<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
---------------------------------------
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
[X] SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JUNE 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 ________
COMMISSION FILE NUMBER 000-30140
--------------------------------
OSWEGO COUNTY BANCORP, INC.
---------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 16-1567491
-------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
44 EAST BRIDGE STREET, OSWEGO, NEW YORK 13126
--------------------------------------- -----
(Address of principal executive office) (Zip Code)
Check whether the issuer (1) filed all reports required to be filed y Section 13
or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes....... No [X]
Registrant's telephone number, including area code: (315) 343-4100
---------------
Number of shares of common stock outstanding
as of August 9, 1999
Class Outstanding
COMMON STOCK, $.01 PAR VALUE 887,230
- ---------------------------- -------
<PAGE> 2
<TABLE>
<CAPTION>
OSWEGO COUNTY BANCORP, INC.
Form 10-QSB
INDEX
Page
PART I - FINANCIAL INFORMATION
<S> <C> <C>
Item 1 - Financial Statements for Oswego County Savings Bank (unaudited):
Statements of Financial Condition
at June 30, 1999 and December 31, 1998 3
Statements of Income for the three and six months ended
June 30, 1999 and June 30,1998 4
Statements of Net Worth and Comprehensive Income
for the six months ended June 30, 1999. 5
Statements of Cash Flows for the six months
ended June 30, 1999 and June 30, 1998. 6
Notes to Financial Statements 7
Item 2 - Management's Discussion and Analysis of
Financial Condition and Results of Operations 10 - 11
Item 3 - Quantitative & Qualitative Disclosure about
Market Risk 12
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings 12
Item 2 - Changes in Securities and Use of Proceeds 12
Item 3 - Defaults Upon Senior Securities 12
Item 4 - Submission of Matters to a Vote of Security Holders 12
Item 5 - Other Information 12
Item 6 - Exhibits and Reports on Form 8-K 13
Signatures 14
Index to Exhibits 17, 18
</TABLE>
2
<PAGE> 3
PART I - FINANCIAL INFORMATION
Item 1 - Financial Statements (unaudited):
<TABLE>
<CAPTION>
OSWEGO COUNTY SAVINGS BANK
STATEMENTS OF FINANCIAL CONDITION
(In Thousands)
(Unaudited)
JUNE 30, 1999 DECEMBER 31, 1998
------------- -----------------
<S> <C> <C>
ASSETS
Cash and due from banks $ 4,473 4,007
Federal funds sold and other short-term investments 5,100 2,600
Securities held-to-maturity (fair value of $15,457 at
June 30, 1999 and $13,792 at December 31, 1998) 15,654 13,730
Securities available-for-sale, at fair value 15,383 14,784
Loans receivable 71,754 67,795
Less allowance for loan losses 1,084 1,068
--------- ---------
Loans receivable, net 70,670 66,727
--------- ---------
Loans held for sale 0 4,286
Real estate owned 167 195
Premises and equipment, net 2,289 2,245
Accrued interest receivable 877 856
Other assets 2,065 1,436
--------- ---------
Total assets $ 116,678 110,866
========= =========
LIABILITIES AND NET WORTH
Liabilities:
Deposits $ 102,398 96,564
Escrow deposits 937 1,319
Other liabilities 1,626 1,289
--------- ---------
Total liabilities 104,961 99,172
--------- ---------
Net Worth:
Undivided Profits 11,985 11,695
Accumulated other comprehensive income (loss) (268) (1)
--------- ---------
Total net worth 11,717 11,694
--------- ---------
Total liabilities and net worth $ 116,678 110,866
========= =========
</TABLE>
See accompanying notes to financial statements.
