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 Quarterly period ended
June 30, 2000.
( ) Transition report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 for the transition period
from _______ to ________.
No. 0-24145
(Commission File Number)
MAIN STREET BANCORP, INC.
(Exact Name of Registrant as Specified in its Charter)
PENNSYLVANIA 23-2960905
(State of Incorporation) (IRS Employer ID Number)
601 PENN STREET, READING, PA 19601
(Address of Principal Executive Offices) (Zip Code)
(610) 685-1400
(Registrant's Telephone Number)
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 _X_ No ___
Number of Shares Outstanding
as of July 31, 2000
COMMON STOCK ($1.00 Par Value) 10,469,954
(Title of Class) (Outstanding Shares)
MAIN STREET BANCORP, INC.
FORM 10-Q
For the Quarter Ended June 30, 2000
Contents
PART I FINANCIAL INFORMATION Page No.
Item 1. Financial Statements (Unaudited)
Consolidated Balance Sheets as of
June 30, 2000 and December 31,1999 4
Consolidated Statements of Income for the
Three Month and Six Month Periods ended
June 30, 2000 and 1999 5
Consolidated Statements of Stockholders'
Equity for the Six Month Periods
Ended June 30, 2000 and 1999 6
Consolidated Statements of Cash Flows for
the Six Month Periods Ended June 30,
2000 and 1999 7
Notes to Consolidated Financial Statements 9
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 12
Item 3. Quantitative and Qualitative Disclosures About
Market Risk 24
PART II OTHER INFORMATION
Item 1. Legal Proceedings 24
Item 2. Changes in Securities 24
Item 3. Defaults Upon Senior Securities 24
Item 4. Submission of Matters to a Vote of Security
Holders 24
Item 5. Other Information 25
Item 6. Exhibits and Reports on Form 8-K 25
Main Street Bancorp, Inc. (the Company) may from time to
time make written or oral "forward-looking statements," including
statements contained in the Company's filings with the Securities
and Exchange Commission (including this Quarterly Report on
Form 10-Q and the exhibits hereto and thereto), in its reports to
stockholders and in other communications by the Company, which
are made in good faith by the Company pursuant to the "safe
harbor" provisions of the private Securities Litigation Reform
Act of 1995.
These forward-looking statements include statements with
respect to the Company's beliefs, plans, objectives, goals,
expectations, anticipations, estimates and intentions, that are
subject to significant risks and uncertainties, and are subject
to change based on various factors (some of which are beyond the
Company's control). The words "may," "could," "should," "would,"
"believe," "anticipate," "estimate," "expect," "intend," "plan"
and similar expressions are intended to identify forward-looking
statements. The following factors, among others, could cause the
Company's financial performance to differ materially from the
plans, objectives, expectations, estimates and intentions
expressed in such forward-looking statements: the strength of
the United States economy in general and the strength of the
local economies in which the Company conducts operations; the
effects of, and changes in, trade, monetary and fiscal policies
and laws, including interest rate policies of the Board of
Governors of the Federal Reserve System; inflation, interest
rate, market and monetary fluctuations; the timely development of
and acceptance of new products and services of the Company and
the perceived overall value of these products and services by
users, including the features, pricing and quality compared to
competitors' products and services; the willingness of users to
substitute competitors' products and services for the Company's
products and services; the success of the Company in gaining
regulatory approval of its products and services, when required;
the impact of changes in financial services' laws and regulations
(including laws concerning taxes, banking, securities and
insurance); technological changes; acquisitions; changes in
consumer spending and saving habits; and the success of the
Company at managing the risks involved in the foregoing.
The Company cautions that the foregoing list of important
factors is not exclusive. The Company does not undertake to
update any forward-looking statement, whether written or oral,
that may be made from time to time by or on behalf of the
Company.
MAIN STREET BANCORP, INC.
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (Unaudited)
<TABLE>
<CAPTION>
June 30, December 31,
2000 1999
ASSETS (In thousands, except share data)
<S> <C> <C>
Cash and due from banks $ 44,862 $ 49,904
Interest-bearing deposits with banks 150 114
Federal funds sold 470 470
Securities available for sale 387,882 438,173
Securities held to maturity, fair value June 30,
2000 $240,871; December 31, 1999 $235,829 261,782 261,785
Loans receivable, net of allowance for loan losses
June 30, 2000 $7,611; December 31, 1999 $7,002 763,965 658,725
Mortgages held for sale - 4,854
Due from mortgage investors 6,111 4,957
Bank premises and equipment, net 37,332 36,477
Accrued interest receivable and other assets 42,320 41,288
TOTAL ASSETS $1,544,874 $1,496,747
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Deposits:
Demand, non-interest bearing $ 137,331 $ 122,283
Demand, interest bearing 136,291 137,352
Savings 389,657 327,422
Time deposits 480,525 437,459
TOTAL DEPOSITS 1,143,804 1,024,516
Accrued interest payable and other liabilities 15,908 24,019
Other borrowed funds 211,950 274,434
Long-term debt 85,000 85,000
Guaranteed preferred beneficial interest in
Company's subordinated debentures 10,000 10,000
TOTAL LIABILITIES 1,466,662 1,417,969
Stockholders' equity:
Common stock, par value $1.00 per share;
authorized 50,000,000 shares; issued and outstanding
June 30, 2000 10,469,954 shares; December 31,
1999 10,449,657 shares 10,470 10,450
Surplus 64,668 64,548
Retained earnings 17,936 21,326
Accumulated other comprehensive income (loss) (14,862) (17,546)
TOTAL STOCKHOLDERS' EQUITY 78,212 78,778
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $1,544,874 $1,496,747
</TABLE>
See Notes to Consolidated Financial Statements
MAIN STREET BANCORP, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
<TABLE>
<CAPTION>
For the Three Months Ended For the Six Months Ended
June 30, 2000 June 30, 1999 June 30, 2000 June 30, 1999
(In thousands, except per share data)
<S> <C> <C> <C> <C>
Interest income:
