IBL BANCORP
10QSB, 2000-05-12
SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED
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                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934

                  For the quarterly period ended March 31, 2000

[   ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934

      For the transition period from                   to

                        Commission File Number 000-24907

                                IBL BANCORP, INC.
        (Exact name of small business issuer as specified in its charter)

         LOUISIANA                                            72 - 1421499
         ---------                                           ------------
   (State or other jurisdiction of                         (I.R.S. Employer
   incorporation or organization)                          Identification No.)

  23910 RAILROAD AVE., PLAQUEMINE, LOUISIANA 70764
  ------------------------------------------------
  (Address of principal executive offices)

         Issuer's telephone number, including area code: (225) 687-6337

         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 issuer was required to file such  reports),  and (2) has
been subject to such filing requirements for the past 90 days. Yes X No_

         Shares of common stock, par value $.01 per share, outstanding as of May
5, 1999: 210,870

         Transitional   Small   Business    Disclosure   Format   (check   one):
Yes [  ]  No [ X ].
<PAGE>
                                IBL Bancorp, Inc.

                                   Form 10-QSB

                          Quarter Ended March 31, 2000

                         PART I - FINANCIAL INFORMATION

Interim Financial  Information required by Rule 10-01 of Regulation S-X and Item
303 of Regulation S-B is included in this Form 10-QSB as referenced below:

Item 1 - Financial Statements

Consolidated   Statements   Of  Financial   Condition  At  March  31,  2000
(Unaudited) and December 31, 1999 .........................................   3

Consolidated  Statements Of Income and Comprehensive Income (Unaudited) For
the Three Months Ended March 31, 2000 and 1999 ............................   4

Consolidated  Statements Of Changes in Shareholders' Equity (Unaudited) For
The Three Months Ended March 31, 2000 and 1999 ............................   6

Consolidated Statements Of Cash Flows (Unaudited) For the Three Months
Ended March 31, 2000 and 1999 .............................................   7

Notes to Consolidated Financial Statements ................................   8

Item 2     - Management's Discussion and Analysis or Plan
                  of Operations.............................................  11

                           PART II - OTHER INFORMATION
Item 1     -Legal Proceedings...............................................  16
Item 2     - Changes in Securities and Use of Proceeds......................  16
Item 3     - Defaults Upon Senior Securities................................  16
Item 4     - Submission of Matters to a Vote of Security Holders............  16
Item 5     - Other Information............................................... 16
Item 6     - Exhibits and Reports on Form 8-K...............................  16

Signatures..................................................................  17

2
<PAGE>
<TABLE>
<CAPTION>
                                      IBL BANCORP, INC.
                        CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
                             March 31, 2000 and December 31, 1999

                                                               March 31,
                                                               2000            December 31,
                                                               (Unaudited)          1999
                                                              -----------
<S>                                                           <C>               <C>
ASSETS
Cash and amounts due from depository institutions .......     $    148,918      $    770,481
Interest-bearing deposits in other institutions .........        2,030,735         2,121,112
                                                              ------------      ------------
  Total cash ............................................        2,179,653         2,891,593
                                                              ------------      ------------
Time deposits ...........................................        1,401,000         1,101,000
                                                              ------------      ------------
Mortgage-backed securities held-to-maturity (estimated
 market value $2,469,173 and $2,308,395)  ...............        2,548,887         2,371,700
Mortgage-backed securities available-for-sale (amortized
 cost $4,395,986 and $3,739,649)  .......................        4,379,237         3,732,565
                                                              ------------      ------------
  Total investment securities ...........................        6,928,124         6,104,265
                                                              ------------      ------------
Loans receivable ........................................       19,238,494        18,549,659
Less allowance for loan losses ..........................          391,380           406,329
                                                              ------------      ------------
  Loans receivable, net .................................       18,847,114        18,143,330
                                                              ------------      ------------
Premises and equipment, net .............................          147,348           154,248
Federal Home Loan Bank stock, at cost ...................          182,900           180,200
Accrued interest receivable .............................          122,905           108,581
Other assets ............................................           42,361            93,134
                                                              ------------      ------------
  Total assets ..........................................     $ 29,851,405      $ 28,776,351
                                                              ============      ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits ................................................     $ 23,906,069      $ 22,884,393
Advances from Federal Home Loan Bank ....................        2,300,000         2,300,000
Advances by borrowers for taxes and insurance ...........           11,297            12,821
Federal income taxes payable ............................           21,937               477
Other liabilities and deferrals .........................           63,849            74,622
                                                              ------------      ------------
  Total liabilities .....................................       26,303,152        25,272,313
                                                              ------------      ------------
Commitments and contingencies ...........................             --                --
                                                              ------------      ------------
Preferred stock $.01 par, 2,000,000 shares authorized ...             --                --
Common stock - $.01 par, 5,000,000 shares authorized,
 210,870 shares issued ..................................            2,109             2,109
Additional paid-in capital ..............................        1,740,518         1,740,201
Unearned ESOP shares ....................................         (143,386)         (147,603)
Unearned RRP shares .....................................          (64,984)          (44,193)
Retained earnings - substantially restricted ............        2,025,050         1,958,199
Accumulated other comprehensive loss ....................          (11,054)           (4,675)
                                                              ------------      ------------
  Total stockholders' equity ............................        3,548,253         3,504,038
                                                              ------------      ------------
  Total liabilities and stockholders' equity ............     $ 29,851,405      $ 28,776,351
                                                              ============      ============
</TABLE>
The accompanying notes are an integral part of these financial statements.

