)
----------
Total comprehensive income ........ 509
----------
Sales of common stock under
dividend reinvestment plan ............ 6,118 - 174 - - 174
Repurchase and cancellation of
common stock .......................... (1,784) - (50) - - (50)
Cash dividends declared -
$.70 per share ........................ - - - (710) - (710)
---------- ---------- ---------- ---------- ---------- ----------
Balance, June 30, 2000 .................... 1,018,430 $ 10 $ 3,514 $ 3,723 $ (162) $ 7,085
========== ========== ========== ========== ========== ==========
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
5
<PAGE>
CLOVER COMMUNITY BANKSHARES, INC.
Consolidated Statement of Cash Flows
<TABLE>
<CAPTION>
(Unaudited)
Six Months Ended
June 30,
--------
2000 1999
---- ----
(Dollars in thousands)
Operating Activities
<S> <C> <C>
Net income ............................................................................ $ 556 $ 523
Adjustments to reconcile net income to net
cash provided by operating activities
Provision for loan losses ...................................................... 1 -
Depreciation ................................................................... 63 57
Securities accretion and premium amortization .................................. 2 (29)
Amortization of net loan fees and costs ........................................ (21) (20)
Decrease (increase) in interest receivable ..................................... 1 (19)
Decrease in interest payable ................................................... (3) (13)
Increase in prepaid expenses and other assets .................................. (33) (39)
Increase in other accrued expenses ............................................. - 29
------- -------
Net cash provided by operating activities .................................. 566 489
------- -------
Investing activities
Maturities of interest bearing deposits in other banks ................................ - 196
Purchases of available-for-sale securities ............................................ (1,000) (5,028)
Maturities of available-for-sale securities ........................................... 1,279 5,501
Proceeds of sales of other investments ................................................ - 127
Net decrease (increase) in loans made to customers .................................... 426 (155)
Purchases of premises and equipment ................................................... (25) (24)
Proceeds from sales of repossessions .................................................. 23 -
------- -------
Net cash provided by investing activities .................................. 703 617
------- -------
Financing activities
Net increase in demand deposits, interest
bearing transaction accounts and savings accounts ................................. 5,923 991
Net decrease in certificates of deposit and other
time deposits ..................................................................... (1,547) (1,686)
Cash dividends paid ................................................................... (710) (607)
Common stock sold under dividend reinvestment plan (1999 amount
is net of $14 to establish plan) .................................................. 174 118
Common stock repurchased and cancelled ................................................ (50) (13)
------- -------
Net cash provided (used) by financing activities ........................... 3,790 (1,197)
------- -------
Increase (decrease) in cash and cash equivalents ........................................... 5,059 (91)
Cash and cash equivalents, beginning ....................................................... 3,673 9,823
------- -------
Cash and cash equivalents, ending .......................................................... $ 8,732 $ 9,732
======= =======
</TABLE>
See accompanying notes to unaudited consolidated financial statements.
6
<PAGE>
CLOVER COMMUNITY BANKSHARES, INC.
Notes to Unaudited Consolidated Financial Statements
Organization - Clover Community Bankshares, Inc. (the "Company"), a bank holding
company, and its wholly-owned subsidiary, Clover Community Bank, are engaged in
providing domestic banking services from their headquarters office in Clover,
South Carolina. The Company is a South Carolina corporation and its banking
subsidiary is a state chartered commercial bank with its deposits insured by the
Federal Deposit Insurance Corporation ("FDIC"). Therefore, the Company and its
subsidiary operate under the supervision, rules and regulations of the Board of
Governors of the Federal Reserve System, the FDIC and the South Carolina State
Board of Financial Institutions. The holding company was incorporated on March
4, 1998, pursuant to a plan of reorganization. Clover Community Bank was
organized in September, 1986, and received its charter and commenced operations
on October 1, 1987.
Accounting Policies - A summary of significant accounting policies is included
in the Company's Annual Report for the year ended December 31, 1999 on Form
10-KSB filed with the Securities and Exchange Commission.
Management Opinion - In the opinion of management, the accompanying unaudited
consolidated financial statements of Clover Community Bankshares, Inc. reflect
all adjustments necessary for a fair presentation of the results of the periods
presented. Such adjustments were of a normal, recurring nature.