3
<PAGE> 4
<TABLE>
<CAPTION>
OSWEGO COUNTY SAVINGS BANK
STATEMENTS OF INCOME
(In Thousands)
(Unaudited)
For the Three Months Ended For the Six Months Ended
June 30, June 30,
----------------------------- -----------------------------
1999 1998 1999 1998
------------- ------------- -------------- -----------
<S> <C> <C> <C> <C>
Interest income:
Loans $1,449 1,569 2,887 3,205
Securities 443 346 843 670
Federal funds sold and other
short-term investments 47 54 81 108
------ ----- ----- -----
Total interest income 1,939 1,969 3,811 3,983
Interest expense on deposits 777 838 1,549 1,732
------ ----- ----- -----
Net interest income 1,162 1,131 2,262 2,251
Provision for loan losses 30 30 60 60
------ ----- ----- -----
Net interest income after
provision for loan losses 1,132 1,101 2,202 2,191
------ ----- ----- -----
Noninterest income
Service charges 99 104 192 194
Net gain on sale of securities 0 0 8 0
Other income 17 19 32 30
------ ----- ----- -----
Total noninterest income 116 123 232 224
------ ----- ----- -----
Noninterest expenses
Salaries and employee benefits 495 513 973 998
Occupancy and equipment 107 102 219 207
Other general and administrative
expenses 417 478 788 916
------ ----- ----- -----
Total noninterest expenses 1,019 1,093 1,980 2,121
------ ----- ----- -----
Income before income taxes 229 131 454 294
Income taxes 82 55 164 124
------ ----- ----- -----
Net income $ 147 76 290 170
====== ===== ===== =====
</TABLE>
See accompanying notes to financial statements.
4
<PAGE> 5
<TABLE>
<CAPTION>
OSWEGO COUNTY SAVINGS BANK
STATEMENTS OF NET WORTH AND COMPREHENSIVE INCOME
FOR THREE AND SIX MONTHS ENDED JUNE 30, 1999.
(In Thousands)
(Unaudited)
Accumulated
Other
Undivided Comprehensive Total
Profits Income Net Worth
----------- ------------- ------------
<S> <C> <C> <C>
Balance at December 31, 1998 11,695 (1) 11,694
Comprehensive income:
Net income for six months ended
June 30, 1999 290 0 290
Net change in unrealized gain (loss) on
securities available for sale, net of taxes 0 (267) (267)
-------
Total comprehensive income 23
---------- -------- -------
Balance at June 30, 1999 $ 11,985 (268) 11,717
========== ======== =======
</TABLE>
See accompanying notes to financial statements.
5
<PAGE> 6
<TABLE>
<CAPTION>
OSWEGO COUNTY SAVINGS BANK
STATEMENTS OF CASH FLOWS
(In Thousands)
(Unaudited)
For the Six Months Ended June 30,
----------------------------------
1999 1998
--------------- -------------
<S> <C> <C>
Cash flows from operating activities:
Net Income $ 290 170
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Depreciation 143 120
Provision for loan losses 60 60
Gain on sale of real estate owned 0 (2)
Gain on sale of securities (8) 0
Security amortization 19 6
Change in:
Accrued interest receivable (21) 43
Other assets (452) (45)
Other liabilities 337 (207)
------- ------
Net cash provided by operating activities 368 145
------- ------
Cash flows from investing activities:
Proceeds from maturity of and principal collected on
securities held to maturity 2,371 4,750
Proceeds from maturity of and principal collected on
securities available for sale 6,956 3,400
Purchases of securities held to maturity (4,316) (5,079)
Purchases of securities available for sale (7,989) (4,677)
Principal collections of loans, net of loan originations 283 4,806
Proceeds from sale of real estate owned 28 192
Capital expenditures, net of disposals (187) (51)
------- ------
Net cash provided by (used in)
investing activities (2,854) 3,341
------- ------
Cash flows from financing activities:
Net increase in demand and savings deposits 6,047 573
Escrow deposits (382) (536)
Net decrease in time deposits (213) (1,793)
------- ------
Net cash provided by (used in)
financing activities 5,452 (1,756)
------- ------
Net increase in cash and cash equivalents 2,966 1,730
Cash and cash equivalents at beginning of period 6,607 6,764
------- ------
Cash and cash equivalents at end of period $ 9,573 8,494
======= ======
Supplemental disclosure of cash flow information: Non-cash operating and
investing activities:
Transfer of loans held for sale to loans $ 4,286 0
======= ======
</TABLE>
See accompanying notes to financial statements.