3
<PAGE>
<TABLE>
<CAPTION>
                                IBL BANCORP, INC.
                        CONSOLIDATED STATEMENTS OF INCOME
                            AND COMPREHENSIVE INCOME
                   Three months ended March 31, 2000 and 1999


                                                            2000           1999
                                                         (Unaudited)    (Unaudited)
<S>                                                     <C>            <C>
INTEREST INCOME
Loans.............................................      $   380,750    $   357,073
Mortgage-backed securities........................          105,459         54,451
FHLB stock and other securities...................            2,752          2,316
Deposits..........................................           40,630         31,049
                                                         ----------     ----------
  Total interest income...........................          529,591        444,889
                                                         ----------     ----------
INTEREST EXPENSE
Deposits
 Interest-bearing demand deposit accounts.........           27,829         18,335
 Passbook savings accounts........................           25,744         23,753
 Certificate of deposit accounts..................          170,071        174,555
                                                         ----------     ----------
  Total interest on deposits......................          223,644        216,643
Advances from Federal Home Loan Bank..............           29,888          5,702
                                                         ----------     ----------
  Total interest expense..........................          253,532        222,345
                                                         ----------     ----------
  Net interest income.............................          276,059        222,544
Provision for losses on loans.....................                -          3,140
                                                         ----------     ----------
NET INTEREST INCOME AFTER PROVISION FOR
 LOSSES ON LOANS..................................          276,059        219,404
                                                         ----------     ----------
NON-INTEREST INCOME
Service charges on deposit accounts...............           17,789         18,389
Other.............................................            4,546          3,306
                                                         ----------     ----------
  Total non-interest income.......................           22,335         21,695
                                                         ----------     ----------
NON-INTEREST EXPENSES
Compensation and benefits.........................           99,385         94,145
Occupancy ........................................            8,055          6,059
Furniture and equipment ..........................            7,851          7,599
Deposit insurance premium.........................            1,244          3,215
Data processing...................................           17,499         19,028
Legal and other professional......................           22,655         13,239
Advertising.......................................            4,761          3,510
Office supplies and postage.......................            8,439          9,015
Other taxes - share tax assessment................            8,550              -
Other general and administrative..................            6,606         18,211
                                                         ----------     ----------
  Total non-interest expenses.....................          185,045        174,021
                                                         ----------     ----------
</TABLE>
Continued. . .


                                        4
<PAGE>
<TABLE>
<CAPTION>
                                                            2000           1999
                                                         (Unaudited)    (Unaudited)
<S>                                                     <C>            <C>
INCOME BEFORE PROVISION FOR INCOME TAXES..........      $   113,349    $    67,078
PROVISION FOR INCOME TAXES........................           38,235         26,766
                                                         ----------     ----------
NET INCOME........................................      $    75,114    $    40,312
                                                         ==========     ==========

Basic earnings per share..........................      $       .39    $       .21
                                                         ==========     ==========

Diluted earnings per share........................      $       .35    $       .21
                                                         ==========     ==========

COMPREHENSIVE INCOME
Net income........................................      $    75,114    $    40,312
                                                         ----------     ----------
Other comprehensive income (loss)
  Unrealized holding losses on
   securities during the period...................           (9,665)        (3,574)
  Income tax benefit related to
   unrealized holding losses......................            3,286          1,215
                                                         ----------     ----------
Other comprehensive loss, net of
  tax effects.....................................           (6,379)        (2,359)
                                                         ----------     ----------
Comprehensive income..............................      $    68,735    $    37,953
                                                         ==========     ==========

</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                        5
<PAGE>
<TABLE>
<CAPTION>
                                                    IBL BANCORP, INC.
                               CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
                                       Three months ended March 31, 2000 and 1999

                                                                                                              Retained
                                                                                                             Earnings -
                                                           Additional       Unearned        Unearned          Substan-
                                             Common        Paid - In          ESOP             RRP             tially
                                             Stock          Capital           Shares          Shares         Restricted
<S>                                        <C>             <C>             <C>              <C>              <C>
BALANCE, DECEMBER 31, 1998 ...........     $     2,109     $ 1,740,254     $  (165,971)     $      --        $ 1,806,496
                                           -----------     -----------     -----------      -----------      -----------
COMPREHENSIVE INCOME (Unaudited)
Net income ...........................            --              --              --               --             40,312
Other comprehensive income, net of tax
  Unrealized losses on securities ....            --              --              --               --               --
                                           -----------     -----------     -----------      -----------      -----------
  Comprehensive income ...............            --              --              --               --             40,312
                                           -----------     -----------     -----------      -----------      -----------
ESOP shares released for allocation ..            --              --             2,776             --               --
Dividends ............................            --              --              --               --             (7,908)
                                           -----------     -----------     -----------      -----------      -----------
BALANCE, MARCH 31, 1999 ..............     $     2,109     $ 1,740,254     $  (163,195)     $      --        $ 1,838,900
                                           ===========     ===========     ===========      ===========      ===========