Comprehensive Income - The components of other comprehensive income or loss and
related tax effects are as follows:
<TABLE>
<CAPTION>
(Unaudited)
Period Ended June 30,
---------------------
Three Months Six Months
------------ ----------
2000 1999 2000 1999
---- ---- ---- ----
(Dollars in thousands)
<S> <C> <C> <C> <C>
Net income .......................................................... $ 281 $ 276 $ 556 $ 523
----- ----- ----- -----
Other comprehensive income (loss)
Change in unrealized holding gains and
losses on available-for-sale securities .................... 72 (241) (76) (286)
Income tax expense (benefit) on other
comprehensive income (loss) ................................ 28 (93) (29) (110)
----- ----- ----- -----
Total other comprehensive
income (loss) ........................................... 44 (148) (47) (176)
----- ----- ----- -----
Comprehensive income ................................................ $ 325 $ 128 $ 509 $ 347
===== ===== ===== =====
</TABLE>
Statement of Cash Flows - Interest paid on deposits and other borrowings
amounted to $772,000 for the six months ended June 30, 2000, and was $843,000
for the six months ended June 30, 1999. Income tax payments of $301,000 were
made during the first six months of 2000, and income tax payments of $169,000
were made in the 1999 period. Non-cash investment security valuation adjustments
decreased available-for-sale securities by $76,000 during the 2000 period, a
related shareholders' equity account decreased by $47,000 and the associated
deferred income taxes changed by $29,000. During the 1999 period, non-cash
valuation adjustments decreased available-for-sale securities by $286,000,
decreased shareholders' equity by $176,000, and deferred income taxes changed by
$110,000. In 2000, non-cash transfers of $38,000 were made from loans to the
other assets for the repossession of loan collateral.
7
<PAGE>
Nonperforming Loans - As of June 30, 2000, there were $26,000 in nonaccrual
loans and no loans 90 days or more past due and still accruing interest income.
Earnings Per Share - Earnings per common share is computed on the basis of the
weighted average number of shares outstanding during each period, retroactively
adjusted to give effect to any stock splits and stock dividends. The Company has
never had any dilutive potential common shares or dilutive stock options or
warrants.
8
<PAGE>
Item 2. - Management's Discussion and Analysis
This discussion is intended to assist in understanding the consolidated
financial condition and results of operations of Clover Community Bankshares,
Inc. and its wholly-owned subsidiary, Clover Community Bank. The information
should be reviewed in conjunction with the consolidated financial statements and
the related notes contained elsewhere in this report.
Forward Looking Statements
Statements included in Management's Discussion and Analysis which are
not historical in nature are intended to be, and are hereby identified as
"forward looking statements" for purposes of the safe harbor provided by Section
21E of the Securities Exchange Act of 1934, as amended. The Company cautions
readers that forward looking statements, including without limitation, those
relating to the Company's future business prospects, revenues, working capital,
liquidity, capital needs, interest costs, and income, are subject to certain
risks and uncertainties that could cause actual results to differ materially
from those indicated in the forward looking statements, due to several important
factors herein identified, among others, and other risks and factors identified
from time to time in the Company's reports filed with the Securities and
Exchange Commission.
Results of Operations
The Company recorded consolidated net income of $281,000 or $.28 per
share for the second quarter of 2000. These results are $5,000, or $.01 per
share, more than net income of $276,000 or $.27 per share for the second quarter
of 1999. For the first six months of 2000, the Company recorded consolidated net
income of $556,000 or $.55 per share, compared with $523,000 or $.52 per share
in the same 1999 period.
Net Interest Income
Net interest income is the amount of interest income earned on interest
earning assets (loans, securities, interest bearing deposits in other banks,
federal funds sold and other investments), less the interest expense incurred on
interest bearing liabilities (interest bearing deposits and other borrowings),
and is the principal source of the Company's earnings. Net interest income is
affected by the level of interest rates, volume and mix of interest earning
assets and interest bearing liabilities and the relative funding of these
assets.
For analysis purposes, interest income from tax-exempt investments is
adjusted to an amount that would have to be earned on taxable investments to
produce the same after-tax yields, assuming a 34% Federal income tax rate. This
adjusted amount is referred to as fully taxable equivalent ("FTE") interest
income.
