<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
July 13, 1999
AMSOUTH BANCORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 1-7476 63-0591257
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
AMSOUTH-SONAT TOWER
1900 FIFTH AVENUE NORTH
BIRMINGHAM, ALABAMA 35203
(Address, including zip code, of principal executive office)
Registrant's telephone number, including area code: (205) 320-7151
Not applicable
(Registrant's former address of principal executive office)
<PAGE>
Item 5. Other Events.
AmSouth Bancorporation ("AmSouth") is filing this Current Report on Form 8-
K to report its preliminary results of operations for the second quarter of
1999. On July 13, 1999, AmSouth issued a press release describing its results of
operations for the second quarter of 1999. The press release is attached hereto
as Exhibit 99 and is incorporated as part of this Current Report on Form 8-K.
Item 7. Financial Statements and Exhibits.
The following exhibit is filed as part of this Current Report on Form 8-K:
Exhibit No. Exhibit
99 Press Release of July 13, 1999.
<PAGE>
SIGNATURE
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 hereunto duly authorized.
AMSOUTH BANCORPORATION
By /s/ Carl L. Gorday
Name: Carl L. Gorday
Title: Assistant Secretary
Date: July 28, 1999
<PAGE>
Exhibit 99
FOR IMMEDIATE RELEASE
Contact: (Investment Community) List Underwood (205) 801-0265
(News Media) Jim Underwood (205) 326-5184
AmSouth reports record second quarter 1999 earnings
Earnings per share up 16.7 percent; ROE increases to 20.87 percent
BIRMINGHAM, ALA, JULY 13, 1999 --- AmSouth Bancorporation (NYSE: ASO)
today announced record second quarter earnings, with net income of $74.2
million, or $.42 per diluted share, for the quarter ending June 30, 1999.
Adjusting for the company's recent three-for-two stock split, this represents
an increase of 13.4 percent in net income and an increase of 16.7 percent in
earnings per diluted share compared to the second quarter of 1998.
AmSouth's second quarter performance resulted in a return on average
equity of 20.87 percent and a return on average assets of 1.46 percent, the
highest levels in company history. AmSouth's second quarter operating
efficiency ratio was 55.55 percent.
"Our record financial performance was driven primarily by strong loan
growth, improvement in core noninterest revenues and excellent credit
quality," said C. Dowd Ritter, chairman, president and chief executive
officer. "The results we have achieved demonstrate clearly that our employees
are meeting more of our customers' needs today than ever before and building
stronger, longer-lasting customer relationships."
In addition to record financial performance, Ritter cited the company's
three-for-two stock split, the announcement that AmSouth would acquire First
American Corporation, and full Year-2000 compliance among the second quarter
highlights.
"AmSouth's long-term performance and favorable market conditions
supported our directors' decision to authorize a three-for-two stock split in
the second quarter," Ritter said. "The stock split reflects the confidence we
have in the future of our company and is consistent with our goal of enhancing
shareholder value."
<PAGE>
"Our merger and integration team has already made significant progress
since the June 1 announcement that AmSouth will acquire First American. Merger
and integration plans have been developed for each of the functional areas in
the combined company. All systems selection decisions have been made and
geographic locations have been determined for most business functions. The
organizational structure for the combined company also has been determined,
and most of the senior managers who will fill key positions have been
identified," Ritter said.
There are 24 branch offices in overlapping markets that will be
consolidated without adversely affecting customer convenience and needs. In
addition, approximately 1,400 non revenue-producing positions, or
approximately 10 percent of the combined workforce, have been identified for
elimination with approximately 160 of these positions being eliminated
immediately.
"Our companies also worked closely during the quarter on numerous
revenue enhancement and balance sheet management initiatives that should
further benefit performance," Ritter said.
The primary regulatory filings were made within 30 days of the June 1
announcement, putting AmSouth on track to complete the merger as early as
October 1 and the operational conversion in February 2000.
"All this has been accomplished at the same time that AmSouth has
further improved on its strong track record of performance," Ritter said.
"This is a direct result of the continued focus by employees on meeting
customer's needs, the cooperation between our two companies in the merger
process, and AmSouth's exceptionally strong management team. Their management
skills and extensive merger experience are clearly evident in our rapid
progress in such a short time period."