BALANCE, DECEMBER 31, 1999 ...........     $     2,109     $ 1,740,201     $  (147,603)     $   (44,193)     $ 1,958,199
                                           -----------     -----------     -----------      -----------      -----------
COMPREHENSIVE INCOME (Unaudited)
Net income ...........................            --              --              --               --             75,114
Other comprehensive income, net of tax
  Unrealized losses on securities ....            --              --              --               --               --
                                           -----------     -----------     -----------      -----------      -----------
  Comprehensive income ...............            --              --              --               --             75,114
                                           -----------     -----------     -----------      -----------      -----------
ESOP shares released for allocation ..            --               317           4,217             --                699
Acquisition of RRP shares ............            --              --              --            (20,791)            --
RRP shares issued ....................            --              --              --                                --
Dividends ............................            --              --              --               --             (8,962)
                                           -----------     -----------     -----------      -----------      -----------
BALANCE, MARCH 31, 2000 ..............     $     2,109     $ 1,740,518     $  (143,386)     $   (64,984)     $ 2,025,050
                                           ===========     ===========     ===========      ===========      ===========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                                          Accumulated
                                             Other
                                            Compre-
                                            hensive           Total
                                             Income          Equity
                                          -----------      -----------
<S>                                        <C>              <C>




BALANCE, DECEMBER 31, 1998 ...........    $      (293)     $ 3,382,595
                                          -----------      -----------
COMPREHENSIVE INCOME (Unaudited)
Net income ...........................           --             40,312
Other comprehensive income, net of tax
  Unrealized losses on securities ....         (2,359)          (2,359)
                                          -----------      -----------
  Comprehensive income ...............         (2,359)          37,953
                                          -----------      -----------
ESOP shares released for allocation            --              2,776
Dividends ............................           --             (7,908)
                                          -----------      -----------
  BALANCE, MARCH 31, 1999 ............    $    (2,652)     $ 3,415,416
                                          ===========      ===========

BALANCE, DECEMBER 31, 1999 ...........    $    (4,675)     $ 3,504,038
                                          -----------      -----------
COMPREHENSIVE INCOME (Unaudited)
Net income ...........................           --             75,114
Other comprehensive income, net of tax
  Unrealized losses on securities ....         (6,379)          (6,379)
                                          -----------      -----------
  Comprehensive income ...............         (6,379)          68,735
                                          -----------      -----------
ESOP shares released for allocation ..           --              5,233
Acquisition of RRP shares ............           --            (20,791)
RRP shares issued ....................           --               --
Dividends ............................           --             (8,962)
                                          -----------      -----------
BALANCE, MARCH 31, 2000 ..............    $   (11,054)     $ 3,548,253
                                          ===========      ===========

</TABLE>
The accompanying notes are an integral part of these financial statements.

                                       6
<PAGE>
<TABLE>
<CAPTION>
          s                      IBL BANCORP, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                   Three months ended March 31, 2000 and 1999


                                                             2000          1999
                                                          (Unaudited)   (Unaudited)
                                                           ----------   ----------
<S>                                                       <C>          <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income............................................... $   75,114   $    40,312
                                                           ----------   ----------
Adjustments   to  reconcile  net  income  to
  net  cash  provided  by  operating activities:
  Depreciation...........................................       6,900        5,750
  Provision for loan losses..............................           -        3,140
  ESOP contribution......................................       5,233        2,776
  Provision for deferred federal income tax benefit......      (2,755)           -
  Amortization of net premium on investment and
   mortgage-backed securities............................       3,387        4,522
  Net discount charged (realized) on installment loans...      47,162      (26,013)
  Net loan fees deferred ................................         356        1,018
  Stock dividends from Federal Home Loan Bank............      (2,700)      (2,300)
  Net increase in interest receivable....................     (14,324)      (9,194)
  Net increase in other assets...........................     (10,239)     (12,742)
  Net decrease in interest payable.......................      (2,772)     (10,964)
  Net increase (decrease) in  income taxes payable.......      88,513      (14,142)
  Net increase (decrease) in other liabilities...........     (10,773)      14,234
                                                           ----------   ----------
    Total adjustments....................................     107,988      (43,915)
                                                           ----------   ----------
Net cash provided by (used in) operating activities......     183,102       (3,603)
                                                           ----------   ----------
CASH FLOWS FROM INVESTING ACTIVITIES
Net increase in loans receivable.........................    (751,302)    (259,818)
Principal payments received on mortgage-backed
 securities available-for-sale...........................     248,417       93,066
Purchases of securities held-to-maturity.................    (262,871)    (200,000)
Purchases of securities available-for-sale...............    (906,642)           -
Proceeds from sale of foreclosed assets..................           -       10,500
Principal payments received on mortgage-backed
 securities held-to-maturity.............................      84,185       88,504
Certificates of deposits acquired........................    (300,000)    (506,000)
                                                           ----------   ----------
Net cash used in investing activities....................  (1,888,213)    (773,748)
                                                           ----------   ----------
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase in deposit accounts.........................   1,024,448    2,149,438
Net increase (decrease) in advances by borrowers for
 taxes and insurance.....................................      (1,524)       1,686
Cash dividends..... .....................................      (8,962)      (7,908)
Acquistion of RRP shares.................................     (20,791)           -
                                                           ----------   ----------
Net cash provided by financing activities................     993,171    2,143,216
                                                           ----------   ----------
NET (DECREASE) INCREASE IN CASH..... ....................    (711,940)   1,365,865
Cash - beginning of period...............................   2,891,593    1,858,498
                                                           ----------   ----------
Cash - end of period..................................... $ 2,179,653  $ 3,224,363
                                                           ==========   ==========
</TABLE>