6
<PAGE> 7
OSWEGO COUNTY SAVINGS BANK
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
JUNE 30, 1999
(1) BASIS OF PRESENTATION
The accompanying unaudited financial statements were prepared in
accordance with instructions for Form 10-Q 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, in
the opinion of management, all adjustments consisting of only normal
recurring adjustments or accruals which are necessary for a fair
presentation of the financial statements have been made at and for the
three and six month periods ended June 30, 1999 and 1998. The results
of operations for the three and six month periods ended June 30, 1999
are not necessarily indicative of the results which may be expected for
an entire fiscal year.
(2) PLAN OF REORGANIZATION
On July 13, 1999, Oswego County Savings Bank (the "Bank") reorganized
into the mutual holding company form of organization as a wholly owned
subsidiary of Oswego County Bancorp, Inc. (the "Company"), a mid-tier
stock holding company that became the majority-owned subsidiary of
Oswego County MHC (the "MHC"). Contemporaneously with the
reorganization, the Company sold 399,500 shares of its common stock,
par value $.01 ("Company Common Stock") at $10.00 per share, raising
gross proceeds of $4.0 million. As an integral part of the
reorganization and public offering and in furtherance of the Bank
commitment to the communities it serves, the Bank and the Company have
established a charitable foundation known as The Oswego County
Charitable Foundation (the "Foundation") and have contributed 15,980
shares to the Foundation. The Foundation will provide funding to
support charitable causes and community development activities, which
will compliment The Bank's existing community activities. During the
third quarter of 1999 the Company will record a $ 159,800 contribution
expense in conjunction with the forming of the Foundation. In addition,
the Company established an ESOP for the employees of the Company and
the Bank, which became effective with the completion of the Conversion.
The plan calls for the ESOP (Employee Stock Ownership Plan) to acquire
31,960 shares at a total value of $319,600. The Company will account
for the ESOP in accordance with the Statement of Position 93-6
"Employer's Accounting for Employee Stock Ownership Plans."
(3) EARNINGS PER SHARE
Basic earnings per share for the three and six months ended June 30,
1999 and 1998 is not applicable, as the Bank's conversion from
mutual-to-stock form and reorganization into a holding company format
was not completed as of June 30, 1999.
(4) NEW ACCOUNTING PRONOUNCEMENT
In June 1998, the Financial Accounting Standards Board (FASB) issued
Statement of Financial Accounting Standards (SFAS) No.133, "Accounting
for Derivative Instruments and Hedging Activities". As recently amended
by SFAS No. 137, "Accounting for Derivative Instruments and Hedging
Activities - Deferral of the Effective Date of SFAS No.133", the
statement is effective for all fiscal quarters of all fiscal years
beginning after June 15, 2000 and requires that an entity recognize all
derivatives as either assets or liabilities in the statement of
financial condition and measure those instruments at fair value. In
management's opinion SFAS No.133 when adopted
7
<PAGE> 8
will not have a material effect on the Company's financial statements
since the Company owns no derivative instruments affected by this
statement.
(5) BASIS OF FINANCIAL STATEMENT PRESENTATION
The Company was incorporated under Delaware law on April 21, 1999 by
the Oswego County Savings Bank in connection with the conversion of the
Bank from a state-chartered savings bank to a state-chartered stock
savings bank. Upon consummation of the Conversion on July 13, 1999, the
Company became the holding company for the Bank.
For purposes of the 10-QSB, the financial statements of the Company
have been omitted because the Company, as of June 30, 1999, had not yet
issued any stock, had no assets and no liabilities and had conducted no
business other than those of an organizational nature. Alternatively,
the unaudited financial statements and the Management's Discussion and
Analysis of Financial Condition and Results of Operations presented
herein are for the Bank, which became the subsidiary of the Company
upon consummation of the Conversion. No pro forma effect has been given
to the sale of the Company's stock in the Conversion.