When the merger is completed, AmSouth will have over $42 billion in
assets, 680 banking branches in nine Southeastern states, and a network of
1,350 automated teller machines. AmSouth will have leading market positions in
Alabama, Florida, Tennessee and Mississippi and a presence in Georgia,
Louisiana, Arkansas, Kentucky and Virginia.
During the second quarter, AmSouth achieved full Year-2000 compliance on
all of its mission-critical systems. "Our emphasis now shifts to maintaining
readiness over the next six months," Ritter said. He added that AmSouth has a
"dress rehearsal" scheduled for the third quarter during which AmSouth will
once again test all mission-critical systems in a year 2000 environment. This
test is above and beyond any regulatory requirement. "We're confident that
we're ready, and the dress rehearsal is
<PAGE>
simply another step we are taking on our own to ensure a smooth transition for
our customers," Ritter said.
Compared with the second quarter of 1998, second quarter 1999 net
interest income increased 8.2 percent, reflecting growth in average earning
assets and expansion of the net interest margin to 4.09 percent. Average
managed loans, net of unearned income (excluding residential first mortgages
and credit cards sold) increased 26.6 percent in the second quarter compared
to the same period one year ago.
The provision for loan losses decreased to $7.5 million in the second
quarter reflecting continued improvement in credit quality.
Excluding the second quarter 1998 sale of AmSouth's bond administration
and stock transfer businesses and the sale of certain credit card assets
during that period, total noninterest income increased 9.6 percent to $88.1
million during the second quarter of 1999. Noninterest expenses for the second
quarter were $154.8 million, a decrease of 2.2 percent compared to the second
quarter of 1998 which included several one-time items.
AmSouth is a regional bank holding company headquartered in Birmingham.
At June 30, the company reported assets of $20.6 billion, ranking it among the
top 50 banking institutions in the U.S. AmSouth operates 286 banking offices
and 644 ATMs in Alabama, Florida, Tennessee and Georgia. AmSouth and its
subsidiaries provide a full line of traditional and nontraditional financial
services including consumer and commercial banking, small business banking,
mortgage loans, trust services and investment management including 18
proprietary mutual funds.
"Safe Harbor" Statement under the Private Securities Litigation Reform
Act of 1995: Statements in this press release regarding AmSouth
Bancorporation's business which are not historical facts are "forward looking
statements" that involve risks and uncertainties.
For a discussion of such risks and uncertainties, which could cause actual
results to differ from those contained in the forward-looking statements, see
"Forward Looking Information" in the Company's most recent Annual Report.
The foregoing is a Year 2000 readiness disclosure.
<PAGE>
AMSOUTH BANCORPORATION
Unaudited
(In thousands except per share data)
<TABLE>
<CAPTION>
Three Months Six Months
Ended June 30 % Ended June 30 %
--------------------------- -------------------------
EARNINGS SUMMARY 1999 1998 Change 1999 1998 Change
--------------------------- ------ ------------------------- ------
<S> <C> <C> <C> <C>
Net interest income $ 188,963 $ 174,622 8.2 $ 370,075 $ 346,289 6.9
Provision for loan losses 7,500 23,434 (68.0) 17,000 37,834 (55.1)
---------- ------------- ---------- -----------
Net interest income after provision 181,463 151,188 20.0 353,075 308,455 14.5
Noninterest revenues 88,133 108,372 (18.7) 177,194 184,177 (3.8)
Noninterest expenses 154,762 158,214 (2.2) 306,743 295,128 3.9
---------- ------------- ---------- -----------
