<PAGE> 1
================================================================================
U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[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 Exchange Act
For the transition period from _____________________ to ___________________
Commission file number 333-70231
-----------
SUNCOAST BANCORP, INC.
-----------------------------------------------------------------
(Exact Name of Small Business Issuer as Specified in Its Charter)
Florida 65-0827141
- --------------------------------- -------------------
(STATE OR OTHER JURISDICTION (I.R.S. EMPLOYER
OF INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
8592 Potter Park Drive, Suite 200
Sarasota, Florida 34238
----------------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
(941) 923-0500
------------------------------------------------
(ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE)
---------------------------------------------------------------
(FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR, IF CHANGED
SINCE LAST REPORT)
Check whether the issuer: (1) filed all reports required to be filed by
Section 12, 13 or 15(d) of the Exchange Act during the past 12 months (or for
such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days:
YES [X] NO [ ]
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date;
Common stock, par value $.01 per share 700,000 shares
- -------------------------------------- -----------------------------
(CLASS) OUTSTANDING AT APRIL 18, 2000
================================================================================
<PAGE> 2
SUNCOAST BANCORP, INC. AND SUBSIDIARY
INDEX
PART I. FINANCIAL INFORMATION
<TABLE>
<CAPTION>
ITEM 1. FINANCIAL STATEMENTS PAGE
----
<S> <C>
Condensed Consolidated Balance Sheets -
At March 31, 2000 (unaudited) and At December 31, 1999...................................................2
Condensed Consolidated Statements of Operations -
Three Months ended March 31, 2000 and 1999 (unaudited)...................................................3
Condensed Consolidated Statement of Changes in Stockholders' Equity
Three Months Ended March 31, 2000 (unaudited)............................................................4
Condensed Consolidated Statements of Cash Flows -
Three Months Ended March 31, 2000 and 1999 (unaudited)...................................................5
Notes to Condensed Consolidated Financial Statements (unaudited)...........................................6
Review by Independent Certified Public Accountants.........................................................7
Report on Review by Independent Certified Public Accountants...............................................8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS...............................................................................9-10
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK...........................................10
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K....................................................................11
SIGNATURES.....................................................................................................12
</TABLE>
1
<PAGE> 3
SUNCOAST BANCORP, INC. AND SUBSIDIARY
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
ASSETS 2000 1999
------------ ------------
(UNAUDITED)
<S> <C> <C>
Cash and due from banks ...................................... $ 771,492 511,525
Interest-bearing deposits with banks ......................... 995,977 8,454,133
Federal funds sold ........................................... 2,662,000 245,000
------------ ----------
Total cash and cash equivalents ................ 4,429,469 9,210,658
Securities available for sale ................................ 6,171,549 5,355,242
Loans, net of allowance for loan losses of $39,210 in 2000 and
$11,111 in 1999 .......................................... 3,097,614 877,756
Premises and equipment, net .................................. 566,983 588,483
Federal Reserve Bank stock, at cost .......................... 180,000 180,000
Federal Home Loan Bank stock, at cost ........................ 22,200 22,200
Accrued interest receivable .................................. 50,114 106,047
Deferred tax assets .......................................... 338,084 252,662
Other assets ................................................. 84,086 87,977
------------ ----------
Total assets ................................... $ 14,940,099 16,681,025
============ ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Noninterest-bearing demand deposits ...................... 552,292 342,868
Savings and NOW deposits ................................. 923,765 612,683
Money-market deposits .................................... 4,552,358 2,820,308
Time deposits ............................................ 2,061,478 1,464,853
------------ ----------
Total deposits ................................. 8,089,893 5,240,712
Accrued interest payable and other liabilities ........... 22,920 7,294
Other borrowings ......................................... 992,766 5,453,234
------------ ----------
Total liabilities .............................. 9,105,579 10,701,240
------------ ----------
Stockholders' equity:
Preferred stock .......................................... -- --
Common stock ............................................. 7,000 7,000
Additional paid-in capital ............................... 6,393,888 6,393,888
Accumulated deficit ...................................... (544,511) (394,732)
Accumulated other comprehensive income (loss) ............ (21,857) (26,371)
------------ ----------
Total stockholders' equity ..................... 5,834,520 5,979,785
------------ ----------
Total liabilities and stockholders' equity ..... $ 14,940,099 16,681,025
============ ==========
</TABLE>
See Accompanying Notes to Condensed Consolidated Financial Statements.
