<PAGE> 1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1999
-------------------------------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Transition period from to
-------------------- -------------------------
COMBANC, INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 34-1853493
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
230 E. Second St., P. O. Box 429, Delphos, Ohio 45833
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(419) 695-1055
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
--- ---
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the last practicable date: 2,363,300 shares of the Bank's
common stock (no par value) were outstanding as of October 30, 1999.
Page 1 of 13 Pages
<PAGE> 2
COMBANC, INC. AND SUBSIDIARY
September 30, 1999 FORM 10-Q
TABLE OF CONTENTS
<TABLE>
<CAPTION>
Page
<S> <C>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Statement of Income
Three Months Ended September 30, 1999 and 1998 3
Nine Months Ended September 30, 1999 and 1998 4
Balance Sheet
At September 30, 1999 and December 31, 1998 5
Statement of Cash Flows
Nine Months Ended September 30, 1999 and 1998 6
Notes to Consolidated Financial Statements 7
In the opinion of management, all material adjustments necessary for a
fair presentation of the financial position and results of operations for the
interim periods presented have been made. All such adjustments were of a normal
recurring nature. The results of operations for the three months and the nine
months ended September 30, 1999 and 1998 are not necessarily indicative of the
results of operations for the full year or any other interim period.
The financial statements included in this Form 10-Q should be read with
reference to the ComBanc Inc. 1998 Annual Report.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 8
Item 3. Quantitative and Qualitative Disclosures about Market Risk 9
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 12
Item 6. Exhibits and Reports on Form 8-K 12
SIGNATURES 13
</TABLE>
-2-
<PAGE> 3
COMBANC, INC. AND SUBSIDIARY
DELPHOS, OHIO
----------
STATEMENT OF INCOME
-------------------
($ in thousands, except per share data)
(unaudited)
<TABLE>
<CAPTION>
For the 3rd Quarter
Ended Sept. 30,
-------------------------
Increase
1999 1998 (Decrease)
---------- ---------- -----------
<S> <C> <C> <C>
Interest Income: (see notes)
- ---------------
Interest and Fees on Loans $ 3,216 $ 2,874 $ 342
Interest and Dividends on Investments -
Taxable 466 519 (53)
Tax-Exempt 165 179 (14)
Equity Securities 11 13 (2)
Interest on Federal Funds Sold 3 80 (77)
Interest on Balances Due from Depository Institutions - - -
------------------------- -----------
Total Interest Income 3,861 3,665 196
Interest Expense:
- ----------------
Interest on Deposits 1,567 1,699 (132)
Interest on Borrowed Funds 194 - 194
------------------------- -----------
Total Interest Expense 1,761 1,699 62
------------------------- -----------
Net Interest Income 2,100 1,966 134
Provision for Loan Losses 90 90 -
---------- ---------- -----------
Net Interest Income after Provision for
Loan Losses 2,010 1,876 134
---------- ---------- -----------
Other Income:
- ------------
Service Charges on Deposit Accounts 98 88 10
Securities Gains 52 - 52
Other Operating Income 60 40 20
---------- ---------- -----------
Total Other Income 210 128 82
---------- ---------- -----------
Other Expenses:
- --------------
Salaries and Employee Benefits 728 692 36
Net Occupancy 127 115 12
Other Operating Expenses 427 427 -
---------- ---------- -----------
Total Other Expenses 1,282 1,234 48
---------- ---------- -----------
Income - before Federal Income Taxes 938 770 168
- ------
Applicable Federal Income Taxes 295 207 88
---------- ---------- -----------
Net Income $ 643 $ 563 $ 80
- ---------- ========== ========== ===========
Earnings Per Share $ 0.27 $ 0.23 $ 0.04
Cash Dividends Per Share $ 0.100 $ 0.125 $ 0.05
</TABLE>
-3-
<PAGE> 4
COMBANC, INC. AND SUBSIDIARY
DELPHOS, OHIO
----------
STATEMENT OF INCOME
-------------------
($ in thousands, except per share data)
(unaudited)
<TABLE>
<CAPTION>