Income before income taxes 114,834 101,346 13.3 223,526 197,504 13.2
Income taxes 40,586 35,876 13.1 78,947 70,011 12.8
---------- ------------- ---------- -----------
Net income $ 74,248 $ 65,470 13.4 $ 144,579 $ 127,483 13.4
========== ============= ========== ===========
Earnings per common share $ 0.42 $ 0.37 * 13.5 $ 0.82 $ 0.71 * 15.5
Earnings per common share-diluted 0.42 0.36 * 16.7 0.81 0.70 * 15.7
Average common shares outstanding 175,155 179,052 * 175,611 180,252 *
Average common shares outstanding-diluted 177,840 183,231 * 178,361 183,264 *
End of period common shares outstanding 176,166 180,115 *
</TABLE>
<TABLE>
<CAPTION>
Average for Average for
Three Months Six Months
Ended June 30 % Ended June 30 %
--------------------------- ----------------------------
BALANCE SHEET SUMMARY 1999 1998 Change 1999 1998 Change
--------------------------- -------- ---------------------------- ------
<S> <C> <C> <C> <C>
Loans net of unearned income $ 13,418,941 $ 12,303,518 9.1 $ 13,242,777 $ 12,250,765 8.1
Total investment securities** 5,141,978 5,595,881 (8.1) 5,024,652 5,346,879 (6.0)
Interest-earning assets** 18,684,956 18,025,852 3.7 18,404,587 17,705,929 3.9
Total assets 20,379,236 19,555,952 4.2 20,093,638 19,220,863 4.5
Noninterest-bearing deposits 2,207,191 2,000,507 10.3 2,169,735 1,968,037 10.2
Interest-bearing deposits 10,906,883 10,875,977 0.3 10,893,452 10,865,992 0.3
Total deposits 13,114,074 12,876,484 1.8 13,063,187 12,834,029 1.8
Shareholders' equity 1,426,741 1,421,317 0.4 1,424,225 1,410,787 1.0
<CAPTION>
Ending
Balance
June 30 %
--------------------------
BALANCE SHEET SUMMARY 1999 1998 Change
-------------------------- ------
<S> <C> <C>
Loans net of unearned income $ 13,084,345 $ 12,436,535 5.2
Total investment securities** 5,683,133 5,840,406 (2.7)
Interest-earning assets** 18,909,272 18,408,655 2.7
Total assets 20,592,018 19,982,144 3.1
Noninterest-bearing deposits 2,305,271 2,063,417 11.7
Interest-bearing deposits 10,771,236 10,894,837 (1.1)
Total deposits 13,076,507 12,958,254 0.9
Shareholders' equity 1,424,253 1,420,989 0.2
</TABLE>
<TABLE>
<CAPTION>
1999 1998
---------------------------- -----------------------------------------
SELECTED RATIOS 2nd Qtr 1st Qtr 4th Qtr 3rd Qtr 2nd Qtr
---------------------------- -----------------------------------------
<S> <C> <C>
Average shareholders' equity to
average total assets 7.00 % 7.18 % 7.17 % 7.16 % 7.27 %
End of period shareholders' equity to
end of period total assets 6.92 7.11 7.17 7.30 7.11
Loans net of unearned income to total deposits 100.06 101.92 96.88 96.24 95.97
Net income (annualized) to average total assets 1.46 1.44 1.37 1.34 1.34
Net income (annualized) to average
shareholders' equity 20.87 20.06 19.12 18.65 18.48
Book value per common share $8.08 $8.09 $8.05 * $8.04 * $7.89 *
Tangible book value per common share $6.80 $6.78 $6.72 * $6.70 * $6.54 *
Efficiency ratio 55.55 % 55.97 % 55.58 % 55.25 % 55.65 %
</TABLE>
* Restated for three-for-two stock split in May 1999
** Excludes adjustment for market valuation on available-for-sale securities and
certain noninterest-earning marketable equity securities
7
<PAGE>
AMSOUTH BANCORPORATION
(Unaudited)
(Dollars in thousands)
<TABLE>
<CAPTION>
06/30/99 06/30/98 % Change
---------------- ---------------- ---------
<S> <C> <C> <C>
LOANS NET OF UNEARNED INCOME
Commercial:
Commercial & Industrial $ 3,599,034 $ 3,710,708 (3.0)
Commercial loans secured by real estate 581,734 687,135 (15.3)
---------------- ----------------
Total commercial 4,180,768 4,397,843 (4.9)
Commercial real estate 2,678,736 2,260,812 18.5
Consumer:
Residential first mortgages 1,221,862 2,078,567 (41.2)
Other residential mortgages 1,997,841 1,639,964 21.8
Dealer indirect 2,301,978 1,347,032 70.9
Revolving credit 261,927 248,534 5.4
Other consumer 441,233 463,783 (4.9)