Loan receivable, including fees $15,582 $11,930 $29,788 $23,384
Interest and dividends on securities:
Taxable 6,781 5,604 13,841 10,588
Tax-exempt 4,005 3,588 8,176 6,820
Other 11 9 21 18
Total interest income 26,379 21,131 51,826 40,810
Interest expense:
Deposits 11,566 8,109 21,982 15,809
Other borrowed funds 3,477 2,397 7,803 4,128
Long-term debt 1,301 1,342 2,583 2,975
Total interest expense 16,344 11,848 32,368 22,912
Net interest income 10,035 9,283 19,458 17,898
Provision for loan losses 1,000 300 1,375 600
Net interest income after provision
for loan losses 9,035 8,983 18,083 17,298
Other income:
Income from fiduciary activities 270 242 506 525
Customer service fees 2,003 795 3,710 1,457
Mortgage banking activities (349) 243 (145) 699
Net realized losses on sale of securities (43) (76) (60) (78)
Other 97 99 407 285
Total other income 1,978 1,303 4,418 2,888
Other expenses:
Salaries and wages 3,945 3,395 7,905 6,370
Employee benefits 1,142 810 2,278 1,547
Special Charges 4,797 331 4,797 331
Occupancy 1,320 988 2,692 1,741
Equipment depreciation and maintenance 777 609 1,531 1,100
Other 3,312 3,189 6,613 5,379
Total other expenses 15,293 9,322 25,816 16,468
Income (loss)before income taxes (4,280) 964 (3,315) 3,718
Federal income taxes (benefit) (1,877) (688) (2,865) (665)
Net Income (loss) $(2,403) $ 1,652 $ (450) $4,383
Basic earnings (loss) per share $ (0.23) $ 0.16 $ (0.04) $ 0.42
Diluted earnings (loss) per share $ (0.23) $ 0.16 $ (0.04) $ 0.42
See Notes to Consolidated Financial Statements
</TABLE>
MAIN STREET BANCORP, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
For the Six Months Ended June 30, 2000 and 1999
<TABLE>
<CAPTION>
Number Of Accumulated
Shares Other
Common Common Retained Comprehensive
Stock Stock Surplus Earnings Income (loss) Total
(In thousands, except share data)
<S> <C> <C> <C> <C> <C> <C>
Balance, December 31, 1998 10,388,443 $10,388 $64,134 $19,227 $ 1,163 $94,912
Comprehensive income (loss)
Net income 4,383 4,383
Change in net unrealized gains
(losses) on securities
available for sale (8,992) (8,992)
Total comprehensive income (loss) (4,609)
Issuance of common stock upon
exercise of stock options 19,460 20 125 145
Cash dividends declared -- -- -- (2,912) -- (2,912)
Balance June 30, 1999 10,407,903 $10,408 $64,259 $20,698 $ (7,829) $87,536
Balance, December 31, 1999 10,449,657 $10,450 $64,548 $21,326 $(17,546) $78,778
Comprehensive income
Net income (loss) (450) (450)
Change in net unrealized
gains (losses) on securities
available for sale 2,684 2,684
Total comprehensive income 2,234
Issuance of common stock upon
exercise of stock options 20,297 20 120 -- -- 140
Cash dividends declared -- -- -- (2,940) -- (2,940)
Balance June 30, 2000 10,469,954 $10,470 $64,668 $17,936 ($14,862) $78,212
See Notes to Consolidated Financial Statements
</TABLE>
MAIN STREET BANCORP, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
<TABLE>
<CAPTION>
For the Six Months Ended
June 30, 2000 June 30, 1999
(In thousands)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $ (450) $ 4,383
Adjustments to reconcile net income (loss) to net cash provided by
(used in) operating activities:
Provision for loan and foreclosed real estate losses 1,375 600
Provision for depreciation and amortization 1,769 1,082
Provision for special charges 4,797 331
Loss on sale of equipment and foreclosed real estate (26) (28)
Net realized loss on sale of securities 60 78
Provision for deferred income taxes (1,102) (321)
Proceeds from sale of mortgage loans 35,453 54,271
Net gain on sale of mortgage loans 364 223
Mortgage loans originated for sale (30,963) (54,494)
Net (amortization) accretion of security premiums and discounts (440) 224
(Increase) decrease in:
Due from mortgage investors (1,154) 8,865
Accrued interest receivable and other assets (1,449) (9,554)
Increase (decrease) in accrued interest payable and other liabilities (2,414) 1,446
Net cash provided by operating activities 5,820 7,106
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sales of securities available for sale 100,436 34,238
Proceeds from maturities of and principal repayments on securities
available for sale 5,273 22,675
Proceeds from maturities and call of securities held to maturity 15 65
Purchases of securities available for sale (61,410) (95,054)
Purchases of securities held to maturity -- (74,451)
Increase in interest-bearing deposits with banks (36) (3,091)
Loans made to customers, net of principal collected (106,982) (47,645)
Proceeds from sales of foreclosed real estate 466 661
Proceeds from sales of bank premises and equipment 24 9
Purchases of premises and equipment (2,652) (6,980)
Net cash used in investing activities (64,866) (169,573)
</TABLE>
MAIN STREET BANCORP, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS Con't. (Unaudited)
<TABLE>
<CAPTION>
For the Six Months Ended
June 30, 2000 June 30, 1999
(In thousands)
<S> <C> <C>
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase in demand and savings deposits $76,222 $ 57,287
Net increase in time deposits 43,066 30,072
Proceeds from (repayment of) other borrowed funds (62,484) 132,640
Principal payments of long-term borrowings -- (50,000)
Proceeds from exercise of stock options 140 145
Cash dividends paid (2,940) (2,912)
Net cash provided by financing activities 54,004 167,232
Increase (decrease) in cash and due from banks (5,042) 4,765
Cash and due from banks:
Beginning 49,904 28,710
Ending $44,862 $33,475
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash payments for:
Interest $33,366 $21,529
Income taxes $ 1,360 $ 1,360
See Notes To Consolidated Financial Statements
</TABLE>
MAIN STREET BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
BASIS OF PRESENTATION
The unaudited consolidated financial statements include the
accounts of the Company and its wholly-owned subsidiaries, Main
Street Bank (the "Bank"), MBNK Investment Company and MBNK
Capital Trust I. All significant intercompany accounts and
transactions have been eliminated.
The accompanying unaudited consolidated financial statements have
been prepared in accordance with generally accepted accounting
principles for interim financial information. Accordingly, they
do not include all of the information and footnotes required by
generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments
considered necessary for fair presentation have been included.