The accompanying notes are an integral part of these financial statements.
                                       7
<PAGE>
                                IBL BANCORP, INC.
             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
                                 March 31, 2000


A:       BASIS OF PRESENTATION

         The accompanying consolidated financial statements for the period ended
         March  31,  2000  include  the  accounts  of  IBL  Bancorp,  Inc.  (the
         "Company") and its wholly owned subsidiary, Iberville Building and Loan
         Association (the "Association"). Currently, the business and management
         of IBL Bancorp,  Inc. is primarily  the business and  management of the
         Association.  All significant  intercompany  transactions  and balances
         have been eliminated in the consolidation.

         The  accompanying  consolidated  unaudited  financial  statements  were
         prepared  in  accordance  with   instructions   for  Form  10-QSB  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.
         However, all adjustments (consisting only of normal recurring accruals)
         which,  in  the  opinion  of  management,  are  necessary  for  a  fair
         presentation  of  the  consolidated   financial  statements  have  been
         included.  The results of  operations  for the three months ended March
         31, 2000 are not  necessarily  indicative of the results to be expected
         for the year ending December 31, 2000.


B:       EMPLOYEE STOCK OWNERSHIP PLAN

         The Company  sponsors a leveraged  employee stock ownership plan (ESOP)
         that covers all  employees  who have at least one year of service  with
         the Company.  The ESOP shares  initially were pledged as collateral for
         the  ESOP  debt.   The  debt  is  being  repaid  based  on  a  ten-year
         amortization and the shares are being released for allocation to active
         employees  quarterly  over the ten-year  period.  The shares pledged as
         collateral  are deducted  from  stockholders'  equity as unearned  ESOP
         shares in the accompanying balance sheets.

         As  shares  are  released   from   collateral,   the  Company   reports
         compensation  expense equal to the current  market price of the shares.
         Dividends  on  allocated  ESOP shares are  recorded  as a reduction  of
         retained earnings;  dividends on unallocated ESOP shares are applied to
         the ESOP debt and recorded as a reduction of unearned ESOP shares. ESOP
         compensation  expense was $5,233 for the three  months  ended March 31,
         2000 based on the quarterly release of shares.



                                       8
<PAGE>
C:       RECOGNITION AND RETENTION PLAN

         On October 20, 1999, the Company's  stockholders approved a Recognition
         and  Retention  Plan  (RRP) as an  incentive  to  retain  personnel  of
         experience and ability in key positions.  The  shareholders  approved a
         total of 8,434  shares of stock to be acquired  for the Plan,  of which
         7,169 shares have been allocated for  distribution to key employees and
         directors.  As shares are acquired for the plan,  the purchase price of
         these  shares is  recorded as unearned  compensation,  a contra  equity
         account.  As the shares are  distributed,  the contra equity account is
         reduced.

         The allocated  shares are earned by  participants  as plan share awards
         vest over a specified period.  If an employee or non-employee  director
         plan  participant is terminated  prior to the end of the vesting period
         for any reason other than death, disability,  retirement or a change in
         control, the recipient shall forfeit the right to any shares subject to
         the awards which have not been earned. The compensation cost associated
         with the plan is based on the market  price of the stock as of the date
         on which the plan shares are earned.

         A summary of the changes in restricted stock follows:

                                          Unawarded                    Awarded
                                            Shares                      Shares
                                            ------                      -----
Balance, January 1, 1999..............           -                          -
Purchased by Plan.....................       8,434                          -
Granted...............................      (7,169)                     7,169
Earned and issued.....................           -                     (2,390)

                                            ------                      -----
Balance, March 31, 2000...............       1,265                      4,779
                                            ======                      =====


D:       STOCK OPTION PLAN

         On October 20, 1999, the Company's stockholders approved a stock option
         plan for the benefit of directors,  officers,  and other key employees.
         An amount equal to 10% of the total number of common  shares  issued in
         the initial public  offering or 21,087 shares are reserved for issuance
         under the stock option plan.  The option  exercise price cannot be less
         than the fair value of the  underlying  common  stock as of the date of
         the option grant and the maximum option term cannot exceed ten years.