---------------- ----------------
Total consumer 6,224,841 5,777,880 7.7
---------------- ----------------
Total loans net of unearned income $ 13,084,345 $ 12,436,535 5.2
================ ================
</TABLE>
<TABLE>
<CAPTION>
1999
-------------------------------------
Jun 30 Mar 31
-------------------------------------
<S> <C> <C>
NONPERFORMING ASSETS
Nonaccrual loans $ 82,334 $ 66,580
Foreclosed properties 10,389 10,020
Repossessions 1,701 904
---------------- ----------------
Total nonperforming assets $ 94,424 $ 77,504
================ ================
Nonperforming assets to loans net of unearned income,
foreclosed properties and repossessions 0.72% 0.59%
Accruing loans 90 days past due $ 24,133 $ 26,077
================ ================
1999
-------------------------------------
Jun 30 Mar 31
-------------------------------------
ALLOWANCE FOR LOAN LOSSES
Balance at beginning of period $ 176,595 $ 176,075
Loans charged off (11,703) (13,939)
Recoveries of loans previously charged off 4,690 4,959
---------------- ----------------
Net charge-offs (7,013) (8,980)
Addition to allowance charged to expense 7,500 9,500
Allowance sold, net -0- -0-
---------------- ----------------
Balance at end of period $ 177,082 $ 176,595
================ ================
Allowance for loan losses to loans net of unearned income 1.35% 1.34%
Net charge-offs to average loans net of unearned income * 0.21% 0.28%
Allowance for loan losses to nonperforming loans 215.08% 265.24%
Allowance for loan losses to nonperforming assets 187.54% 227.85%
* Annualized
<CAPTION>
1998
----------------------------------------------------------
Dec 31 Sept 30 Jun 30
----------------------------------------------------------
<S> <C> <C> <C>
NONPERFORMING ASSETS
Nonaccrual loans $ 66,072 $ 74,141 $ 75,501
Foreclosed properties 10,237 9,225 8,035
Repossessions 828 967 761
---------------- ---------------- ----------------
Total nonperforming assets $ 77,137 $ 84,333 $ 84,297
================ ================ ================
Nonperforming assets to loans net of unearned income,
foreclosed properties and repossessions 0.60% 0.67% 0.68%
Accruing loans 90 days past due $ 23,832 $ 29,586 $ 25,701
================ ================ ================
1998
----------------------------------------------------------
Dec 31 Sept 30 Jun 30
----------------------------------------------------------
ALLOWANCE FOR LOAN LOSSES
Balance at beginning of period $ 175,046 $ 174,079 $ 179,347
Loans charged off (16,553) (12,584) (19,248)
Recoveries of loans previously charged off 5,282 5,551 5,446
---------------- ---------------- ----------------
Net charge-offs (11,271) (7,033) (13,802)
Addition to allowance charged to expense 12,300 8,000 23,434
Allowance sold, net -0- -0- (14,900)
---------------- ---------------- ----------------
Balance at end of period $ 176,075 $ 175,046 $ 174,079
================ ================ ================
Allowance for loan losses to loans net of unearned income 1.37% 1.40% 1.40%
Net charge-offs to average loans net of unearned income * 0.35% 0.22% 0.45%
Allowance for loan losses to nonperforming loans 266.49% 236.10% 230.57%
Allowance for loan losses to nonperforming assets 228.26% 207.57% 206.51%
* Annualized
</TABLE>
8
<PAGE>
AMSOUTH BANCORPORATION
QUARTERLY CONSOLIDATED AVERAGE DAILY BALANCES,
REVENUE AND EXPENSE SUMMARY, YIELDS AND RATES
(Unaudited)
<TABLE>
<CAPTION>
Quarter Ended June 30
1999 1998
-----------------------------------------------------------------------------
(Taxable Equivalent Basis - Average Revenue/ Yield/ Average Revenue/ Yield/
Dollars in Thousands) Balance Expense Rate Balance Expense Rate
----------------------------------- ----------------------------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Interest-earning assets:
Loans net of unearned income $13,418,941 $280,477 8.38 % $12,303,518 $270,372 8.81 %
Available-for-sale securities* 3,126,831 52,916 6.79 3,101,694 54,860 7.09
Held-to-maturity securities:
Taxable 1,866,778 30,850 6.63 2,391,211 39,829 6.68
Tax-free 148,369 3,102 8.39 102,976 2,712 10.56
----------- -------- ----------- --------
Total held-to-maturity securities 2,015,147 33,952 6.76 2,494,187 42,541 6.84
----------- -------- ----------- --------
Total investment securities 5,141,978 86,868 6.78 5,595,881 97,401 6.98
Other interest-earning assets 124,037 1,645 5.32 126,453 1,825 5.79
----------- -------- ----------- --------
Total interest-earning assets 18,684,956 368,990 7.92 18,025,852 369,598 8.22
Cash and other assets 1,867,225 1,665,235
Allowance for loan losses (178,875) (172,135)
Market valuation on AFS securities 5,930 37,000
----------- -----------
$20,379,236 $19,555,952
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Interest-bearing liabilities:
Interest-bearing demand deposits $ 4,453,899 33,828 3.05 $ 3,955,644 35,003 3.55
Savings deposits 954,475 4,668 1.96 1,034,423 7,528 2.92
Time deposits 4,560,415 59,478 5.23 4,848,525 67,964 5.62
Certificates of deposit of $100,000 or more 938,094 11,819 5.05 1,037,385 14,702 5.68
Federal funds purchased and securities
sold under agreements to repurchase 1,803,325 20,170 4.49 1,261,245 16,484 5.24
Other interest-bearing liabilities 3,698,198 48,555 5.27 3,702,694 51,980 5.63
----------- -------- ----------- --------
Total interest-bearing liabilities 16,408,406 178,518 4.36 15,839,916 193,661 4.90
-------- ----- -------- -----
Net interest spread 3.56 % 3.32 %
===== =====
Noninterest-bearing demand deposits 2,207,191 2,000,507
Other liabilities 336,898 294,212
Shareholders' equity 1,426,741 1,421,317
----------- -----------
$20,379,236 $19,555,952
=========== ===========
Net interest income/margin
on a taxable equivalent basis 190,472 4.09 % 175,937 3.91 %
===== =====
Taxable equivalent adjustment:
Loans 465 428
Securities 1,044 887
-------- --------
Total taxable equivalent adjustment 1,509 1,315
-------- --------
Net interest income $188,963 $174,622
======== ========
</TABLE>
* Excludes certain noninterest-earning marketable equity securities
<PAGE>
AMSOUTH BANCORPORATION
YTD CONSOLIDATED AVERAGE DAILY BALANCES,
REVENUE AND EXPENSE SUMMARY, YIELDS AND RATES
(UNAUDITED)
<TABLE>
<CAPTION>
Six Months Ended June 30
1999 1998
------------------------------------ ----------------------------------
(Taxable Equivalent Basis - Average Revenue/ Yield/ Average Revenue/ Yield/
Dollars in Thousands) Balance Expense Rate Balance Expense Rate
------------------------------------ ----------------------------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Interest-earning assets:
Loans net of unearned income $13,242,777 $551,681 8.40 % $12,250,765 $535,501 8.81 %
Available-for-sale securities* 2,996,522 101,932 6.86 2,899,223 103,307 7.19
Held-to-maturity securities:
Taxable 1,890,157 62,494 6.67 2,339,091 78,488 6.77
Tax-free 137,973 5,959 8.71 108,565 6,284 11.67
----------- -------- ----------- --------
Total held-to-maturity securities 2,028,130 68,453 6.81 2,447,656 84,772 6.98
----------- -------- ----------- --------
Total investment securities 5,024,652 170,385 6.84 5,346,879 188,079 7.09
Other interest-earning assets 137,158 3,399 5.00 108,285 3,076 5.73
----------- -------- ----------- --------
Total interest-earning assets 18,404,587 725,465 7.95 17,705,929 726,656 8.28
Cash and other assets 1,851,495 1,650,114
Allowance for loan losses (177,721) (176,070)
Market valuation on AFS securities 15,277 40,890
----------- -----------
$20,093,638 $19,220,863
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Interest-bearing liabilities:
Interest-bearing demand deposits $ 4,449,901 67,208 3.05 $ 3,930,887 68,638 3.52
Savings deposits 964,132 9,534 1.99 1,034,660 14,945 2.91
Time deposits 4,540,942 119,606 5.31 4,897,154 136,417 5.62
Certificates of deposit of $100,000 or more 938,477 24,022 5.16 1,003,291 28,294 5.69
Federal funds purchased and securities
sold under agreements to repurchase 1,670,137 37,020 4.47 1,306,164 34,080 5.26
Other interest-bearing liabilities 3,596,657 95,111 5.33 3,383,078 95,102 5.67
----------- -------- ----------- --------
Total interest-bearing liabilities 16,160,246 352,501 4.40 15,555,234 377,476 4.89
-------- ----- -------- -----
Net interest spread 3.55 % 3.39 %
----- -----
Noninterest-bearing demand deposits 2,169,735 1,968,037
Other liabilities 339,432 286,805
Shareholders' equity 1,424,225 1,410,787
----------- -----------
$20,093,638 $19,220,863
=========== ===========
Net interest income/margin
on a taxable equivalent basis 372,964 4.09 % 349,180 3.98 %
===== =====
Taxable equivalent adjustment:
Loans 884 824
Securities 2,005 2,067
-------- --------
Total taxable equivalent adjustment 2,889 2,891
-------- --------
Net interest income $370,075 $346,289
======== ========
</TABLE>
* Excludes certain noninterest-earning marketable equity securities
<PAGE>
AMSOUTH BANCORPORATION
(Unaudited)
(Dollars in Thousands)
<TABLE>
<CAPTION>
Three Months
Ended June 30 %
----------------------------------------
1999 1998 Change
----------------------------------------------------
<S> <C> <C> <C>
NONINTEREST REVENUES
Service charges on deposit accounts $ 26,062 $ 25,888 0.7
Trust income 17,349 18,153 (4.4)
Consumer investment services income 12,252 8,055 52.1
Credit card income 3,473 4,052 (14.3)
Mortgage income 5,900 4,652 26.8
Interchange income 5,073 3,901 30.0
Other noninterest revenues 18,024 15,697 14.8
------------- -------------
Subtotal 88,133 80,398 9.6
Net gain on sale of businesses -0- 27,974 --
------------- -------------
Total $ 88,133 $ 108,372 (18.7)
============= =============
NONINTEREST EXPENSES
Salaries and employee benefits $ 79,805 $ 76,914 3.8
Net occupancy expense 14,354 14,211 1.0
Equipment expense 16,329 16,876 (3.2)
Marketing expense 5,403 5,028 7.5
Postage and supplies expense 5,916 6,502 (9.0)
Communications expense 5,876 5,804 1.2
Professional fees 2,523 3,418 (26.2)
Amortization expense 4,193 4,196 (0.1)
Other noninterest expenses 20,363 25,265 (19.4)
------------- -------------
Total $ 154,762 $ 158,214 (2.2)
============= =============
<CAPTION>
Six Months
Ended June 30 %
-----------------------------------------
1999 1998 Change
-------------------------------------------------------
<S> <C> <C> <C>
NONINTEREST REVENUES
Service charges on deposit accounts $ 52,813 $ 51,947 1.7
Trust income 34,504 35,132 (1.8)
Consumer investment services income 21,897 15,286 43.2
Credit card income 6,712 7,768 (13.6)
Mortgage income 12,696 8,590 47.8
Interchange income 9,291 7,207 28.9
Other noninterest revenues 39,281 30,273 29.8
--------------- ---------------
Subtotal 177,194 156,203 13.4
Net gain on sale of businesses -0- 27,974 ---
--------------- ---------------
Total $ 177,194 184,177 (3.8)
=============== ===============
NONINTEREST EXPENSES
Salaries and employee benefits $ 158,389 $ 144,631 9.5
Net occupancy expense 28,767 28,086 2.4
Equipment expense 31,797 32,066 (0.8)
Marketing expense 10,764 10,036 7.3
Postage and supplies expense 12,245 11,961 2.4
Communications expense 11,727 11,479 2.2
Professional fees 4,959 5,995 (17.3)
Amortization expense 8,365 8,722 (4.1)
Other noninterest expenses 39,730 42,152 (5.7)
--------------- ---------------
Total $ 306,743 $ 295,128 3.9
=============== ===============
INTANGIBLE ASSETS 06/30/99 06/30/98
-------- --------
Goodwill $ 226,571 $ 242,805
Core deposit intangibles 566 702
</TABLE>
11