Operating results for the six-month period ended June 30, 2000
are not necessarily indicative of the results that may be
expected for the year ended December 31, 2000.
EARNINGS PER SHARE
The following table sets forth the computations of basic and
diluted earnings per share:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June June June June
30, 2000 30, 1999 30, 2000 30, 1999
<S> <C> <C> <C> <C>
Numerator, net income (loss) $(2,403,000) $ 1,652,000 $(450,000) $ 4,383,000
Denominator:
Denominator for basic earnings per
share, weighted average shares 10,458,684 10,404,802 10,454,261 10,399,091
Effect of dilutive securities, stock options - 53,782 - 67,385
Denominator for diluted earnings per
share, weighted average shares
and assumed conversions 10,458,684 10,458,584 10,454,261 10,466,476
Basic earnings (loss) per common share $ (0.23) $0.16 $ (0.04) $0.42
Diluted earnings (loss) per common share $ (0.23) $0.16 $ (0.04) $0.42
</TABLE>
COMPREHENSIVE INCOME
Accounting principles require that recognized revenue,
expenses, gains and losses be included in net income. Although
certain changes in assets and liabilities, such as unrealized
gains and losses on available for sale securities, are reported
as a separate component of the equity section of the balance
sheet, such items, along with net income, are components of
comprehensive income (loss).
The components of other comprehensive income (loss) and
related tax effects are as follows:
<TABLE>
<CAPTION>
For the Six Months Ended
June June
30, 2000 30, 1999
<S> <C> <C>
Unrealized holding gains (losses) on available
for sale securities $ 4,069 $(13,911)
Less reclassification adjustment for gains
(losses) included in net income (60) (78)
Net unrealized gains (losses) 4,129 (13,833)
Tax (expense) benefit 1,445 (4,841)
Net of tax amount $ 2,684 $ (8,992)
</TABLE>
OTHER EXPENSES
The following represents the most significant categories of other
expenses for the three and six months ended June 30:
<TABLE>
<CAPTION>
Three Months Six Months
Ended June 30, Ended June 30,
2000 1999 2000 1999
(In Thousands)
<S> <C> <C> <C> <C>
Advertising $ 586 $ 813 $1,341 $1,113
Data processing and MAC fees 750 401 1,457 729
Office supplies and expenses 551 505 1,163 937
Other Service fees 47 336 92 391
All other expenses 1,378 1,134 2,560 2,209
$3,312 $3,189 $6,613 $5,379
</TABLE>
SPECIAL CHARGES
During the second quarter of 2000, the Company recorded pre-tax
special charges of $4.797 million ($3.118 million after-tax), or
$0.30 per share, relating to the corporate reorganization plan
announced in April and the closing of Granite Mortgage
Corporation, a wholly-owned subsidiary of the Bank. The
components of the special charges are as follows:
<TABLE>
<CAPTION>
Special Non-Cash Cash
(In thousands) Charges Writedowns Payments Balance
<S> <C> <C> <C> <C>
Severance and employee-related costs $2,400 $ - $ 251 $2,149
Exit of Granite Mortgage 2,017 614 100 1,303
Other 380 1 131 248
$4,797 $ 615 $ 482 $3,700
</TABLE>
On April 25, 2000, the Board of Directors announced that
Nelson R. Oswald had been relieved of his duties as Chairman, CEO
and President of the Company and Bank and Norman E. Heilenman had
been relieved of his duties as Senior Vice President of the
Company and Bank. The above severance and employee-related costs
include the estimated contractual obligations to these former
executives.
On May 12, 2000, the Board of Directors announced that the Bank
had ceased its Virginia mortgage operations at Granite Mortgage
Corporation, Inc. because of the lack of profitability along with
the fact that future prospects for achieving reasonable returns
were doubtful. The exit costs of Granite Mortgage include the
write-off of goodwill, the satisfaction of remaining obligations
of the Company and the related professional fees.
Other special charges consist primarily of costs associated with
the closing of certain loan offices and related professional
fees.
Special charges for the three and six month periods ended
June 30, 1999 represent change-of-control payments made under
employment agreements with former officers of Heritage Bancorp,
Inc.
ACCOUNTING POLICIES
The Financial Accounting Standards Board issued Statement
No. 137 and 138, both of which delay the implementation date of
Statement No. 133, "Accounting for Derivative Instruments and
Hedging Activities", which now becomes effective for the Bank
January 1, 2001. Management expects this Statement will have no
impact on the Bank, as presently no derivative instruments are
held.
RECLASSIFICATIONS
Certain comparative amounts for the prior period have been
reclassified to conform with the current periods presentation.
Such reclassifications did not affect net income.
ITEM 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
The following discussion and analysis is intended to assist
in understanding and evaluating the major changes in the
financial condition and earnings performance of Main Street
Bancorp, Inc. (the "Company") with a primary focus on an analysis
of operating results.
FINANCIAL CONDITION HIGHLIGHTS
Total assets increased to $1.545 billion at June 30, 2000,
compared to $1.497 billion at December 31, 1999, an increase of
$48.0 million, or 3.2%.
Securities decreased $50.3 million, or 7.2%, to
$649.7 million at June 30, 2000 when compared to $700.0 million
at December 31, 1999. The decrease is due to the sale of
$100.4 million in securities and maturities of $5.3 million,
offset by the securities purchases in the first quarter of
$61.4 million. Since the beginning of the branch expansion
program announced in the fourth quarter of 1998, the Company's
plan was to initially leverage the balance sheet by purchasing
$300 million in securities and funding them with short-term
borrowings in order to offset the costs associated with opening
23 additional branches. The plan then was to replace the
securities with higher yielding loans as additional volume is
generated in the new markets. $107.7 million of net new loans
during the first six months of 2000 were funded by security
sales. Nearly the entire bond securities portfolio is rated AAA
by either Standard & Poor or Moodys. There were no derivatives
held at June 30, 2000 and no investments in hedge funds.
Securities held were primarily government agencies,
municipalities, or bank stocks at June 30, 2000.