2
<PAGE> 4
SUNCOAST BANCORP, INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
-----------------------
2000 1999
--------- -------
(UNAUDITED)
<S> <C> <C>
Interest income:
Loans receivable .................................................................... $ 41,517 --
Securities .......................................................................... 84,635 --
Other interest-earning assets ....................................................... 136,341 --
--------- -------
Total interest income .......................................................... 262,493 --
--------- -------
Interest expense:
Deposits ............................................................................ 73,107 --
Other borrowings .................................................................... 81,809 3,003
--------- -------
Total interest expense ......................................................... 154,916 3,003
--------- -------
Net interest income (expense) .................................................. 107,577 (3,003)
Provision for loan losses ............................................................... 28,099 --
--------- -------
Net interest income (expense) after provision for
loan losses .................................................................. 79,478 (3,003)
--------- -------
Noninterest income, service charges and fees ............................................ 3,380 --
--------- -------
Noninterest expense:
Salaries and employee benefits ...................................................... 168,359 --
Occupancy expense ................................................................... 65,768 --
Advertising ......................................................................... 6,285 --
Stationery and supplies ............................................................. 13,374 --
Professional fees ................................................................... 31,418 --
Data processing ..................................................................... 18,199 --
Organizational and preopening costs ................................................. -- 39,511
Other ............................................................................... 19,102 --
--------- -------
Total noninterest expense ...................................................... 322,505 39,511
--------- -------
Loss before income tax benefit ................................................. (239,647) (42,514)
Income tax benefit ...................................................................... (89,868) --
--------- -------
Net loss ....................................................................... $(149,779) (42,514)
========= =======
Loss per share, basic and diluted....................................................... $ (.21) *
========= =======
Weighted-average number of common shares outstanding .................................... $ 700,000 *
========= =======
Dividends per share ..................................................................... -- --
========= =======
</TABLE>
* Not meaningful
See Accompanying Notes to Condensed Consolidated Financial Statements.
3
<PAGE> 5
SUNCOAST BANCORP, INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE THREE MONTHS ENDED MARCH 31, 2000 (UNAUDITED)
<TABLE>
<CAPTION>
ACCUMULATED
OTHER
COMPRE-
ADDITIONAL HENSIVE TOTAL
COMMON PAID-IN ACCUMULATED INCOME STOCKHOLDERS'
STOCK CAPITAL DEFICIT (LOSS) EQUITY
------- ---------- ----------- ----------- -------------
<S> <C> <C> <C> <C> <C>
Balance at December 31, 1999............... $ 7,000 6,393,888 (394,732) (26,371) 5,979,785
---------
Comprehensive income (loss):
Net loss (unaudited).................. -- -- (149,779) -- (149,779)
Net change in unrealized
loss on securities available
for sale (unaudited).............. -- -- -- 4,514 4,514
---------
Comprehensive income (loss)
(unaudited)....................... (145,265)
------- --------- -------- ------- ---------
Balance at March 31, 2000
(unaudited)........................... $ 7,000 6,393,888 (544,511) (21,857) 5,834,520
======= ========= ======== ======= =========
</TABLE>
See Accompanying Notes to Condensed Consolidated Financial Statements.
4
<PAGE> 6
SUNCOAST BANCORP, INC. AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
--------------------------
2000 1999
----------- --------
(UNAUDITED)
<S> <C> <C>
Cash flows from operating activities:
Net loss ................................................................ $ (149,779) (42,514)
Adjustments to reconcile net loss to net cash used in
operating activities:
Depreciation ....................................................... 22,327 225
Provision for loan losses .......................................... 28,099 --
Net amortization of loan fees, premiums and discounts .............. (8,966) --
Credit for deferred income taxes ................................... (89,868) --
Increase in deferred offering cost ................................. -- (33,344)
Decrease in accrued interest receivable ............................ 55,933 --
Decrease in other assets ........................................... 3,891 3,655
Increase in accrued interest payable and
other liabilities ............................................. 15,626 10,586
----------- -------
Net cash used in operating activities ......................... (122,737) (61,392)
----------- --------
Cash flows from investing activities:
Purchase of securities available for sale ............................... (1,546,643) --
Maturities of securities available for sale ............................. 750,000 --
Net increase in loans ................................................... (2,249,695) --
Purchase of premises and equipment ...................................... (827) (70,058)
----------- --------
Net cash used in investing activities ......................... (3,047,165) (70,058)
----------- --------
Cash flows from financing activities:
Net increase in deposits ................................................ 2,849,181 --
Proceeds from short-term financing ...................................... -- 150,000
Net decrease in other borrowings ........................................ (4,460,468) --
----------- -------
Net cash (used in) provided by financing activities ........... (1,611,287) 150,000
----------- -------
Net (decrease) increase in cash and cash equivalents ........................ (4,781,189) 18,550
Cash and cash equivalents at beginning of period ............................ 9,210,658 4,774
----------- -------
Cash and cash equivalents at end of period .................................. $ 4,429,469 23,324
=========== =======
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Interest ........................................................... $ 152,707 2,280
=========== =======
Income taxes ....................................................... $ -- --
=========== =======
Noncash transaction-
Accumulated other comprehensive income (loss), change in
unrealized loss on securities available for sale,
net of tax .................................................... $ 4,514 --
=========== ========
</TABLE>
See Accompanying Notes to Condensed Consolidated Financial Statements.