For the first six months of 2000, FTE net interest income was
$1,404,000, an increase of $86,000 or 6.5% over the first six months of 1999.
The increase in FTE net interest income was achieved primarily by increasing the
average rates earned on interest earning assets and reducing the average amounts
of interest bearing liabilities outstanding during the 2000 period. Although the
average amounts of interest earning assets held in 2000 decreased by $3,765,000
when compared with 1999, the Company increased the amount of its FTE interest
income by $25,000 because the average yield on those assets increased by 68
basis points. Average interest bearing liabilities in the 2000 six-month period
were $3,989,000 less than during the same period of 1999. In addition, interest
rates paid on those liabilities increased by only 4 basis points. As a result,
interest expense for the 2000 six month period was $61,000 less than in 1999.
The average interest rate spread (average yield on interest earning
assets less the average rate paid on interest bearing liabilities) for the first
six months of 2000 was 5.02%, an increase of 63 basis points over the 4.39%
realized for the same period of 1999. Net yield on earning assets (net interest
income divided by average interest earning assets) was 5.61% for the first six
months of 2000, an increase of 70 basis points over the 4.91% for the first six
months of 1999.
9
<PAGE>
The decreases in interest earning assets and interest bearing
liabilities resulted from the Company's strategy of maintaining its deposit
market share in its local service area in York County of South Carolina at a
level commensurate with the demand for good quality loans. Management expects to
continue to utilize such strategies during the remainder of 2000. Increases in
yields earned and rates paid resulted from increases in market rates of interest
initiated by the Federal Reserve Bank in the second quarter of 1999 and
continuing through the present, and other competitive pressures.
Provision and Allowance for Loan Losses
The Company recorded provisions for losses of $1,000 for the first six
months of 2000 and no provisions for loan losses during the first six months of
1999. At June 30, 2000, the allowance for loan losses was .87% of loans,
compared with .88% of loans at December 31, 1999. During the 2000 six month
period, net charge-offs totaled $7,000, compared with net charge-offs of $1,000
during the same period of 1999. As of June 30, 2000, there were $26,000 of
nonaccrual loans and no loans over 90 days past due and still accruing interest.
The amount of nonaccrual loans at June 30, 1999 was $4,000 and there were no
loans 90 days or more past due and still accruing interest.
Management believes that the allowance for loan losses is adequate to
absorb all estimated future risk of loss inherent in the loan portfolio as of
June 30, 2000.
Noninterest Income
Noninterest income totaled $250,000 for the first six months of 1999,
compared with $227,000 for the same 1999 period. The higher noninterest income
in 2000 was attributable primarily to an increase of $16,000 in service charges
on deposit accounts. There were no realized securities gains or losses in either
the 2000 or 1999 periods.
Noninterest income totaled $130,000 for the three months ended June 30,
2000 compared with $117,000 for the second quarter of 1999. Service charges on
deposit accounts were $10,000 more in the 2000 period than in 1999.
Noninterest Expenses
Noninterest expenses totaled $811,000 for the first six months of 2000,
compared with $745,000 for 1999. Salaries and employee benefits increased by
$35,000, or 8.8%, to $435,000 for the 2000 period due to costs of additional
personnel, officer promotions, increases in insurance benefits costs and normal
salary increases, which are granted from time to time. Occupancy and furniture
and equipment expenses for 2000 increased by $12,000 compared with 1999 due to
higher depreciation and equipment maintenance expenses. Other expenses for the
2000 period were $19,000 more than in 1999 primarily due to higher fees
associated with processing the Bank's ATM and debit card products and
professional fees incurred in connection with the Company's discontinued
evaluation of a potential business acquisition.
Noninterest expenses for the second quarter of 2000 were $40,000
greater than for the same period of 1999. Salaries and employee benefits
increased by $24,000 and other expenses increased by $9,000. Management expects
that noninterest expenses for the remainder of 2000 will continue to trend above
the level of the prior year.
Liquidity
Liquidity is the ability to meet current and future obligations through
the liquidation or maturity of existing assets or the acquisition of additional
liabilities. The Company manages both assets and liabilities to achieve
appropriate levels of liquidity. Cash and short-term investments are the
Company's primary sources of asset liquidity. These funds provide a cushion
against short-term fluctuations in cash flow from both deposits and loans.