Loans receivable, net of allowance for loan losses of
$7.6 million at June 30, 2000 and $7.0 million at December 31,
1999, increased to $764.0 million at June 30, 2000 from
$658.7 million at December 31, 1999. The increase of
$105.3 million, or 16.0%, was primarily due to an increase in
commercial loans and home equity loans. During the first six
months of 2000, the Company provided for $1.4 million in loan
losses. See "Provision for Loan Losses" for a further discussion
of the provision.
Amounts due from mortgage investors increased to
$6.1 million at June 30, 2000 from $5.0 million at December 31,
1999. These amounts represent loans originated by the Bank for
other mortgage investors/lenders under standing commitments.
These loans are temporarily funded for investors for periods
ranging from three to twenty-one days.
Mortgages held for sale decreased $4.9 million, or 100.0%,
to $0 at June 30, 2000 from $4.9 million at December 31, 1999.
During the second quarter of 2000, the Company elected to sell
all of the mortgages classified as held for sale, which at the
time of the sale totaled $7.9 million. As a result of this sale,
the Company recorded a loss on the income statement of $225,000,
in addition to the $253,000 already accrued at March 31, 2000 for
a total loss on mortgages held for sale of $478,000. The Company
elected to sell these mortgages to reduce the Company's market
risk position. All the mortgages sold were fixed rate at rates
100-200 basis points below current market rates.
Accrued interest receivable and other assets increased
slightly by 2.5%, or $1.0 million, to $42.3 million at June 30,
2000 from $41.3 million at December 31, 1999.
Total deposits, the primary source of funds, increased
$119.3 million to $1.144 billion at June 30, 2000 compared to
$1.025 billion at December 31, 1999, an increase of 11.6%. The
increase in deposits was primarily in savings and time deposits.
Savings deposits increased from $327.4 million at December 31,
1999 to $389.7 million at June 30, 2000, an increase of
$62.3 million, or 19.0%. The increase was primarily due to the
success of our 23 new branches. Total time deposits increased
$43.0 million, or 9.8%, to $480.5 million at June 30, 2000
million from $437.5 million at December 31, 1999. The increase
in time deposits was due to the CD (certificate of deposit)
specials the Company was promoting to provide long term funding
for loan and security purchases and to attract new customers to
the Company's new branches. In order to receive the bonus CD
rate, customers are also required to open a lower-cost checking
and savings account. As of June 30, 2000, the Company has opened
all 23 branches announced last year. These branches have been
open an average of 11 months and have gathered $213.3 million in
deposits.
Accrued interest payable and other liabilities decreased
$8.1 million, or 33.8%, from $24.0 million at December 31, 1999
to $15.9 million at June 30, 2000. The decrease was due to the
recording of a $10.5 million payable at December 31, 1999 for
securities that were traded but not settled. At June 30, 2000,
the Company had $0 in securities traded not settled.
Other borrowed funds and long-term debt decreased
$62.5 million, or 17.4%, from $359.4 million at December 31, 1999
to $296.9 million at June 30, 2000. As expected, the Company was
able to pay down its borrowings from the lower-cost deposits
gathered at the branches.
Stockholders' equity decreased $0.6 million, or 0.7%, from
$78.8 million at December 31, 1999 to $78.2 million at June 30,
2000. The decrease resulted from the ($450,000) net loss for the
first six months and cash dividend payments of $2.9 million,
offset by the improvement in net unrealized losses on securities
held for sale of $2.7 million. At December 31, 1999, the Company
had $17.6 million in unrealized losses and at June 30, 2000, the
Company had $14.9 million in unrealized losses on securities
available for sale. Should interest rates increase in the
future, stockholders' equity could decrease due to further
unrealized losses on the securities available for sale. Should
interest rates decline in future periods, stockholders' equity
could further increase as a result of unrealized gains on
securities available for sale. FASB 115 requires companies to
report the securities classified as "available-for-sale" at fair
value, with unrealized gains and losses, net of deferred income
taxes, reported as a separate component of stockholders' equity.
FASB 115 only addresses one component of the balance sheet,
securities, and does not take into account fair value adjustments
for the remaining items of the balance sheet. FASB 107 addresses
the full balance sheet market value issue but does not require a
separate adjustment to stockholders' equity. In addition, the
Company does not include the FASB 115 adjustment to stockholders'
equity when calculating the regulatory ratios. Thus, the
$14.9 million reduction to equity for unrealized losses on
securities available for sale at June 30, 2000, had no impact on
the Company's regulatory capital adequacy ratios (see "Capital"
below).
RESULTS OF OPERATIONS
Overview
Net income (loss)for the second quarter of 2000 was
($2.4) million compared to $1.7 million for the second quarter of
1999. On a per share basis, basic and diluted earnings were
($0.23) and $0.16 for the second quarter of 2000 and 1999,
respectively. Net income on an operating basis, which excludes
the special charges, one-time charges and security losses, net of
tax, was $2.1 million for the second quarter of 2000 compared to
$1.9 million for the second quarter of 1999, an increase of
10.5%. Basic and diluted earnings per share, on an operating
basis, would have been $0.20 and $0.18 for the second quarter of
2000 and 1999, respectively. Net income (loss) for the first six
months of 2000 was ($450,000) compared to $4.4 million for the
first six months of 1999. On a per share basis, basic and
diluted earnings were ($0.04) and $0.42. Net income on an
operating basis was $4.1 million and $4.6 million for the first
six months of 2000 and 1999, respectively. Basic and diluted
earnings per share, on an operating basis, would have been $0.39
and $0.44 for the first six months of 2000 and 1999,
respectively. During the second quarter and first six months of
2000, the Company incurred $4.8 million in special charges (see
"other expenses") and $845,000 in other charges, primarily
mortgage sale losses. During the second quarter and first six
months of 1999, the Company incurred $331,000 in special charges.