5
<PAGE> 7
SUNCOAST BANCORP, INC. AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(1) DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
GENERAL. In the opinion of management, the accompanying condensed
consolidated financial statements contain all adjustments (consisting
principally of normal recurring accruals) necessary to present fairly
the financial position at March 31, 2000 and the results of operations
and cash flows for the three-month periods ended March 31, 2000 and
1999. 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.
SunCoast Bancorp, Inc. (the "Holding Company") was incorporated on April
1, 1998. The Holding Company owns 100% of the outstanding common stock
of SunCoast National Bank (the "Bank") (collectively the "Company"). The
Holding Company was organized simultaneously with the Bank and its only
business is the ownership and operation of the Bank. The Bank was
incorporated under the laws of the United States and received its
charter from the Comptroller of the Currency. The Bank's deposits are
insured by the Federal Deposit Insurance Corporation. The Bank opened
for business on September 7, 1999 and provides a variety of community
banking services to businesses and individuals through its banking
office located in Sarasota County, Florida.
(2) LOAN IMPAIRMENT AND LOAN LOSSES
No loans were identified as impaired at or during the three months ended
March 31, 2000. The Bank had not opened for business as of March 31,
1999. The activity in the allowance for loan losses is as follows:
<TABLE>
<CAPTION>
THREE
MONTHS
ENDED
MARCH 31,
2000
---------
<S> <C>
Balance at beginning of period ................... $11,111
Provision charged to earnings .................... 28,099
-------
Balance at end of period ......................... $39,210
=======
</TABLE>
(3) LOSS PER SHARE
Basic and diluted loss per share have been computed on the basis of the
weighted-average number of shares of common stock outstanding during the
period. Outstanding stock options are not dilutive due to the net loss
incurred by the Company.
(4) REGULATORY CAPITAL
The Bank is required to maintain certain minimum regulatory capital
requirements. The following is a summary at March 31, 2000 of the
regulatory capital requirements and the Bank's actual capital on a
percentage basis:
<TABLE>
<CAPTION>
REGULATORY
ACTUAL REQUIREMENT
------ -----------
<S> <C> <C>
Total capital to risk-weighted assets ................... 92.44% 8.00%
Tier I capital to risk-weighted assets .................. 91.74% 4.00%
Tier I capital to total assets - leverage ratio ......... 27.00% 4.00%
</TABLE>
6
<PAGE> 8
SUNCOAST BANCORP, INC. AND SUBSIDIARY
REVIEW BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
Hacker, Johnson, Cohen & Grieb PA, independent certified public accountants,
have made a limited review of the financial data as of March 31, 2000, and for
the three-month periods ended March 31, 2000 and 1999 presented in this
document, in accordance with standards established by the American Institute of
Certified Public Accountants.
Their report furnished pursuant to Article 10 of Regulation S-X is included
herein.
7
<PAGE> 9
REPORT ON REVIEW BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
The Board of Directors
SunCoast Bancorp, Inc.
Sarasota, Florida:
We have reviewed the accompanying condensed consolidated balance sheet
of SunCoast Bancorp, Inc. and Subsidiary (the "Company") as of March 31, 2000,
and the related condensed consolidated statements of operations and cash flows
for the three-month periods ended March 31, 2000 and 1999, and the condensed
consolidated statement of changes in stockholders' equity for the three-month
period ended March 31, 2000. These financial statements are the responsibility
of the Company's management.