Item 2 - Management's Discussion and Analysis of Financial Condition and Results
of Operations
CHANGES IN FINANCIAL CONDITION
Total assets increased by $5.8 million or 5.2% from $110.9 million
at December 31, 1998 to $116.7 million at June 30, 1999. Net loans decreased by
$343,000 during the six-month period, from $71.0 million at December 31, 1998 to
$70.7 million at June 30, 1999. The decrease in loans was caused by a $2.6
million decline in residential mortgages and home equity loans as principal
paydowns exceeded originations. Commercial mortgages increased by $506,000 and
consumer loans increased by $1.7 million partially offsetting the decline in
residential mortgages and home equity loans. This shift in the mix of the loan
portfolio reflects the Bank's efforts to increase the yield on its loans and
improve its interest rate sensitivity with shorter-term loans.
Securities held to maturity increased $2.0 million from $13.7
million at December 31, 1998 to $15.7 million at June 30, 1999. Securities
available for sale also increased from $14.8 million at December 31, 1998 to
$15.4 million at June 30, 1999.
Deposits increased by $5.5 million during the first six months of
1999 to $103.3 million due to $3.5 million in stock subscription funds on
deposit in conjunction with the Company's initial public offering and other
deposit accounts primarily commercial type deposits.
Our net worth increased by $23,000 during the six-month period
ended June 30, 1999. The increase resulted from net income of $290,000, which
was substantially offset by a $267,000 increase in the unrealized loss in
securities available for sale.
8
<PAGE> 9
RESULTS OF OPERATIONS
Net income for the three and six months periods ended June 30, 1999
was $147,000 and $290,000, respectively. This compares to net income of $76,000
and $170,000 for the same periods of the prior year.
Net interest income remained relatively stable during both the
three and six months periods ended June 30, 1999 compared the same periods in
the prior year.
Total interest income decreased by $30,000 and $172,000
respectively, for the three and six months ended June 30, 1999. The primary
reason for the decreases in interest income was a decline in the average yield
on loans reflecting changes in the composition of the loan portfolio.
Interest expense decreased by $61,000 and $183,000 respectively
for the three and six month periods ended June 30,1999 as compared to the same
periods in 1998. This was primarily due to a revision in deposit rate
composition resulting in a lower average rate paid on deposits in 1999 compared
to the same periods in 1998.
Noninterest income decreased by $7,000 for the three months ended
June 30,1999 and increased by $8,000 for the six month period ended June 30,
1999 as compared to the same periods in 1998. This is primarily due substantial
recovery of service charges on delinquent loans during the comparable period in
the prior year.
Noninterest expenses decreased by $74,000 and $141,000
respectively, for the three and six months periods ended June 30, 1999 compared
to the same periods in the prior year. Salary and benefit cost decreased
slightly to changes in the staffing mix and benefit costs. Data processing costs
included in occupancy and equipment increased due to contractual increases and
higher service volumes. Outside services such as audit, consulting and training
have decreased due to completion of tasks and improved internal processes.
Income tax expense increased by $27,000 and $40,000 respectively,
for the three and six months periods ended June 30, 1999 compared to the same
periods in the prior year. The income tax rate for the six-month periods
declined to 36.1% in 1999 from 42.2% in 1998. The higher income tax rate in 1998
was principally caused by non-deductible merger-related expenses, which became
deductible in the fourth quarter of 1998.
YEAR 2000 - Many existing computer programs use only two digits to identify a
year in the date field. These programs were designed and developed without
considering the impact of the upcoming change in the century. If not corrected,
many computer applications could fail or create erroneous results by or at the
Year 2000. The Year 2000 issue affects virtually all companies and
organizations. We have conducted a thorough assessment of our internal systems
as well as the efforts of our outside data processing service providers. During
this assessment phase, we identified all in-house systems and third party
relationships, and assessed whether they were "mission-critical."