On July 25, 2000, the Company and the Bank entered into a
Memorandum of Understanding ("MOU") with the Federal Reserve Bank
of Philadelphia ("FRB") and the Pennsylvania Department of
Banking (the "Department"). The MOU is not a formal supervisory
action by the FRB or the Department. Generally, the MOU
addresses perceived regulatory concerns identified by the FRB as
a result of its combined examination of the Company and the Bank
and its information systems and transfer agent examinations of
the Bank, all as of December 31, 1999. The Company and the Bank
agreed in the MOU to: establish a risk management program; revise
its ALCO policies, limits, and procedures; develop a contingency
liquidity plan; develop an interest rate plan; conduct a risk
assessment relating to internet banking; develop a comprehensive
strategic plan and budget; report with respect to loan policies,
and credit management; take various actions with respect to
information systems; and take certain corrective actions with
respect to transfer agent activities. The management and
Directors of the Company and the Bank also agreed to establish an
asset liability committee and a compliance committee of at least
three (3) outside directors and to engage an outside consultant
to evaluate management's interest rate models and the strategies
used to monitor interest rate risk. The agreement establishes a
schedule for compliance and requires additional regulatory
reporting by the Company and the Bank. Under the MOU, the Company
and the Bank may declare and pay corporate dividends after prior
notice to the FRB and the Department. The FRB has approved
payment of the third quarter dividends of both the Bank and the
Company. The Company may incur additional debt and the Company
may redeem its own stock with prior written approval from the FRB
and the Department. The Company and the Bank have taken steps
necessary to comply with their respective obligations under the
MOU, and anticipate achieving full compliance by the fourth
quarter of 2000.
Net Interest Income
Net interest income is the difference between interest
income on interest-earning assets and interest expense on
interest-bearing liabilities. For the second quarter of 2000,
net interest income, calculated on a tax-equivalent basis,
increased $1.1 million, or 10.4%, to $12.0 million from
$10.9 million in the second quarter of 1999. For the first six
months of 2000, net interest income, calculated on a tax-
equivalent basis, increased $2.5 million, or 11.7%, to
$23.5 million compared to $21.0 million for the first six months
of 1999.
The increase in net interest income was primarily due to an
increase in average interest-earning assets at yields greater
than rates paid on average interest-bearing liabilities. For the
second quarter, average interest-earning assets increased
$245.0 million, or 20.2%, from $1.216 billion at June 30, 1999 to
$1.461 billion at June 30, 2000. For the second quarter, average
securities increased $81.0 million, or 12.7 %, from
$637.1 million at June 30, 1999 to $718.1 million at June 30,
2000. For the second quarter, average loans increased
$164.5 million, or 28.4%, to $742.6 million at June 30, 2000 from
$578.1 million at June 30, 1999. For the first six months,
average interest-earning assets increased $278.0 million, or
23.6%, to $1.453 billion at June 30, 2000 from $1.175 billion at
June 30, 1999. For the first six months, average securities
increased $128.5 million, or 21.1%, from $607.8 million at
June 30, 1999 to $736.3 million at June 30, 2000. For the first
six months, average loans increased $149.4 million, or 26.4%,
from $566.8 million at June 30, 1999 to $716.2 million at
June 30, 2000.
Interest income earned on interest-earning assets increased
$5.7 million, or 24.8%, to $28.4 million for the second quarter
ended June 30, 2000 compared to $22.7 million for the second
quarter ended June 30, 1999, calculated on a tax-equivalent
basis. Interest income from securities, calculated on a tax
equivalent basis, increased $1.9 million, or 18.1%, to
$12.7 million for the second quarter ended June 30, 2000 compared
to $10.8 million for the second quarter ended June 30, 1999.
Interest income from loans, calculated on a tax equivalent basis,
increased $3.7 million, or 30.7%, to $15.6 million for the second
quarter ended June 30, 2000 compared to $11.9 million for the
second quarter ended June 30, 1999.
Interest income earned on interest-earning assets increased
$12.0 million, or 27.1%, to $55.9 million for the six months
ended June 30, 2000 compared to $43.9 million for the first six
months ended June 30, 1999, calculated on a tax-equivalent basis.
Interest income from securities, calculated on a tax equivalent
basis, increased $5.5 million, or 26.9%, to $26.0 million for the
first six months ended June 30, 2000 compared to $20.5 million
for the first six months ended June 30, 1999. Interest income
from loans, calculated on a tax equivalent basis, increased
$6.4 million, or 27.4%, to $29.8 million for the first six months
ended June 30, 2000 compared to $23.4 million for the first six
months ended June 30, 1999
The Company's total interest expense increased $4.5 million,
or 37.9%, to $16.3 million for the second quarter of 2000
compared to $11.8 million for the second quarter of 1999. For
the first six months, total interest expense increased
$9.5 million, or 41.3%, to $32.4 million in 2000 compared to
$22.9 million for the first six months of 1999. Average
interest-bearing liabilities increased $234.0 million to
$1.319 billion for the second quarter of 2000 compared to
$1.085 billion for the second quarter of 1999 and increased
$272.0 million to $1.319 billion for the first six months of 2000
compared to $1.047 billion for the first six months of 1999. The
average rate paid on interest-bearing liabilities was 4.97% for
the second quarter of 2000 compared to 4.38% for the second
quarter of 1999 and was 4.94% for the first six months of 2000
compared to 4.41% for the first six months of 1999.
Average interest-bearing deposits increased $216.6 million,
or 27.7%, to $1.000 billion for the quarter ended June 30, 2000
compared to $783.4 million for the quarter ended June 30, 1999
and increased $203.1 million, or 26.7%, to $964.8 million for the
first six months of 2000 compared to $761.7 million for the first
six months of 1999. The average rate paid on average interest-
bearing deposits was 4.64% for the second quarter of 2000
compared to 4.15% for the second quarter of 1999. For the first
six months, the average rate paid on average interest-bearing
deposits was 4.58% in 2000 compared to 4.19% in 1999. The
primary reason the average rate paid on average interest-bearing
deposits increased was due to the general increase in interest
rates in the economy.
Net interest margin is the difference between interest
earned and interest paid, divided by average total interest-
earning assets. Net interest margin decreased 29 basis points
from 3.59% in the second quarter of 1999 to 3.30% in the second
quarter of 2000, calculated on a tax-equivalent basis. Net
interest margin decreased 36 basis points, from 3.61% for the
first six months of 1999 to 3.25% for the first six months of
2000. However, net interest margin did increase from 3.21% in
the first quarter of 2000 to 3.30% in the second quarter of 2000.
This is as a result of the second phase of the leveraging
strategy whereby borrowings were replaced with lower-cost
deposits and securities were replaced with higher yielding loans.