         The stock option plan also  permits the granting of stock  appreciation
         rights (SARs).  SARs entitle the holder to receive, in the form of cash
         or stock, the increase in fair value of the Company's common stock



                                       9
<PAGE>
D:       STOCK OPTION PLAN (Continued)

         from the date of the grant to the date of  exercise.  No SARs have been
         issued under the plan.

         The following table summarizes the activity related to stock options:


                                      Exercise     Available         Options
                                       Price       for Grant       Outstanding
                                       -----       ---------       -----------

At inception.............                           21,087                -
Granted..................            $ 10.50       (17,925)          17,925
Cancelled................                                -                -
Exercised................                                -                -
                                                   -------           ------
At March 31, 2000........                            3,162           17,925
                                                   =======           ======

E:       EARNINGS PER SHARE

         The following table provides a reconciliation between basic and diluted
         earnings per share:

<TABLE>
<CAPTION>
                                           For the three months ended March 31, 2000
                                           -----------------------------------------
                                                           Weighted
                                                            Average
                                             Income          Shares        Per-Share
                                           (Numerator)    (Denominator)       Amount
<S>                                           <C>           <C>            <C>
Net income ..........................        $75,114
  Basic earnings per share
Income available to
 common stockholders ................         75,114        191,373        $   0.39
                                                                           ========

 Effect of dilutive
 securities
RRP shares granted ..................           --            4,779
Stock options granted ...............           --           17,925
                                             -------        -------
  Diluted earnings per
 share
Income available to
 common stockholders +
 assumed conversions ................        $75,114        214,077        $   0.35
                                             =======        =======        ========
</TABLE>

          The  computation  of basic  earnings  per share  for  March  31,  1999
          includes reported net income in the numerator and the weighted average
          number of shares outstanding of 194,428 in the denominator.


                                       10
<PAGE>
                        IBL BANCORP, INC. AND SUBSIDIARY
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

General

         The following discussion compares the consolidated  financial condition
of IBL Bancorp,  Inc. and  Subsidiary at March 31, 2000 to December 31, 1999 and
the results of  operations  for the three  months  ended March 31, 2000 with the
same period in 1999. Currently, the business and management of IBL Bancorp, Inc.
is primarily the business and  management of the  Association.  This  discussion
should be read in conjunction with the interim consolidated financial statements
and footnotes included herein.

          This  quarterly  report on Form 10-QSB  includes  statements  that may
constitute forward-looking  statements,  usually containing the words "believe",
"estimate", "expect", "intend" or similar expressions. These statements are made
pursuant to the safe harbor  provisions  of the  Private  Securities  Litigation
Reform Act of 1995.  Forward-looking  statements  inherently  involve  risks and
uncertainties  that could cause actual results to differ  materially  from those
reflected  in the  forward-looking  statements.  Factors that could cause future
results to vary from current  expectations  include, but are not limited to, the
following:  changes in economic conditions (both generally and more specifically
in the  markets  in which the  Company  operates);  changes in  interest  rates,
deposit  flows,  loan demand,  real estate  values and  competition;  changes in
accounting principles,  policies or guidelines and in government legislation and
regulation  (which  change  from time to time and over which the  Company has no
control);  and other risks detailed in this quarterly  report on Form 10-QSB and
the Company's  other  Securities and Exchange  Commission  filings.  Readers are
cautioned not to place undue reliance on these forward-looking statements, which
reflect management's analysis only as of the date hereof. The Company undertakes
no obligation  to publicly  revise these  forward-looking  statements to reflect
events or circumstances that arise after the date hereof.

          IBL  Bancorp,  Inc.  is  the  holding  company  for  the  Association.
Substantially  all of the  Company's  assets  are  currently  held  in,  and its
operations  are conducted  through,  its sole  subsidiary the  Association.  The
Company's  business consists  primarily of attracting  deposits from the general
public and using such  deposits to make loans for the purchase and  construction
of residential  properties.  The Company also originates  commercial real estate
loans and various types of consumer loans.

Changes in Financial Condition

         The  Company's  total assets  increased  $1,075,000  or 3.7% from $28.8
million at December 31, 1999 to $29.9  million at March 31, 2000.  This increase
was primarily due to increases of $824,000 in investment securities, $704,000 in
net loan receivables and $300,000 in time deposits.  These increases were offset
by a decrease in cash and cash equivalents of $712,000.

         The mortgage-backed securities portfolio increased by $824,000 or 13.5%
from  $6,104,000 at December 31, 1999 to  $6,928,000  at March 31, 2000,  due to
purchases of $1,169,000 in the first three months of 2000 funded by increases in
deposits  and the  reallocation  of the  excess  liquidity  that was built up in
accordance with the Company's Year 2000 Plan.

                                       11
<PAGE>
         The  demand  for  mortgage  loans  in  the  Association's  market  area
increased  during  the  past  three  months.  The net loan  portfolio  increased
$704,000 or 3.9% from  $18,143,000  at December 31, 1999 to $18,847,000 at March
31, 2000. This increase consisted mainly of single-family  residential  mortgage
loans and was also funded by increases in deposits and the  reallocation of Year
2000 cash.