For the Nine Months
Ended Sept. 30,
-------------------------
Increase
1999 1998 (Decrease)
---------- ---------- -----------
<S> <C> <C> <C>
Interest Income: (see notes)
- ---------------
Interest and Fees on Loans $ 9,364 8,370 $ 994
Interest and Dividends on Investments -
Taxable 1,331 1,672 (341)
Tax-Exempt 500 533 (33)
Equity Securities 35 34 1
Interest on Federal Funds Sold 23 191 (168)
Interest on Balances Due from Depository Institutions 11 - 11
---------------------------- ---------------
Total Interest Income 11,264 10,800 464
----------- ------------ ---------------
Interest Expense:
- ----------------
Interest on Deposits 4,753 5,063 (310)
Interest on Borrowed Funds 323 - 323
-----------------------------------------------
Total Interest Expense 5,076 5,063 13
Net Interest Income 6,188 5,737 451
Provision for Loan Losses 270 270 -
----------- ------------ ---------------
Net Interest Income after Provision for
Loan Losses 5,918 5,467 451
----------- ------------ ---------------
Other Income:
- ------------
Service Charges on Deposit Accounts 266 239 27
Securities Gains 52 - 52
Other Operating Income 123 95 28
----------- ------------ ---------------
Total Other Income 441 334 107
----------- ------------ ---------------
Other Expenses:
- --------------
Salaries and Employee Benefits 2,111 1,889 222
Net Occupancy 396 344 52
Other Operating Expenses 1,307 1,232 75
----------- ------------ ---------------
Total Other Expenses 3,814 3,465 349
----------- ------------ ---------------
Income - before Federal Income Taxes 2,545 2,336 209
- ------
Applicable Federal Income Taxes 755 638 117
----------- ------------ ---------------
Net Income $ 1,790 $ 1,698 $ 92
- ---------- ========== =========== ==============
Earnings Per Share $ 0.754 $ 0.715 $ 0.04
Cash Dividends Per Share $ 0.300 $ 0.295 $ 0.01
</TABLE>
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<PAGE> 5
COMBANC, INC. AND SUBSIDIARY
DELPHOS, OHIO
----------
BALANCE SHEET
-------------
($ in thousands, except per share data)
(unaudited)
<TABLE>
<CAPTION>
Sept. 30, December 31,
ASSETS 1999 1998
------
-------------- ---------------
(see notes)
<S> <C> <C>
Cash and Due from Banks $ 5,282 $ 5,254
Federal Funds Sold 28 2,708
Investment Securities -
Available for Sale 44,274 41,965
Loans 157,330 142,410
Allowance for Loan Losses (1,924) (1,800)
-------------- ---------------
Net Loans 155,406 140,610
Premises and Equipment 2,344 2,446
Other Assets 2,600 1,678
-------------- ---------------
Total Assets $ 209,934 $ 194,661
============== ===============
LIABILITIES AND SHAREHOLDERS' EQUITY
- ------------------------------------
Deposits -
Noninterest Bearing $ 15,375 $ 16,319
Interest Bearing 149,564 149,702
-------------- ---------------
Total Deposits 164,939 166,021
Other Liabilities 4,258 2,574
Other Borrowed Money 17,973 3,500
-------------- ---------------
Total Liabilities 187,170 172,095
-------------- ---------------
Shareholders' Equity -
Common Stock - No Par Value
5,000,000 Shares Authorized, 2,376,000 Shares Issued,
and 2,368,300 and 2,376,000 Shares Outstanding 1,237 1,237
Capital Surplus 1,513 1,513
Retained Earnings 20,458 19,380
Net Unrealized Loss on Securities (264) 436
Treasury Stock - 7700 Shares (180) -
-------------- ---------------
Total Shareholders' Equity 22,764 22,566
-------------- ---------------
Total Liabilities and Shareholders' Equity $ 209,934 $ 194,661
============== ===============
</TABLE>
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<PAGE> 6
COMBANC, INC. AND SUBSIDIARY
DELPHOS, OHIO
----------
STATEMENT OF CASH FLOWS
-----------------------
(in thousands)
(unaudited)
<TABLE>
<CAPTION>
For the Nine Months
Ended Sept. 30,
------------------------------
1999 1998
------------- -------------
<S> <C> <C>
Cash Flows from Operating Activities: (see notes)
- ------------------------------------
Net Income $ 1,790 $ 1,703
Adjustments to Reconcile Net Income to
Net Cash from Operating Activities -
Depreciation 228 207
Provision for Loan Loss 270 270
(Increase)/Decrease in Other Assets (922) 218
Increase/(Decrease) in Other Liabilities 1,684 2,189