Net interest margin also decreased due to the significant
increase in non interest-earning assets related to the branch
openings. Each new branch required vault cash inventories and
premises and equipment expenditures. Average non-interest
earning assets increased from $83.0 million for the second
quarter ended June 30, 1999 to $114.0 million for the same time
period in 2000. For the first six months, average non-interest
earning assets increased from $78.9 million in 1999 to
$114.6 million in 2000.
Provision For Loan Losses
The provision for loan losses is charged to operations to
bring the total allowance for loan losses to a level considered
appropriate by management. The level of the allowance for loan
losses is determined by management based upon its evaluation of
the known as well as inherent risks within the Bank's loan
portfolio. Management's periodic evaluation is based upon an
examination of the portfolio, past loss experience, current
economic conditions, the results of the most recent regulatory
examinations and other relevant factors. The provision for loan
losses was $1,000,000 for the second quarter of 2000 compared to
$300,000 for the second quarter of 1999 and $1,375,000 for the
first six months of 2000 compared to $600,000 for the first six
months of 1999. Management increased the loan loss provision
significantly in the second quarter as a prudent response to
significant loan growth and a modest increase in nonperforming
assets. Non-performing assets as a percentage of total assets
increased to .56% as of June 30, 2000 compared to .43% at
December 31, 1999. See further discussion under "Asset Quality".
Other Income
Other income increased $675,000, or 51.8%, from $1.3 million
in the second quarter of 1999 to $2.0 million in the second
quarter of 2000. Other income increased $1.5 million, or 53.0%,
from $2.9 million for the first six months of 1999 to
$4.4 million for the first six months of 2000. The increase in
other income for the second quarter and first six months of 2000
was mostly due to increased customer service fees. Customer
service fees increased from $795,000 in the second quarter of
1999 to $2.0 million in the second quarter of 2000 and increased
from $1.5 million for the first six months of 1999 to
$3.7 million for the first six months of 2000. The increased
customer service fees are a direct result of the branch expansion
plan and also due to the introduction of Bounce Protection in
December 1999. Bounce Protection is a special overdraft
privilege for checking account customers for which the bank will
honor overdrafts up to a pre-approved limit.
Income from mortgage banking activities decreased $592,000,
or 243.6%, from $243,000 during the second quarter of 1999 to
($349,000) for the second quarter of 2000 and decreased from
$699,000 for the first six months of 1999 to ($145,000) for the
first six months of 2000. Income from mortgage banking
activities decreased due to the recognition of $675,000 in
mortgage sale losses during the second quarter of 2000. The
Company sold $7.9 million of mortgages classified as held for
sale and also $4.2 million of portfolio loans. The mortgages
sold were mostly 15-year or 30-year fixed rate mortgages at rates
100-200 basis points below market. Income from mortgage banking
activities also decreased due to lack of profitability from
Granite Mortgage Corporation, a wholly-owned subsidiary of the
Bank. On May 11, 2000, the Company announced that it closed down
operations at Granite Mortgage. From January 1, 2000 through
May 11, Granite Mortgage had an after-tax loss of ($260,000).
Other income decreased $2,000, or 2.0%, from $99,000 in the
second quarter of 1999 compared to $97,000 in the second quarter
of 2000 and increased $122,000, or 42.8%, to $407,000 for the
first six months of 2000 compared to $285,000 for the first six
months of 1999. The increase for the first six months was mostly
due to the income from the assets used to fund the deferred
compensation plans.
Other Expenses
Total other expenses increased $6.0 million, or 64.1% to
$15.3 million for the second quarter of 2000 compared to
$9.3 million for the second quarter of 1999 and increased
$9.3 million, or 56.8%, to $25.8 million for the first six months
of 2000 compared to $16.5 million for the first six months of
1999.
Salaries, wages and employee benefits increased $882,000, or
21.0%, from $4.2 million for the second quarter ended June 30,
1999, to $5.1 million for the second quarter of 2000. Salaries,
wage and employee benefits also increased $2.3 million, or 28.6%,
to $10.2 million for the first six months of 2000 compared to
$7.9 million for the first six months of 1999. Salaries, wages
and employee benefits increased due to the opening and hiring of
staff at the twenty three new branch locations. Fourteen of the
new branches opened in the second quarter of 1999, with the
remaining nine opening after July 1, 1999. Therefore, the second
quarter of 1999 does not reflect salaries and benefits for all
twenty three branches but the second quarter of 2000 reflects all
twenty three branches.
During the second quarter of 2000 and first six months of
2000, the Company recorded $4.8 million in special charges. The
special charges include $2.0 million in costs related to the
closing of Granite Mortgage Corporation, $2.4 million in
severance payments and employee-related costs and $380,000 in
loan office closings and professional fees. The costs were
incurred as part of the corporate reorganization. In April,
2000, the Company announced that it had relieved Nelson R. Oswald
of his duties as Chairman, CEO and President of the Company and
also relieved Norman E. Heilenman of his duties as Senior Vice
President. During the second quarter of 1999 and the first six
months of 1999, the Company recorded $331,000 in special charges
which were change of control payments made to a former executive.
Occupancy expense increased $332,000, or 33.6%, to
$1.3 million for the second quarter of 2000 compared to $988,000
for the second quarter of 1999 and increased $951,000, or 54.6%,
to $2.7 million for the first six months of 2000 compared to
$1.7 million for the first six months of 1999. The increase was
due to lease expenses, utilities, real estate taxes, and other
expenses related to the 23 new branches that have opened since
March 1999. The last of the branches was opened in May 2000.
Equipment depreciation and maintenance increased $168,000,
or 27.6%, to $777,000 for the second quarter of 2000 compared to
$609,000 for the second quarter of 1999 and increased $431,000,
or 39.2%, to $1.5 million for the first six months of 2000
compared to $1.1 million for the first six months of 1999. The
increase was due to depreciation and maintenance on new equipment
and furniture for the twenty-three new branches.