         Time  deposits  increased  by  $300,000  or 27.3%  from  $1,101,000  at
December 31, 1999 to $1,401,000  at March 31, 2000.  This increase was primarily
due to the purchase of short-term certificates of deposit.

          Cash  and  amounts  due  from  depository  institutions  decreased  by
$622,000 or 80.7% from  $770,000  at December  31, 1999 to $149,000 at March 31,
2000.  Interest-bearing  deposits in other institutions  decreased by $90,000 or
4.3% from  $2,121,000 at December 31, 1999 to $2,031,000 at March 31, 2000. Both
of  these  decreases  were  primarily  due to  the  reallocation  of the  excess
liquidity that was built up in accordance with the Company's Year 2000 Plan.
 .
         Deposits  increased by $1,022,000 or 4.5% from  $22,884,000 at December
31, 1999 to $23,906,000 at March 31, 2000. This increase consisted  primarily of
an increase of $753,000 in governmental funds on deposit at the Association.

          Total stockholders'  equity increased by $44,000 during the past three
months.  Net income of $75,000,  a $4,000 decrease in unearned ESOP shares and a
$500 increase in  additional  paid-in  capital  increased  stockholders'  equity
during the period.  These  factors  were  offset by an increase in unearned  RRP
shares of $20,500,  the payment of a quarterly  dividend  totaling $9,000 and an
increase  of  $6,000  in  unrealized  losses  on  available-for-sale  investment
securities  during this period.  Stockholders'  equity at March 31, 2000 totaled
$3,548,000  or  11.9%  of total  assets  compared  to  stockholders'  equity  of
$3,504,000 or 12.2% of total assets at December 31, 1999.

         The Association's  total classified  assets for regulatory  purposes at
March 31, 2000  (excluding  loss assets  specifically  reserved for) amounted to
$392,000,  all of which was classified as  substandard.  The largest  classified
asset at March 31, 2000 consisted of a $70,000 adjustable-rate residential loan.
The remaining  $322,000 of substandard  assets at March 31, 2000 consisted of 10
residential  mortgage  loans  totaling  $306,000 and 4 consumer  loans  totaling
$16,000.

Results of Operations

         The  profitability of the Company depends primarily on its net interest
income,  which  is the  difference  between  interest  and  dividend  income  on
interest-earning  assets,  principally loans,  mortgage-backed  securities,  and
investment  securities,  and interest expense on  interest-bearing  deposits and
borrowings.  Net interest  income is dependent  upon the level of interest rates
and the extent to which such rates are  changing.  The  Company's  profitability
also is dependent,  to a lesser extent, on the level of its non-interest income,
provision for loan losses,  non-interest  expense and income taxes. In the three
months ended March 31, 2000 and 1999,  net interest  income after  provision for
loan losses exceeded total  non-interest  expense.  Total  non-interest  expense
consists of general, administrative and other expenses, such as compensation and
benefits,  furniture and equipment  expense,  federal  insurance  premiums,  and
miscellaneous other expenses.


                                       12
<PAGE>
                  Net income  increased by $35,000 or 86.3% in the quarter ended
March 31, 2000  compared to the  respective  1999 period.  This  increase in the
March 31, 2000 quarter was due to an increase in net interest  income of $54,000
and a decrease in provision  for losses on loans of $3,000.  These  factors were
primarily  offset by an  increase  in  non-interest  expense of  $11,000  and an
increase in provision for income tax of $11,000.

          The $54,000  increase in net interest  income in the first  quarter of
2000  over  the  same  period  in  1999,  was  primarily  due  to  increases  in
interest-earning  assets funded by increased deposits and previous advances from
Federal  Home Loan  Bank.  This  increase  in net  interest  income  can also be
attributed to an increase in the average  interest rate spread from 2.86% in the
quarter ended March 31, 1999 to 3.40% in the first quarter of 2000.  The average
rate on interest-bearing  liabilities  decreased from 4.17% in the first quarter
of 1999 to 3.96% in the  first  quarter  of 2000,  while  the  average  yield on
interest-earning  assets increased from 7.03% to 7.36% over the same period. The
increased   yield  on  assets  was   primarily  due  to  higher  yields  on  the
Association's adjustable-rate mortgage loans and adjustable-rate mortgage-backed
securities.  This  increase  in  asset  yield  can  also  be  attributed  to the
reallocation of the excess cash liquidity build up for the Year 2000 into higher
yielding interest-earning assets.

         Total  interest  income  increased  by $85,000 or 19.0% in the  quarter
ended March 31, 2000 over the comparable  1999 period due to higher balances and
higher yields.  The average balance of total  interest-earning  assets increased
from $24.6  million in the first  quarter of 1999 to $28.6  million in the first
quarter of 2000.

          Total interest  expense  increased by $31,000 or 14.0% for the quarter
ended March 31, 2000 compared to the  respective  1999 period.  This increase in
the 2000 quarter was  primarily  due to an increase in interest  paid on Federal
Home Loan Bank  advances of $24,000 and an  increase in total  interest  paid on
deposit accounts of $7,000.