Mission-critical is defined as a system that is vital to the successful
continuance of a core business activity. Our data processing system, operations
and teller software and platforms, automated teller machines and personal
computer network have been identified as "mission - critical." We have assessed
both information technology systems and non-information technology systems.
Examples of non-information technology systems include utility and telephone
companies, security systems, and correspondent financial organizations. Also
included in our assessment was the identification of those systems and vendors
whom we have control over and those that we do not control. Examples of those
vendors whom the Bank has control over include organizations which the Bank has
a material relationship with. Vendors whom the Bank has no control over include
utility companies.
9
<PAGE> 10
The most important mission-critical area concerns the primary data
processing services and software provided to us by a third party vendor. The
vendor has rewritten certain portions of the software, tested the system and
advised us that it is Year 2000 compliant. We also have tested the system and
believe it is Year 2000 compliant. The third party vendors, which provide our
automated teller machines and the related software and network switches have
tested those machines and the system and advised us that they also are Year 2000
compliant. Our bank teller and platform software have been tested by the vendor
and us and found to be Year 2000 compliant. We believe that we would use manual
systems as a contingency plan if power or communication capabilities were not
available. There can be no assurance in this regard, however, and it is possible
that as a result we could experience data processing delays, errors or failures,
all of which could have a material adverse impact on our financial condition and
results of operations. We estimate that our costs related to year 2000
compliance will be approximately $350,000, including over $300,000 incurred
through June 30, 1999 in compliance related costs for upgrading our computer
network and telephone system.
We have also evaluated our non-information technology systems to
determine if such systems may have embedded technology that could also be
affected by the year 2000 problem. We have determined that there are only a few
systems of this type that could be affected. The vendors have informed us that
the systems are or will be year 2000 compliant by year 2000.
Computer problems experienced by our commercial borrowers could have an
adverse effect on their business operations and their ability to repay their
loans when due. The Bank is evaluating Year 2000 readiness of its commercial
loan applicants as part of the loan underwriting process and is calling upon
major existing borrowers to assess their readiness and identify potential
problems. There are currently no significant concerns due to the limited amount
of commercial loans made by the Bank.
We have developed contingency plans for all mission-critical areas of
the Bank. Those contingency plans are being drafted into one unified document
which is being reviewed and rewritten by a third-party consultant hired by us.
The contingency plans are based on operating in the event of no electrical power
and/or no communications, as well as failure of a mission-critical area for
whatever reason. Testing of the contingency plans will be accomplished on an
ongoing basis throughout the balance of 1999. Contingency plans necessarily call
for many tasks being done on a manual basis in the event of no power or no
communications. There can be no assurance in this regard, however, and it is
possible that as a result we could experience data processing delays, errors or
failures, all of which could have a material adverse impact on our financial
condition and results of operations.
FORWARD-LOOKING STATEMENTS - This report may contain forward-looking statements
based on current expectations, estimates and projections about the Company's
industry, management's beliefs and assumptions made by management. Words such as
"anticipates", "expects", "intends", "plans", "believes", "seems", "estimates",
variations of such words and similar expressions are intended to identify such
forward-looking statements. These statements are not guarantees of future
performance and are subject to certain risks, uncertainties and assumptions that
are difficult to forecast. Therefore, actual results may differ materially from
those expressed or forecast in such forward-looking statements. The Company
undertakes no obligation to update publicly any forward-looking statements,
whether as a result of new information or otherwise.
10
<PAGE> 11
ITEM 3 - QUANTITATIVE & QUALITATIVE DISCLOSURE ABOUT MARKET RISK
Market risk is the risk of loss from adverse changes in market prices and
interest rates. The Bank's market risk arises primarily from interest rate risk
inherent in its lending and deposit taking activities. Although the Bank manages
other risks, as in credit and liquidity risk, in the normal course of its
business, management considers interest rate risk to be its most significant
market risk and could potentially have the largest material effect on the
Company's financial condition and results of operations. The Bank does not
currently have a trading portfolio or use derivatives to manage market and
interest rate risk.