Other operating expenses increased $123,000, or 3.9%, to
$3.3 million for the second quarter of 2000, compared to
$3.2 million for the second quarter of 1999 and increased
$1.2 million, or 22.9%, to $6.6 million for the first six months
of 2000 compared to $5.4 million for the first six months of
1999. A detailed explanation of the variance follows:
Advertising and marketing decreased $227,000, or 27.9%, from
$813,000 for the second quarter of 1999 to $586,000 for the
second quarter of 2000. The decrease from last year was due to
advertising and marketing in conjunction with the opening of 14
new branches in the second quarter of 1999 compared to one branch
opening in the second quarter of 2000. Advertising and marketing
increased $228,000, or 20.5%, to $1.3 million for the first six
months of 2000 compared to $1.1 million for the first six months
of 1999. Advertising and marketing includes media costs,
promotional items (pens, mugs, etc.), printing costs, new branch
opening costs and branch freebies (cookies, coffee and other
treats).
Data processing and MAC fees increased $349,000, or 87.0%,
from $401,000 in the second quarter of 1999 to $750,000 in the
second quarter of 2000 and increased $728,000, or 100.0%, to
$1.5 million for the first six months of 2000 compared to
$729,000 for the first six months of 1999. The increase was a
result of increased volume in credit card processing/ATM
processing due to the 23 new branches and an ongoing service fee
to Pinnacle Financial for Bounce Protection.
Office supplies and expenses increased $46,000, or 9.1%, to
$551,000 for the second quarter of 2000 compared to $505,000 for
the same period in 1999 and increased $226,000, or 24.1%, to
$1.2 million for the first six months of 2000 compared to
$937,000 for the first six months of 1999. The increase was due
to supplies necessary to support the Company's growth.
Other service fees decreased $289,000, or 86.0%, from
$336,000 for the second quarter of 1999 to $47,000 for the second
quarter of 2000 and decreased $299,000, or 76.5%, from $391,000
for the first six months of 1999 to $92,000 for the first six
months of 2000. In May 1999, the Company elected to prepay
$45 million in FHLB borrowings and incur a prepayment penalty of
$300,000, in order to reduce its cost of funds.
Federal Income Taxes
The provision for federal income taxes was a $1.9 million
benefit for the second quarter of 2000 compared to a $688,000
benefit for the second quarter of 1999 and was a $2.9 million
benefit for the first six months of 2000 compared to a $665,000
benefit for the first six months of 1999. The tax benefit in 2000
resulted from a higher level of tax-exempt interest income earned
on bank-qualified municipal securities and tax-free loans
compared to pretax income and also due to the special charges and
other one-time charges. The tax benefit is expected to continue
throughout the remainder of 2000 due to the tax-exempt interest
income. For federal income tax purposes, the Company is subject
to the alternative minimum tax. Since this tax creates a credit
that can be carried forward indefinitely to offset future federal
income taxes, it is not an expense of the Company. The
alternative minimum tax has, therefore, been recorded as a
deferred tax asset, which will be recoverable in future years as
the bank has taxable income.
Asset Quality
Non-performing assets as a percentage of total assets
increased to 0.56% at June 30,2000 compared to 0.43% at
December 31, 1999. Non-performing assets increased from
$6.4 million at December 31, 1999 to $8.7 million at June 30,
2000. The ratio of the allowance for loan losses to non-
performing loans was 117.84% at December 31, 1999 and decreased
to 92.6% at June 30, 2000. Non-performing loans are comprised of
non-accrual loans, accruing loans that are 90 days or more past
due and restructured loans. Given the change in the above
ratios, the Company significantly increased its loan loss
provision in the second quarter. During the second quarter of
2000, the Company provided for $1.0 million in loan losses
compared to $300,000 in the second quarter of 1999. Despite
increasing the provision, the loan loss as a percentage of total
loans declined from 1.05% at December 31, 1999 to 0.99% at
June 30, 2000. The loan loss reserve as a percentage of total
loans, excluding mortgages, was 1.36% at June 30, 2000, down from
1.49% at December 31, 1999.
Management believes the allowance for loan losses was
adequate to cover risks inherent in its loan portfolio at
June 30, 2000. However, there can be no assurance that the
Company will not have to increase its provision for loan losses
in the future as a result of changes in economic conditions, an
increase in loan volume, or for other reasons. Any such increase
could adversely affect the Company's results of operations.
Capital
The Company's Tier 1 capital to risk-weighted assets ratio
at June 30, 2000 was 11.38% compared to 13.38% at December 31,
1999. These ratios far exceeded the Tier 1 regulatory capital
requirement of 4.00%. The Company's total capital to risk-
weighted assets ratio at June 30, 2000 was 12.24% compared to
14.28% at December 31, 1999. These ratios exceeded the total
risk-based capital regulatory requirement of 8.00%. At June 30,
2000, the Company's leverage ratio was 6.56% versus 7.43% at
December 31, 1999. The Company is categorized as "well
capitalized" under applicable Federal regulations.
Liquidity
Financial institutions must maintain liquidity to meet day-
to-day requirements of depositors and borrowers, take advantage
of market opportunities, and provide a cushion against unforeseen
needs. Liquidity needs can be met by either reducing assets or
increasing liabilities. Sources of asset liquidity are provided
by the fair value of securities not pledged as collateral, cash
and amounts due from banks, interest-bearing deposits with banks,
and Federal funds sold. Held to maturity securities are
classified as liquid assets to the extent they are not pledged as
collateral.
These liquid assets totaled $375.2 million at June 30, 2000
compared to $339.5 million at December 31, 1999. Maturing and
repaying loans are another source of asset liquidity. At
June 30, 2000, the Company estimated that an additional
$50.6 million of loans will mature in the next six-month period
ended December 31, 2000.
Liability liquidity can be met by attracting deposits with
competitive rates, buying Federal funds, utilizing the borrowing
facilities of the Federal Reserve System or the FHLB System, or
utilizing repurchase agreements with other institutions and
customers. The Bank utilizes a variety of these methods of
liability liquidity. At June 30, 2000, the Bank had
approximately $411.5 million in unused lines of credit available
to it under informal arrangements with correspondent banks
compared to $231.8 million at December 31, 1999. These lines of
credit enable the Bank to purchase funds for short-term needs at
current market rates.
Item 3. Quantitative and Qualitative Disclosures About
Market Risk
Please refer the annual report to shareholders on Form 10-K
for December 31, 1999. There have been no significant changes
regarding market risk since that date.