          The  provision  for loan  losses  decreased  by $3,000 for the quarter
March  31,  2000  from the  comparable  1999  period.  At March  31,  2000,  the
Association's  total non-accruing  loans amounted to $80,000.  The allowance for
loan losses  amounted to $391,000 at March 31,  2000,  representing  2.1% of the
total loans held in  portfolio  and 487.6% of total  non-accruing  loans at such
date. The analysis of the provision for loan losses led to the  conclusion  that
the  allowance  for loan losses was  sufficient  in light of the  current  asset
quality of the loan portfolio.

          Non-interest  income  increased  by $600 or 3.0% in the quarter  ended
March 31, 2000 from the comparable 1999 period. This increase in the quarter was
primarily  due to a $1,200  increase in  commissions  on credit  life  insurance
offset mainly by a $600 decrease in service charges on deposit accounts.

          Non-interest  expenses  increased  by $11,000  or 6.3% in the  quarter
ended March 31,  2000 over the  comparable  1999  period.  This  increase in the
quarter  was   primarily   due  to  increases  of  $9,000  in  legal  and  other
professional,   $9,000  in  other  taxes  (share  tax  assessment),   $5,000  in
compensation  and  benefits,  $2,000 in  occupancy,  and  $1,000 in  advertising
expenses.  These  increases in  non-interest  expenses were partially  offset by
decreases  of $12,000 in other  general  and  administrative,  $2,000 in deposit
insurance premium, and $1,000 in data processing.

         The increase of $9,000 in legal and other professional  expense for the
three months ended March 31, 2000 was primarily caused by management's  decision
to pay all of the cost associated

                                       13
<PAGE>
with  accounting  work performed in 2000 for our 1999 audit in the first quarter
instead of expensing it over the remainder of the year.

         The  increase  of $5,000 in  compensation  and  benefits  for the three
months  ended  March  31,  2000 was  primarily  due to  increases  of  $3,000 in
compensation of officers and employees,  $2,000 in ESOP  contribution and $1,000
in  contributions  to employee  retirement  plan expenses.  These increases were
partially offset by a decrease of $1,000 in other employee benefits.

         The $11,000  increase  in  provision  for income  taxes for the quarter
ending  March 31,  2000 over the same  period in 1999 was due  primarily  to the
increase in pre-tax earnings.

Liquidity and Capital Resources

         The  Association is required under  applicable  federal  regulations to
maintain  specified  levels of "liquid"  investments in qualifying types of U.S.
Government, federal agency and other investments having maturities of up to five
years.  Current OTS  regulations  require  that a savings  institution  maintain
liquid  assets  of  not  less  than  4% of  its  average  daily  balance  of net
withdrawable  deposit  accounts and  borrowings  payable in one year or less. At
March 31, 2000, the Association's  liquidity was 13.3% or $2.2 million in excess
of the minimum OTS requirement.

         The Association is required to maintain  regulatory  capital sufficient
to meet tangible,  core and risk-based  capital ratios of 1.5%,  4.0%, and 8.0%,
respectively.  At March 31, 2000,  the  Association's  tangible and core capital
both  amounted  to $2.9  million  or 10.0% of  adjusted  total  assets  of $29.3
million,  and the Association's  risk-based  capital amounted to $3.1 million or
21.2% of adjusted risk-weighted assets of $14.8 million.



                                       14

<PAGE>
         As of March 31, 2000, the Association's  unaudited  regulatory  capital
requirements are as indicated in the following table:
<TABLE>
<CAPTION>
                                                             (Dollars In Thousands)

                                                         TANGIBLE      CORE      RISK-BASED
                                                          CAPITAL     CAPITAL     CAPITAL
                                                          -------     -------     -------
<S>                                                        <C>         <C>         <C>
GAAP Capital .........................................     $2,923      $2,923      $2,923

Unrealized loss on securities available
net of taxes .........................................       --            11          11
Additional Capital Items: General Valuation Allowances       --          --           186
                                                           ------      ------      ------
Regulatory Capital Computed ..........................      2,923       2,934       3,120

Minimum Capital Requirement ..........................        439       1,170       1,180

Regulatory Capital Excess ............................     $2,484      $1,764      $1,940
                                                           ======      ======      ======

Regulatory Capital as a
     Percentage ......................................      10.03%      10.03%      21.15%

Minimum Capital Required
     as a Percentage .................................       1.50%       4.00%       8.00%
                                                           ------      ------      ------
Regulatory Capital as a
  Percentage in Excess
    of Requirements ..................................       8.53%       6.03%      13.15%
                                                           ======      ======      ======

</TABLE>

         Based on the above capital ratios,  the Association  meets the criteria
for a "well  capitalized"  institution  at March  31,  2000.  The  Association's
management  believes that under the current  regulations,  the Association  will
continue to meet its minimum capital  requirements  in the  foreseeable  future.
However,  events  beyond  the  control  of the  Association,  such as  increased
interest  rates or a downturn in the economy of the  Association's  area,  could
adversely  affect  future  earnings  and   consequently,   the  ability  of  the
Association to continue to exceed its future minimum capital requirements.