We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications
that should be made to the condensed consolidated financial statements referred
to above for them to be in conformity with generally accepted accounting
principles.
We have previously audited, in accordance with generally accepted
auditing standards, the consolidated balance sheet as of December 31, 1999, and
the related consolidated statements of operations, changes in stockholders'
equity and cash flows for the year then ended (not presented herein); and in our
report dated February 18, 2000 we expressed an unqualified opinion on those
consolidated financial statements. In our opinion, the information set forth in
the accompanying condensed consolidated balance sheet as of December 31, 1999,
is fairly stated, in all material respects, in relation to the consolidated
balance sheet from which it has been derived.
HACKER, JOHNSON, COHEN & GRIEB PA
Tampa, Florida
April 17, 2000
8
<PAGE> 10
SUNCOAST BANCORP, INC. AND SUBSIDIARY
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
COMPARISON OF MARCH 31, 2000 AND DECEMBER 31, 1999
LIQUIDITY AND CAPITAL RESOURCES
The Company's primary source of cash during the three months ended March 31,
2000 was from net deposit inflows of $2.8 million. Cash was used primarily
to originate loans, net of principal repayments, totaling $2.2 million.
Interest-bearing deposits with banks at December 31, 1999 were used to
pay-off other borrowings of $4.5 million. At March 31, 2000, the Company had
outstanding commitments to originate loans totaling $1.5 million. At March
31, 2000, the Bank exceeded its regulatory liquidity requirements.
COMPARISON OF THE THREE-MONTH PERIODS ENDED MARCH 31, 2000 AND 1999
RESULTS OF OPERATIONS:
GENERAL. Net loss for the three-months ended March 31, 2000 was $149,779
compared to a net loss of $42,514 for the comparable period in 1999. The
Bank commenced operations on September 7, 1999. At March 31, 2000, the
Company had not achieved the asset size to operate profitably.
INTEREST INCOME. Interest income was $262,493 for the three months ended
March 31, 2000. Interest income earned on loans was $41,517. The average
loan portfolio balance was $1.9 million for the three months ended March
31, 2000 and the average yield earned was 8.73%. Interest income earned
on securities was $84,635. The average securities portfolio balance was
$5.4 million and the average yield earned was 6.32% for the three months
ended March 31, 2000. Interest income earned on other interest-earning
assets was $136,341. The average balance of other interest-earning
assets was $10.8 million and the average yield earned was 5.0% for the
2000 period.
INTEREST EXPENSE. Interest expense was $154,916 for the three months ended
March 31, 2000. Interest expense on deposit accounts was $73,107. The
average balance of interest-bearing deposits was $6.4 million for the
three months ended March 31, 2000 and the average cost was 4.60%.
Interest expense on other borrowings was $81,809. The average balance of
other borrowings was $6.9 million and the average rate paid was 4.73%
for the 2000 period.
PROVISION FOR LOAN LOSSES. The provision for loan losses is charged to
earnings to increase the total allowance to a level deemed appropriate
by management and is based upon the volume and type of lending conducted
by the Company, industry standards, the amount of nonperforming loans
and general economic conditions, particularly as they relate to the
Company's market areas, and other factors related to the collectibility
of the Company's loan portfolio. The Company recorded a provision for
loan losses for the three months ended March 31, 2000 of $28,099 and the
allowance for loan losses was $39,210 at March 31, 2000. Management
believes the allowance is adequate at March 31, 2000.
9
<PAGE> 11
SUNCOAST BANCORP, INC. AND SUBSIDIARY
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS, CONTINUED
NONINTEREST EXPENSE. Noninterest expense was $322,505 for the three months
ended March 31, 2000 compared to $39,511 for the three months ended
March 31, 1999. This increase resulted from the commencement of banking
operations.
INCOME TAX BENEFIT. The income tax benefit for the three months ended March
31, 2000 was $89,868 (an effective rate of 37.5%). There was no tax
benefit recorded for the three months ended March 31, 1999 because
management was unsure whether it was more likely than not that the
benefit would be realized.
YEAR 2000 ISSUES
The Company's operating and financial systems have been found to be compliant;
the "Y2K Problem" has not adversely affected the Company's operations nor does
management expect that it will.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Market risk is the risk of loss from adverse changes in market prices and rates.