The Bank's interest rate risk management is the responsibility of the
Asset/Liability Management Committee (ALCO), which reports to the Board of
Trustees. The committee, comprised of senior management, has developed policies
to measure, manage, and monitor interest rate risk. Interest rate risk arises
from a variety of factors, including differences in the timing between the
contractual maturity or repricing of the Bank's assets and liabilities. For
example, the Bank's net interest income is affected by changes in the level of
market interest rates as the repricing characteristics of its loans and other
assets do not necessarily match those of its deposits, other borrowings and
capital.
PART II: OTHER INFORMATION
Item 1 Legal Proceedings
-----------------
None
Item 2 Changes in Securities and Use of Proceeds
-----------------------------------------
The Company's initial registration statement (No. 333-69959)
on form SB-2/A was declared effective on May 14, 1999. The offering commenced on
May 14, 1999 and expired on June 28, 1999. Friedman, Billings, Ramsey & Co.,
Inc. was the managing underwriter in the offering. The sale in the offering of
399,500 of the Company's common stock, par value $.01 per share ("Common
Stock"), closed July 13, 1999 for gross proceeds of $3,995,000. Net of the
estimated offering costs and expenses of $1,150,000, the offering generated net
proceeds of $2,845,000. Of such proceeds, $203,600 was loaned to the Company's
ESOP for the purchase by the ESOP of 20,360 shares of Common Stock, an
additional $116,000 was committed for future ESOP purchases, $1,381,990 was paid
to the Bank in exchange for the common stock of the Bank issued in it's
conversion from a state-chartered mutual savings bank to a state-chartered stock
savings bank, and $1,381,990 was deposited with the Bank. The $1,381,990
contributed to the Bank was invested in federal funds.
Item 3 Defaults Upon Senior Securities
-------------------------------
None
Item 4 Submission of Matters to a Vote of Security Holders
---------------------------------------------------
None
Item 5 Other Information
-----------------
None
11
<PAGE> 12
Item 6 Exhibits and Reports on Form 8-k
--------------------------------
(a) 27.1 Financial Data Schedule
(b) Reports on Form 8-k
None
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.
Date: August 13, 1999 By: /s/ Gregory J. Kreis
--------------------
Gregory J. Kreis
President and Chief
Executive Officer
Date: August 13, 1999 By: /s/Robert H. Hillick
--------------------
Robert H. Hillick
Senior Vice President and
Treasurer
13
<TABLE> <S> <C>
<ARTICLE> 9
<CIK> 0001075954
<NAME> OSWEGO COUNTY
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> JUN-30-1999
<CASH> 4,473
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 5,100
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 15,383
<INVESTMENTS-CARRYING> 15,654
<INVESTMENTS-MARKET> 15,457
<LOANS> 71,754
<ALLOWANCE> 1,084
<TOTAL-ASSETS> 116,678
<DEPOSITS> 102,398
<SHORT-TERM> 0
<LIABILITIES-OTHER> 2,563
<LONG-TERM> 0
0
0
<COMMON> 0
<OTHER-SE> 11,717
<TOTAL-LIABILITIES-AND-EQUITY> 116,678
<INTEREST-LOAN> 2,887
<INTEREST-INVEST> 843
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 3,811
<INTEREST-DEPOSIT> 1,549
<INTEREST-EXPENSE> 1,549
<INTEREST-INCOME-NET> 2,262
<LOAN-LOSSES> 60
<SECURITIES-GAINS> 8
<EXPENSE-OTHER> 1,941
<INCOME-PRETAX> 454
<INCOME-PRE-EXTRAORDINARY> 454
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 290
<EPS-BASIC> 0
<EPS-DILUTED> 0
<YIELD-ACTUAL> 4.41
<LOANS-NON> 1,165
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 1,068
<CHARGE-OFFS> 57
<RECOVERIES> 12
<ALLOWANCE-CLOSE> 1,084
<ALLOWANCE-DOMESTIC> 892
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 192
</TABLE>