Net Realized Gains on Securities Available for Sale 52 -
------------- -------------
Net Cash Provided by Operating Activities 3,102 4,587
------------- -------------
Cash Flows from Investing Activities:
- ------------------------------------
Purchases of Securities Available for Sale (20,384) (10,009)
Proceeds from Sales of Securities Available for Sale 4,272 -
Proceeds from Maturities of Securities
Available for Sale 13,051 9,603
Net (Increase) in Customer Loans (14,920) (5,692)
Net Loans Charged Off (146) (173)
Capital Expenditures (126) (240)
------------- -------------
Net Cash Used in Investing Activities (18,253) (6,511)
------------- -------------
Cash Flows from Financing Activities:
- ------------------------------------
Net Increase/(Decrease) in Deposit Accounts (1,082) (7,018)
Proceeds from Borrowing 14,473
Purchase of Treasury Stock (180)
Dividends Paid (712) (705)
------------- -------------
Net Cash Provided by Financing Activities 12,499 (7,723)
------------- -------------
Net Change in Cash and Cash Equivalents (2,652) (9,647)
Cash and Cash Equivalents -
Beginning of Year 7,962 17,251
------------- -------------
End of Period $ 5,310 $ 7,604
============= =============
Interest Paid $ 4,970 $ 5,157
============= =============
Income Taxes Paid $ 833 $ 536
============= =============
</TABLE>
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<PAGE> 7
COMBANC, INC. AND SUBSIDIARY
DELPHOS, OHIO
-----------
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
------------------------------------------
September 30, 1999
Note 1, Basis of Presentation
On April 13, 1998, shareholders of The Commercial Bank (the "Bank")
approved a Merger Agreement ("Agreement") pursuant to which ComBanc, Inc. (the
"Company") acquired all of the outstanding stock of the Bank as a result of the
exchange of shares between the shareholders of the Bank and the Company. After
the share exchange which became effective on August 31, 1998, the Bank survived
as a wholly-owned subsidiary of the Company and continues its operations as The
Commercial Bank. Under the terms of the Agreement, each one of the existing
outstanding shares of the Bank's common stock was exchanged for two of the
Company's common shares so that each existing shareholder of the Bank became a
shareholder of the Company, owning the same number and percentage of shares in
the Company as the Bank. The shares of the Company issued in connection with the
transaction were not registered under the Securities Act of 1933, as amended
(the "Act"), in reliance upon the exemption from registration set forth in
Section 3(a) (12) of the Act.
As a result of the transaction described above, the Company is the
successor issuer to the Bank pursuant to Rule 12g-3 promulgated under the
Securities Exchange Act of 1934 (the "Exchange Act"). The Bank is subject to the
informational requirements of the Exchange Act and in accordance with Section
12(I) thereof has timely filed reports and other information with the Board of
Governors of the Federal Reserve System ("FRS"). Such reports and other
information filed by the Bank with the FRS may be examined without charge at, or
copies obtained upon payment of prescribed fees from, the Securities Disclosure
Division, Board of Governors of the Federal Reserve System, Stop 153A,
Washington, D.C. 20551.
The accompanying unaudited condensed consolidated financial statements
have been prepared in accordance with generally accepted accounting principles
for interim financial information and with the instructions to Form 10-Q.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
For further information, refer to the consolidated financial statements
and footnotes included in the Company's annual report for the year ended
December 31, 1998.
Note 2, Earnings per Share
Earnings per share on the 1998 income statements have been restated to
reflect the total outstanding shares as of the August 31, 1998 formation of
ComBanc, Inc. Both basic and diluted earnings per share are computed based on
the same weighted-average number of shares outstanding.