Securities available-for-sale are the Company's principal source of secondary
asset liquidity. However, the availability of this source is influenced by
market conditions. Individual and commercial deposits are the Company's primary
source of funds for credit activities.
10
<PAGE>
As of June 30, 2000, the ratio of loans to total deposits was 64.3%,
compared with 72.2% as of December 31, 1999 and 65.2% as of June 30, 1999.
Deposits as of June 30, 2000 were $4,376,000 or 10.7% greater than at December
31, 1999 and $323,000 or .7% greater than their level of June 30, 1999.
Management believes that the Company's liquidity sources are adequate
to meet its operating needs.
Capital Resources
The Company's shareholders' equity decreased by $77,000 since December
31, 1999 as the result of net income of $556,000 for the first six months of
2000, less cash dividends declared totaling $710,000, plus $174,000 in net
proceeds added from the sale of 6,118 shares of stock under the Company's new
dividend reinvestment plan, less $50,000 paid to non-profit organizations to
reacquire and cancel 1,784 shares of the Company's outstanding common stock,
less the $47,000 change in unrealized gains and losses on available-for-sale
securities, net of deferred tax effects. The Company historically pays an annual
dividend in the first quarter of each year. However, the amount, if any, and
frequency of dividend payments is subject to the discretion of the Board of
Directors and regulatory limitations.
The Company and its banking subsidiary (the "Bank") are subject to
regulatory risk-based capital adequacy standards. Under these standards, bank
holding companies and banks are required to maintain certain minimum ratios of
capital to risk-weighted assets and average total assets. Under the provisions
of the Federal Deposit Insurance Corporation Improvement Act of 1991 (FDICIA),
federal bank regulatory authorities are required to implement prescribed "prompt
corrective actions" upon the deterioration of the capital position of a bank. If
the capital position of an affected institution were to fall below certain
levels, increasingly stringent regulatory corrective actions are mandated.
The June 30, 2000 risk based and average total asset capital ratios for
the Company and the Bank are presented in the following table, compared with the
"well capitalized" and minimum ratios under the regulatory definitions and
guidelines:
Total
Tier 1 Capital Leverage
------ ------- --------
Clover Community Bankshares, Inc. 21.9% 22.7% 13.6%
Clover Community Bank 20.0% 21.0% 12.5%
Minimum "well-capitalized" requirement 6.0% 10.0% 5.0%
Minimum requirement 4.0% 8.0% 3.0%
11
<PAGE>
PART II - OTHER INFORMATION
Item 4. - Submission of Matters to a Vote of Security Holders.
On Monday, April 17, 2000, the shareholders of Clover Community
Bankshares, Inc. held their regular annual meeting. At the meeting, one matter
was submitted to a vote with results as follows:
1. Election of eight directors to hold office for a one-year term:
SHARES VOTED
----------------------------------------
AUTHORITY
DIRECTORS FOR WITHHELD
--- --------
Ruby M. Bennett 639,320 0
Charles R. Burrell 639,320 0
James C. Harris, Jr. 639,320 0
Herbert Kirsh 639,320 0
H. Marvin McCarter 639,320 0
James H. Owen, Jr. 639,320 0
Gwen M. Thompson 639,320 0
William C. Turner 639,320 0
Item 6. - Exhibits and Reports on Form 8-K.
(a) Exhibits
Exhibit No.
from Item 601 of
Regulation S-B Description
--------------- ----------------------
27 Financial Data Schedule
(b) Reports on Form 8-K. None.
12
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
has caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
CLOVER COMMUNITY BANKSHARES, INC.
August 10, 2000 /s/ James C. Harris, Jr.
-------------------------- -------------------------
Date James C. Harris, Jr., President
and Chief Executive Officer
August 10, 2000 /s/ Gwen M. Thompson
-------------------------- --------------------
Date Gwen M. Thompson, Senior Vice President
Cashier, and Secretary (Principal
accounting officer)
13
<PAGE>
Exhibit Index
Exhibits
Exhibit No.
from Item 601 of
Regulation S-B Description
--------------- ----------------------
27 Financial Data Schedule
14