PART II
Item 1. Legal Proceedings - None
Item 2. Change in Securities - None
Item 3. Defaults Upon Senior Securities - None
Item 4. Submission of Matters to a Vote of Security Holders
The 2000 Annual Meeting of Shareholders ( the "Meeting") of
the Company was held on April 19, 2000. Notice of the Meeting
was mailed to shareholders on or about March 8, 2000.
The Meeting was held for the following purposes:
1. To elect four Class II directors to hold office for
three years from the date of election and until
their successors are elected and qualified
(Matter No. 1);
2. To ratify the appointment by the Company's Board of
Directors of Beard & Company, Inc., as the Company's
independent auditors for the fiscal year ending
December 31, 2000 (Matter No. 2).
There was no solicitation in opposition to the nominees of
the Board of Directors. All nominees of the Board of Directors
were elected. The number of votes cast for or against, as well
as the number of abstentions for each of the nominees for
election to the Board of Directors were as follows:
Abstentions and
Nominee For Against Broker Non-Votes
Frederick A. Gosch 8,348,010 371,793 14,173
Alfred B. Mast 8,330,521 389,282 14,173
Wesley R. Pace 8,321,902 397,901 14,173
Joseph P. Schlitzer 8,393,017 326,786 14,173
Floyd S. Weber 8,330,022 389,781 14,173
Matter No. 2 was approved by shareholders at the Meeting.
The votes cast for this Matter were as follows:
Abstentions and
For Against Broker Non-Votes
8,499,332 184,778 49,865
Item 5. Other Information - None
Item 6. Exhibits and Reports on Form 8 - K
(a) Exhibits
3.1 Articles of Incorporation of Main Street Bancorp,
Inc., incorporated herein by reference to
Exhibit 3.1 of the Registration Statement No. 333-
44697 on Form S-4 of the registrant.
3.2 Bylaws of Main Street Bancorp, Inc., as amended,
incorporated herein by reference to Exhibit 3 (ii)
on the Current Form of 8-K dated April 25, 2000.
10.1 Executive Employment Agreement, dated August 13,
1999, among Main Street Bancorp, Inc, Main Street
Bank and Robert D. McHugh, incorporated herein by
reference to Exhibit 10.2 of the Company's
Quarterly Report on Form 10-Q for the quarter
ended September 30, 1999.
10.2 Executive Employment Agreement, dated August 13,
1999, among Main Street Bancorp, Inc, Main Street
Bank and Richard A. Ketner, incorporated herein by
reference to Exhibit 10.3 of the Company's
Quarterly Report on Form 10-Q for the quarter
ended September 30, 1999.
10.3 Executive Employment Agreement, dated August 13,
1999, among Main Street Bancorp, Inc, Main Street
Bank and Steven A. Ehrlich, incorporated herein by
reference to Exhibit 10.4 of the Company's
Quarterly Report on Form 10-Q for the quarter
ended September 30, 1999.
10.4 Deferred Compensation Agreement, dated October 14,
1999 by and between Main Street Bancorp, Inc. and
Robert D. McHugh, incorporated herein by reference
to Exhibit 10.7 of the Company's Quarterly Report
on Form 10-Q for the quarter ended September 30,
1999.
10.5 Deferred Compensation Agreement, dated October 14,
1999 by and between Main Street Bancorp, Inc. and
Richard A. Ketner, incorporated herein by
reference to Exhibit 10.8 of the Company's
Quarterly Report on Form 10-Q for the quarter
ended September 30, 1999.
27.1 Financial Data Schedule.
(b) Reports on Form 8-K
(1) - On April 26, 2000, the Company filed a
Current Report on Form 8-K, dated
April 26, 2000, to report information
under item 7(a). No financial statements
were filed with the Current Report.
(2) - On May 15, 2000, the Company filed a
Current Report on Form 8-K, dated
May 15,2000 to report information under
item 7(a). No financial statements were
filed with the Current Report.
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.
MAIN STREET BANCORP, INC.
(Registrant)
August 4, 2000 /s/ Robert D. McHugh, Jr.
Robert D. McHugh, Jr.
Executive Vice President and Treasurer
EXHIBIT INDEX
Exhibit No. Description
3.1 Articles of Incorporation of Main Street Bancorp, Inc.,
incorporated herein by reference to Exhibit 3.1 of the
Registration Statement No. 333-44697 on Form S-4 of the
registrant.
3.2 Bylaws of Main Street Bancorp, Inc., as amended,
incorporated herein by reference to Exhibit 3 (ii) on
the Current Form of 8-K dated April 25, 2000.
10.1 Executive Employment Agreement, dated August 13, 1999,
among Main Street Bancorp, Inc., Main Street Bank and
Robert D. McHugh, Jr., incorporated herein by reference
to Exhibit 10.2 of the Company's Quarterly Report on
Form 10-Q for the quarter ended September 30, 1999.
10.2 Executive Employment Agreement, dated August 13, 1999,
among Main Street Bancorp, Inc., Main Street Bank and
Richard A. Ketner, incorporated herein by reference to
Exhibit 10.3 of the Company's Quarterly Report on
Form 10-Q for the quarter ended September 30, 1999.
10.3 Executive Employment Agreement, dated August 13, 1999,
among Main Street Bancorp, Inc., Main Street Bank and
Steven A. Ehrlich, incorporated herein by reference to
Exhibit 10.4 of the Company's Quarterly Report on
Form 10-Q for the quarter ended September 30, 1999.
10.4 Deferred Compensation Agreement, dated October 14,
1999, by and between Main Street Bancorp, Inc. and
Robert D. McHugh, Jr., incorporated herein by reference
to Exhibit 10.7 of the Company's Quarterly Report on
Form 10-Q for the quarter ended September 30, 1999.
10.5 Deferred Compensation Agreement, dated October 14,
1999, by and between Main Street Bancorp, Inc. and
Richard A. Ketner, incorporated herein by reference to
Exhibit 10.8 of the Company's Quarterly Report on
Form 10-Q for the quarter ended September 30, 1999.
27.1 Financial Data Schedule.
"WORD"
Long Document Name:
FORM 10-Q (6/30/00) - MAIN STREET BANCORP, INC.
System Document
Number:
89485
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Notes:
Origination Date:
August 2, 2000
Author's Initials:
DWS
Last Revised By:
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