-7-
<PAGE> 8
COMBANC, INC. AND SUBSIDIARY
DELPHOS, OHIO
-----------
PART I - FINANCIAL INFORMATION
------------------------------
Item 2 - Management's Discussion and Analysis of Financial Condition and Results
of Operations
ENTITY STATUS
On April 13, 1998, The Commercial Bank became a wholly-owned
subsidiary of the newly formed ComBanc, Inc., a one-bank holding company. Since
ComBanc's only significant asset is the investment in The Commercial Bank, the
following discussion will focus solely on the operations of The Commercial Bank.
MATERIAL CHANGES IN FINANCIAL CONDITION
Loans increased $15 million from December 31, 1998 to $157 million at
September 30, 1999; an annualized rate of 14%. Most of the increase was in
commercial and real estate lending.
Net unrealized depreciation on securities was $264 thousand at
September 30, 1999, a decrease in market value of $700 thousand since December
31, 1998, reflecting the downward market movement.
Other borrowed money, mainly funds from the Federal Home Loan Bank,
increased by $15 million from December 31, 1998, to $18 million at September 30,
1999. Such borrowings were used to fund the increased loan demand.
CURRENT YEAR THIRD QUARTER VERSUS PRIOR YEAR THIRD QUARTER
Net interest income, the difference between interest earned on
interest-earning assets and interest expense incurred on interest-bearing
liabilities, is the most significant component of The Commercial Bank's
earnings. Net interest income is affected by changes in the volume and rates of
interest-earning assets and interest-bearing liabilities and the volume of
interest-earning assets funded with low cost deposits, noninterest-bearing
deposits and shareholders' equity. The Bank's net interest income increased 7%,
to $2,100,000 for the quarter ended September 30, 1999 from $1,966,000 for the
third quarter of 1998. The Bank's net interest income increased 8% to $6,188,000
for the nine months ended September 30, 1999 from $5,737,000 for the nine months
ended September 30, 1998. These increases were due principally to the widening
of the yield/cost spread due to a slower increase in the cost of deposits
compared to the increase in earning assets.
The provision for loan loss remained at $90,000, for the third quarter
1999 and 1998, and remained at $270,000 for the nine months ended September 30,
1999 and 1998, respectively.
Non-interest income for the three months ended September 30, 1999
increased 64% to $210,000 from $128,000 in the third quarter of 1998.
Non-interest income increased 32%, to $441,000 from $334,000 for the nine months
ended September 30, 1999. These increases were largely attributable to an
increase in fee income as well as security gains on the sale of investments of
$52,000.00.
Non-interest expense for the quarter increased 4%, to $1,282,000 from
$1,234,000 the previous year. Non-interest expense for the nine months ended
September 30, 1999 increased 10%, to
-8-
<PAGE> 9
COMBANC, INC. AND SUBSIDIARY
DELPHOS, OHIO
-----------
PART I - FINANCIAL INFORMATION CONTINUED
----------------------------------------
$3,814,000 from $3,465,000. Salaries and fringe benefits and net occupancy
increased during the quarter ended September 30, 1999 and for the nine months
ended September 30, 1999.
Federal income taxes increased $88,000 for the quarter, to $295,000
from $207,000 for the previous year. Federal income taxes increase $117,000 to
$755,000 from $638,000 for the nine months ended September 30, 1999. These
increases were due to an overall increase in net income.
Earnings per share increased 17% to $.27 from $.23 for the quarter.
Earnings per share increased to $.75 from $.72 for the nine months ended
September 30, 1999 and 1998. Per share earnings are computed based on 2,371,182
weighted-average number of shares outstanding for the third quarter 1999,
2,373,972 shares outstanding for the nine months ended September 30, 1999, and
2,376,000 shares outstanding for both periods ending in 1998.
Item 3 - Quantitative and Qualitative Disclosures about Market Risk
There have been no material changes in the Company's quantitative and
qualitative market risks since December 31, 1998. The following table compares
rate sensitive assets and liabilities as of September 30, 1999 to December 31,
1998.
