SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 11-K
Annual Report Pursuant to Section 15(d)
of the Securities Exchange Act of 1934
(Mark One)
[X] Annual Report Pursuant to Section 15(d) of the Securities
Exchange Act of 1934
For the fiscal year ended December 31, 1994
or
[ ] Transition report pursuant to Section 15(d) of the
Securities Exchange Act of 1934
Commission file number 0-9101
Jefferson Bankshares, Inc.
Deferred Compensation and Stock Purchase Plan
for Non-Employee Directors
(Full title of the Plan)
Jefferson Bankshares, Inc.
123 East Main Street
Charlottesville, Virginia 22902
(Name of Issuer of the Securities held
pursuant to the Plan and address of its
principal executive offices)
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KPMG Peat Marwick LLP
Suite 1900
1021 East Cary Street
Richmond, Virginia 23219-4023
Independent Auditors' Report
The Board of Directors
Jefferson Bankshares, Inc.:
We have audited the statements of assets available for plan benefits of the
Jefferson Bankshares, Inc. Deferred Compensation and Stock Purchase Plan for
Non-Employee Directors ("the Plan") as of December 31, 1994 and 1993, and the
related statements of changes in assets available for plan benefits for each
of the years in the three-year period ended December 31, 1994. These
financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the assets available for plan benefits of the Jefferson
Bankshares, Inc. Deferred Compensation and Stock Purchase Plan for Non-
Employee Directors at December 31, 1994 and 1993, and the changes in assets
available for plan benefits for each of the years in the three-year period
ended December 31, 1994, in conformity with generally accepted accounting
principles.
KPMG Peat Marwick LLP
Richmond, Virginia
January 17, 1995
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JEFFERSON BANKSHARES, INC. DEFERRED COMPENSATION AND STOCK
PURCHASE PLAN FOR NON-EMPLOYEE DIRECTORS
Statements of Assets Available for Plan Benefits
December 31, 1994 and 1993
1994 1993
Receivable from Jefferson Bankshares, Inc. $ 302,446 265,546
Receivable from Jefferson National Bank 761,482 709,117
Assets available for plan benefits $1,063,928 974,663
See accompanying notes to financial statements.
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JEFFERSON BANKSHARES, INC. DEFERRED COMPENSATION AND STOCK
PURCHASE PLAN FOR NON-EMPLOYEE DIRECTORS
Statements of Changes in Assets Available for Plan Benefits
Years Ended December 31, 1994, 1993 and 1992
1994 1993 1992
Interest income $ 30,132 27,056 29,332
Contributions:
Jefferson Bankshares, Inc. 28,250 26,250 24,250
Jefferson National Bank 65,400 66,300 66,524
93,650 92,550 90,774
Total additions 123,782 119,606 120,106
Benefits paid directly to
plan participants 34,517 - 32,293
Net additions to assets available 89,265 119,606 87,813
for plan benefits
Assets available for plan benefits:
Beginning of year 974,663 855,057 767,244
End of year $1,063,928 974,663 855,057
See accompanying notes to financial statements.
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JEFFERSON BANKSHARES, INC. DEFERRED COMPENSATION AND STOCK
PURCHASE PLAN FOR NON-EMPLOYEE DIRECTORS
Notes to Financial Statements
December 31, 1994 and 1993
(1) Summary of Significant Accounting Policies
(a) Basis of Presentation
The accompanying financial statements of the Jefferson
Bankshares, Inc. Deferred Compensation and Stock Purchase
Plan for Non-Employee Directors ("the Plan") have been
prepared on the accrual basis of accounting. Accordingly,
contributions and interest income are recorded when earned
and benefits payable are recorded when payable according to
the provisions of the Plan.
(b) Investments
The Plan's investments consist of receivables from Jefferson
Bankshares, Inc. ("the Plan Sponsor") and its wholly-owned
bank subsidiary, Jefferson National Bank ("JNB"). The Plan
Sponsor maintains book accounts for the benefit of each Plan
participant and periodically credits such accounts for fees
earned, interest income and any withdrawals. As discussed
in footnote 2(a), all deferred fees shall be a part of the
general assets of the Plan Sponsor.
(c) Interest Income
Interest income is allocated to each Plan participant's
account on a quarterly basis using an interest rate equal to
the Plan Sponsor's published six-month certificate of
deposit rate for denominations of $10,000 or greater.
(2) Summary of Significant Provisions of the Plan
The following brief description of the Plan is provided for
general information purposes only. Plan participants should refer
to the Plan document for more complete information.
(a) General
The Plan is a nonqualifed plan established by the Plan
Sponsor to enable non-employee directors of the Plan Sponsor
and JNB to defer annual retainer and meeting fees for
personal income tax purposes. The Plan is administered by
an Administrative Committee appointed by the Plan Sponsor.
The Plan is not subject to the Employee Retirement Income
Security Act of 1974.
Plan participants do not retain any proprietary interest in
the Plan Sponsor or any of its assets and for all purposes
are deemed to be a general creditor of the Plan Sponsor.
The interests of the Plan participants cannot be pledged or
assigned and shall not be subject to the claims of creditors
of the Plan participants.
(b) Eligibility and Contributions
The Plan covers non-employee directors of the Plan Sponsor
and JNB. Participation is voluntary and participants make
no contributions to the Plan. All administrative costs of
the Plan are borne by the Plan Sponsor.
(c) Vesting Provisions
Participants are fully vested in the Plan at all times.
(d) Retirement and Death Benefits
Plan participants (or their beneficiaries, collectively
"Plan participants") are eligible for distribution of their
benefits upon death, disability or upon termination of
membership on the Board of Directors. The Plan also
provides for discretionary distributions at the request of
Plan participants, subject to approval by the Administrative
Committee. Plan participants may receive lump sum or equal
annual payments, at their option.
(e) Plan Amendment
The Plan Sponsor amended and restated the Plan on December
13, 1994 to provide Plan participants the additional option
of investing in Jefferson Bankshares, Inc. common stock. In
connection with this amendment, the Plan Sponsor is in the
process of obtaining regulatory and shareholder approval and
anticipates registering 150,000 shares of Jefferson
Bankshares, Inc. common stock for this purpose.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
members of Jefferson Bankshares, Inc.'s Directors Deferred Compensation
Committee have duly caused this annual report to be signed on its behalf by
the undersigned thereunto duly authorized.
DEFERRED COMPENSATION AND
STOCK PURCHASE PLAN FOR
NON-EMPLOYEE DIRECTORS
Date: January 26, 1995 By: O. Kenton McCartney
Member, Director
Deferred Compensation Committee
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Exhibit Index
Exhibit No.
23 Consent of KPMG Peat Marwick LLP
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KPMG Peat Marwick LLP
Suite 1900
1021 East Cary Street
Richmond, VA 23219-4023
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
The Board of Directors
Jefferson Bankshares, Inc.:
We consent to incorporation by reference in the registration
statement on Form S-8 of Jefferson Bankshares, Inc. of our report
dated January 17, 1995, relating to the statements of assets
available for plan benefits of the Jefferson Bankshares, Inc.
Deferred Compensation and Stock Purchase Plan for Non-Employee
Directors as of December 31, 1994 and 1993, and the related
statements of changes in assets available for plan benefits for
each of the years in the three-year period ended December 31,
1994 which report appears in the December 31, 1994 Annual Report
on Form 11-K of Jefferson Bankshares, Inc.
KPMG Peat Marwick LLP
Richmond, Virginia
January 25, 1995
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