The Year 2000

         The  Association  did not  experience  any  interruption  in service or
computer  difficulties  relating to the start of Year 2000.  Additional expenses
are not expected to be incurred with issues  related to the Year 2000;  however,
management will continue to monitor our data processing.


                                       15
<PAGE>


                                IBL Bancorp, Inc.

Form 10-QSB
Quarter Ended March 31, 2000

PART II - OTHER INORMATION

Item 1 - Legal Proceedings:
                   There are no matters required to be reported under this item.

Item 2 - Changes in Securities and Use of Proceeds:
                   There are no matters  required to be reported  under sections
                   (a) through (c) of this item.

                       On September 30, 1998, the Company sold 210,870 shares of
                   its common stock at $10.00 per share in  connection  with the
                   conversion of the Association  from the mutual to stock form,
                   resulting  in gross  proceeds  of  $2,108,700.  Net  proceeds
                   amounted to $1,746,920,  of which 50% was used by the Company
                   to purchase all of the  Association's  common stock issued in
                   the  conversion.  Of the  proceeds  retained by the  Company,
                   $168,690  was used to make a loan to the  Company's  Employee
                   Stock  Ownership  Plan ("ESOP") in order to fund the purchase
                   of 16,869 shares by the ESOP in the conversion. The remaining
                   net  proceeds  retained  by the Company are being used as the
                   Company's   working   capital  and  have  been   invested  in
                   investment securities and other interest-earning assets.

 Item 3 - Defaults Upon Senior Securities:
                   There are no matters required to be reported under this item.

Item 4 -Submission of Matters to a Vote of Security Holders:
                   There are no  matters  required  to be  reported  under  this
                   section.

Item 5 - Other Information:
                   There are no matters required to be reported under this item.

Item 6 - Exhibits and Reports on Form 8-K:
                   (a) The following exhibit is filed herewith:
                           EXHIBIT NO.                DESCRIPTION
                           -----------                -----------
                              27.1                Financial Data Schedule

                   (b) Reports on Form 8-K:
                             No reports on Form 8-K were filed by the Registrant
                             during the quarter ended March 31, 2000.




                                       16
<PAGE>


                                   SIGNATURES

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

                                            IBL  BANCORP, INC.
                                            Registrant

Date:      May 8, 2000                      By:/s/G. Lloyd Bouchereau, Jr.
                                            ------------------------------

                                            G. Lloyd Bouchereau, Jr.,
                                            President and
                                            Chief Executive Officer

Date:      May 8, 2000                      By:/s/Gary K.Pruitt
                                            -------------------

                                            Gary K. Pruitt
                                            Secretary



<TABLE> <S> <C>

<ARTICLE>                                            9
<MULTIPLIER>                                     1,000

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                             DEC-31-2000
<PERIOD-START>                                JAN-01-2000
<PERIOD-END>                                  MAR-31-2000
<CASH>                                           149
<INT-BEARING-DEPOSITS>                         3,462
<FED-FUNDS-SOLD>                                   0
<TRADING-ASSETS>                                   0
<INVESTMENTS-HELD-FOR-SALE>                    4,379
<INVESTMENTS-CARRYING>                         2,732
<INVESTMENTS-MARKET>                           2,652
<LOANS>                                       19,238
<ALLOWANCE>                                      391
<TOTAL-ASSETS>                                29,851
<DEPOSITS>                                    23,906
<SHORT-TERM>                                   2,300
<LIABILITIES-OTHER>                               97
<LONG-TERM>                                        0
                              0
                                        0
<COMMON>                                           2
<OTHER-SE>                                     3,546
<TOTAL-LIABILITIES-AND-EQUITY>                29,851
<INTEREST-LOAN>                                  381
<INTEREST-INVEST>                                108
<INTEREST-OTHER>                                  41
<INTEREST-TOTAL>                                 530
<INTEREST-DEPOSIT>                               224
<INTEREST-EXPENSE>                               254
<INTEREST-INCOME-NET>                            276
<LOAN-LOSSES>                                      0
<SECURITIES-GAINS>                                 0
<EXPENSE-OTHER>                                  185
<INCOME-PRETAX>                                  113
<INCOME-PRE-EXTRAORDINARY>                         0
<EXTRAORDINARY>                                    0
<CHANGES>                                          0
<NET-INCOME>                                      75
<EPS-BASIC>                                      .39
<EPS-DILUTED>                                    .35
<YIELD-ACTUAL>                                  3.81
<LOANS-NON>                                       80
<LOANS-PAST>                                       0
<LOANS-TROUBLED>                                   0
<LOANS-PROBLEM>                                   61
<ALLOWANCE-OPEN>                                 406
<CHARGE-OFFS>                                     15
<RECOVERIES>                                       0
<ALLOWANCE-CLOSE>                                391
<ALLOWANCE-DOMESTIC>                             116
<ALLOWANCE-FOREIGN>                                0
<ALLOWANCE-UNALLOCATED>                          275


</TABLE>


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