Principal Amount Maturing or Repricing in:
(Dollars in Thousands)
<TABLE>
<CAPTION>
First Years
Year 1 to 5 Thereafter Total
---- ------ ---------- -----
<S> <C> <C> <C> <C>
Comparison of 9/30/99 to 12/31/98
Total rate sensitive assets:
At December 31,1998 $55,731 $75,318 $56,034 $187,083
At September 30,1999 47,561 81,189 72,882 201,632
------- ------- ------- --------
Increase (Decrease) (8,170) 5,871 16,848 14,549
Total rate sensitive liabilities:
At December 31,1998 $78,474 $55,212 $19,516 $153,202
At September 30,1999 101,130 62,848 3,559 167,537
------- ------- ------- --------
Increase (Decrease) 22,656 7,636 (15,957) 14,335
</TABLE>
Total rate sensitive assets increased approximately $14.5 million
during the nine months, due to a corresponding increase in loans, primarily
commercial and real estate.
Total rate sensitive liabilities increased approximately $14.3 million
during the nine months. This increase was in borrowings from the Federal Home
Loan Bank, used to fund the increased loan demand.
-9-
<PAGE> 10
COMBANC, INC. AND SUBSIDIARY
DELPHOS, OHIO
-----------
PART I - FINANCIAL INFORMATION CONTINUED
----------------------------------------
REGULATORY CAPITAL
The Federal Reserve Board's risk-based capital guidelines addressing the capital
adequacy of bank holding companies and banks (collectively, "banking
organizations") include a definition of capital and a framework for calculating
risk-weighted assets and off-balance sheet items to broad risk categories, as
well as minimum ratios to be maintained by banking organizations. A banking
organization's risk-based capital ratios are calculated by dividing its
qualifying capital by its risk-weighted assets.
Under the risk-based capital guidelines, there are two categories of
capital: core capital ("Tier 1") and supplemental capital ("Tier 2"),
collectively referred to as Total Capital. Tier 1 Capital includes common
stockholders' equity, qualifying perpetual preferred stock and minority interest
in equity accounts of consolidated subsidiaries. Tier 2 capital includes
perpetual preferred stock (to the extent ineligible for Tier 1), hybrid capital
instruments (i.e. perpetual debt and mandatory convertible securities) and
limited amounts of subordinated debt, intermediate-term preferred stock and the
allowance for credit losses.
The Federal Reserve Board's leverage constraint guidelines establish a
minimum ratio of Tier 1 Capital to quarterly average total assets ("Leverage
Ratio").
The Federal Deposit Insurance Corporation Improvement Act of 1991
("FDICIA") established five capital tiers for banks. Pursuant to that statute
the federal bank regulatory agencies have defined the five capital tiers for
banks. Under these regulations, a bank is defined to be well capitalized, the
highest tier, if it maintains a Tier 1 Capital ratio of at least 6 percent, a
Total Capital ratio of at least 10 percent and a Leverage Ratio of at least 5
percent.
Based on the respective regulatory capital ratios at September 30, 1999,
the Bank is well capitalized, based on the definitions in the regulations issued
by the Federal Reserve Board and the other federal bank regulatory agencies
setting forth the general capital requirements mandated by FDICIA.
LIQUIDITY
The liquidity of a banking institution reflects its ability to provide
funds to meet loan requests, to accommodate possible outflows in deposits and to
take advantage of interest rate market opportunities. Funding of loan requests,
providing for liability outflows, and management of interest rate fluctuations
require continuous analysis in order to match the maturities of specific
categories of short-term loans and investments with specific types of deposits
and borrowings. Bank liquidity is thus normally considered in terms of the
nature and mix of the banking institution's sources and uses of funds.
Liquid assets consist of cash and due from banks, federal funds sold,
and securities available for sale. At September 30, 1999 the Bank's liquid
assets amounted to $49,584,000 or 24% of total assets compared with 26% at
December 31, 1998.
Management considers its liquidity to be adequate to meet its normal
funding requirements.
-10-
<PAGE> 11
COMBANC, INC. AND SUBSIDIARY
DELPHOS, OHIO
-----------
PART I - FINANCIAL INFORMATION CONTINUED
----------------------------------------
YEAR 2000 SOFTWARE INITIATIVE
Management has initiated a bank-wide assessment, remediation and
conversion program to address the effect of the year 2000 on the Corporation's
information systems and application software. The Corporation's Year 2000
project contains assessment, renovation, validation and implementation phrases.