The Company's market risk arises primarily from interest rate risk inherent in
its lending and deposit taking activities. The Company has no risk related to
trading accounts, commodities or foreign exchange.
Management actively monitors and manages its interest rate risk exposure. The
primary objective in managing interest-rate risk is to limit, within established
guidelines, the adverse impact of changes in interest rates on the Company's net
interest income and capital, while adjusting the Company's asset-liability
structure to obtain the maximum yield-cost spread on that structure. Management
relies primarily on its asset-liability structure to control interest rate risk.
However, a sudden and substantial increase in interest rates could adversely
impact the Company's earnings, to the extent that the interest rates borne by
assets and liabilities do not change at the same speed, to the same extent, or
on the same basis. There have been no significant changes in the Company's
market risk exposure since December 31, 1999.
10
<PAGE> 12
SUNCOAST BANCORP, INC. AND SUBSIDIARY
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS. The following exhibits are filed with or incorporated by
reference into this report. The exhibits marked by a single asterisk (*)
were previously filed as a part of the Company's Registration Statement
on Form SB-2, Registration No. 333-70231 and are hereby incorporated
by reference.
<TABLE>
<CAPTION>
EXHIBIT NO. DESCRIPTION OF EXHIBIT
----------- ----------------------
<S> <C>
*3.1 Restated Articles of Incorporation of SunCoast Bancorp, Inc.
*3.2 Bylaws of SunCoast Bancorp, Inc.
*4.1 Specimen Stock Certificate of SunCoast Bancorp, Inc.
*10.1 Form of Employment Agreement entered into between the Company and
John T. Stafford **
*10.2 Form of Employment Agreement entered into between the Bank and
William F. Gnerre **
*10.3 SunCoast Bancorp, Inc. Director Stock Option Plan **
*10.4 SunCoast Bancorp, Inc. Employee Stock Option Plan **
*10.5 Lease Agreement dated August 28, 1998 between SunCoast Bancorp, Inc.
and Palmer Medical Center Ltd.
27.0 Financial Data Schedule (for SEC use only)
</TABLE>
** Represents a management contract or compensatory plan or arrangement required
to be filed as an exhibit.
(b) REPORTS ON FORM 8-K. There were no reports on Form 8-K filed during the
three months ended March 31, 2000.
11
<PAGE> 13
SUNCOAST BANCORP, INC. AND SUBSIDIARY
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.
SUNCOAST BANCORP, INC.
(Registrant)
Date: May 1, 2000 By: /s/ John T. Stafford
--------------------- --------------------------------------
John T. Stafford, President and Chief
Executive Officer
Date: May 1, 2000 By: /s/ John S. Wilks
--------------------- --------------------------------------
John S. Wilks, Chief Financial Officer
(Principal financing officer and
principal accounting officer)
12
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FORM 10-QSB
FOR THE PERIOD ENDED MARCH 31, 2000 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<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> 771
<INT-BEARING-DEPOSITS> 996
<FED-FUNDS-SOLD> 2,662
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 6,172
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 3,137
<ALLOWANCE> 39
<TOTAL-ASSETS> 14,940
<DEPOSITS> 8,090
<SHORT-TERM> 993
<LIABILITIES-OTHER> 22
<LONG-TERM> 0
0
0
<COMMON> 7
<OTHER-SE> 5,828
<TOTAL-LIABILITIES-AND-EQUITY> 14,940
<INTEREST-LOAN> 41
<INTEREST-INVEST> 85
<INTEREST-OTHER> 136
<INTEREST-TOTAL> 262
<INTEREST-DEPOSIT> 73
<INTEREST-EXPENSE> 155
<INTEREST-INCOME-NET> 107
<LOAN-LOSSES> 28
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 323<F1>
<INCOME-PRETAX> (240)
<INCOME-PRE-EXTRAORDINARY> (150)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (150)
<EPS-BASIC> (.21)
<EPS-DILUTED> (.21)
<YIELD-ACTUAL> 2.4
<LOANS-NON> 0
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 11
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 39
<ALLOWANCE-DOMESTIC> 39
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
<FN>
<F1>Other expense includes: salaries and employee benefits of $169, occupancy of
$66, advertising fee of $6, stationery and supplies of $13, professional fees
of $32, data processing of $18 and other expenses which totaled $19.
</FN>
</TABLE>