A substantial majority of the significant application software utilized by the
Corporation is via the use of third party data processors and management is
working with the vendors to ensure that the software will operate properly in
the year 2000. At this time, the estimated cost to remediate the Bank's year
2000 issues is not expected to be material.
A contingency plan has been established for critical business system
application to mitigate potential problems/delays associated with either new
system replacements or established vendor delivery dates.
The corporation, however, continues to bear some risk related to the
Year 2000 issue and could be adversely affected, if other entities (i.e.,
vendors) not affiliated with the Corporation do not appropriately address their
own Year 2000 compliance issues.
-11-
<PAGE> 12
COMBANC, INC. AND SUBSIDIARY
DELPHOS, OHIO
-----------
PART II - OTHER INFORMATION
---------------------------
Item 1 - Legal Proceedings
The Commercial Bank, at any given time, is involved in a number of
lawsuits initiated by The Commercial Bank as a plaintiff, intending to collect
upon delinquent accounts, to foreclose upon real property, or to seize and sell
personal property pledged as security for any such account. Combanc, Inc. is
involved in no legal proceedings.
At September 30, 1999, The Commercial Bank was involved in a number of
such cases as a party-plaintiff, and occasionally, as a party-defendant due to
its joinder as a lien holder, either by mortgage or by judgment lien. In the
ordinary case, The Commercial Bank's security and value of its lien is not
threatened, except through bankruptcy or loss of value of the collateral should
sale result in insufficient proceeds to satisfy the judgment.
Management and the Board are not aware of any additional potential
claims against the Bank which have not been disclosed herein.
Item 6 - Exhibits and Reports on Form 8-K
(a) Exhibit 11. Statement regarding computation of earnings per share is
contained in Part I, Item 2.
(b) There were no reports on 8-K filed during the quarter ended September
30, 1999.
-12-
<PAGE> 13
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.
COMBANC, INC.
Date: November 11, 1999 /s/ Paul G. Wreede
---------------------------------
Paul G. Wreede
President, CEO, and Director
Date: November 11, 1999 /s/ Kathleen A. Miller
---------------------------------
Kathleen A. Miller
Senior Vice President & CFO
-13-
<PAGE> 14
Exhibit Index
------------
<TABLE>
<CAPTION>
Exhibit No. Description
- ----------- -----------
<S> <C>
27 Financial Data Schedule
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM COMBANC,
INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEET AT SEPTEMBER 30, 1999 AND THE
CONSOLIDATED INCOME STATEMENT FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1999 AND
IS QUALIFIED IN ITS ENTIRETY BY REFERENCE OF SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> SEP-30-1999
<CASH> 5,282
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 28
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 44,274
<LOANS> 157,330
<ALLOWANCE> 1,924
<TOTAL-ASSETS> 209,934
<DEPOSITS> 164,939
<SHORT-TERM> 14,414
<LIABILITIES-OTHER> 4,258
<LONG-TERM> 3,559
0
0
<COMMON> 1,237
<OTHER-SE> 21,527
<TOTAL-LIABILITIES-AND-EQUITY> 209,934
<INTEREST-LOAN> 9,364
<INTEREST-INVEST> 1,866
<INTEREST-OTHER> 34
<INTEREST-TOTAL> 11,264
<INTEREST-DEPOSIT> 4,753
<INTEREST-EXPENSE> 5,076
<INTEREST-INCOME-NET> 6,188
<LOAN-LOSSES> 270
<SECURITIES-GAINS> 52
<EXPENSE-OTHER> 3,814
<INCOME-PRETAX> 2,545
<INCOME-PRE-EXTRAORDINARY> 2,545
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,790
<EPS-BASIC> 0.75
<EPS-DILUTED> 0.75
<YIELD-ACTUAL> 0
<LOANS-NON> 873
<LOANS-PAST> 408
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 1,800
<CHARGE-OFFS> 178
<RECOVERIES> 32
<ALLOWANCE-CLOSE> 1,924
<ALLOWANCE-DOMESTIC> 1,924
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
