<PAGE>
FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
[x] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended JUNE 30, 1997
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT
For the transition period from _____________ to ____________________
Commission File Number 0-17851
Bank Corporation of Georgia
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Georgia 58-1406233
- -------------------------------- --------------------
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) identification number)
4951 Forsyth Road, Macon, Georgia 31210
----------------------------------------
(Address of principal executive offices)
(912) 757-2000
------------------------------------------------
(Issuer's telephone number, including area code)
- ---------------------------------------------------------------------
(Former name, former address, and former fiscal year, if changed since
last report)
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS
Check whether the issuer filed all documents and reports required
to be filed by Section 12, 13 or 15(d) of the Exchange Act after
the distribution of securities under a plan confirmed by court.
Yes No
APPLICABLE ONLY TO CORPORATE ISSUERS
Check whether the issuer (1) filed all reports required to be
filed by 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 x No
--- ---
State the number of shares outstanding of each of the issuer's
classes of common equity as of June 30, 1996: 2,274,357 shares of
Common Stock, $1.00 par value per share.<PAGE>
BANK CORPORATION OF GEORGIA
INDEX
Page No.
PART I FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets
June 30, 1997, December 31, 1996
and June 30, 1996 3-4
Consolidated Statements of Income
for the Six Months and Quarters Ended
June 30, 1997 and 1996 5-6
Consolidated Statements of Cash Flows
for the Six Months and Quarters Ended
June 30, 1997 and 1996 7-8
Notes to Consolidated Financial Statements 9-12
Item 2. Management's Discussion and Analysis
13-18
PART II OTHER INFORMATION 19
Item 1. Legal Proceedings
Item 2. Changes in Securities
Item 3. Defaults Upon Senior Securities
Item 4. Submission of Matters to a Vote of Security Holders
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K
2
<PAGE>
BANK CORPORATION OF GEORGIA AND SUBS
CONSOLIDATED BALANCE SHEETS
JUNE 30, 1997 AND DECEMBER 31, 1996
<TABLE>
<CAPTION>
June 30, 1997 December 31, 1996
------------- -----------------
<S> <C> <C>
ASSETS
- ------
Cash & due from banks $ 11,568,992 15,385,724
Interest bearing deposits 16,581,710 18,642,250
Federal Funds sold 5,260,000 5,210,000
Investment securities:
Available for sale 55,820,175 42,828,598
Held to maturity 1,089,606 1,088,719
------------ ------------
Total investment securities 56,909,781 43,917,317
------------ ------------
Loans 197,945,120 190,169,408
Less: Unearned discount (509,647) (736,360)
Allowance for loan losses (2,955,161) (2,849,340)
------------ ------------
Loans, net 194,480,312 186,583,708
------------ ------------
Bank premises and equipment 8,898,078 9,801,980
Accrued interest receivable 2,559,195 2,333,047
Goodwill 1,285,052 1,323,231
Other assets 4,552,944 7,057,065
------------ ------------
$ 302,096,064 290,254,322
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
- ------------------------------------
Deposits:
Demand 45,543,946 44,709,405
NOW and money market accounts 94,210,866 79,417,686
Savings 9,232,652 9,405,878
Time 120,730,082 125,165,463
------------ ------------
Total deposits 269,717,546 258,698,432
------------ ------------
Other liabilities 2,633,435 3,333,327
Long-term debt 1,500,000 1,500,000
------------ ------------
Total liabilities 273,850,981 263,531,759
------------ ------------
Stockholders' equity:
Common stock 2,291,124 2,284,864
Additional paid in capital 6,238,180 6,170,157
Retained earnings 19,905,763 18,286,889
Net unrealized gain on securities-AFS 118,052 288,689
Treasury Stock (111,540) (111,540)
Unearned ESOP shares (196,496) (196,496)
------------ ------------
Total stockholders' equity 28,245,083 26,722,563
------------ ------------
$ 302,096,064 290,254,322
============ ============
</TABLE>
3<PAGE>
BANK CORPORATION OF GEORGIA AND SUBS
CONSOLIDATED BALANCE SHEETS
JUNE 30, 1997 AND JUNE 30, 1996
<TABLE>
<CAPTION>
June 30, 1997 June 30, 1996
------------- -------------
<S> <C> <C>
Cash & due from banks $ 11,568,992 11,865,303
Interest bearing deposits 16,581,710 0
Federal Funds sold 5,260,000 17,475,529
Investment securities:
Available for sale 55,820,175 42,938,154
Held to maturity 1,089,606 1,088,103
------------ -----------
Total investment securities 56,909,781 44,026,257
------------ -----------
Loans 197,945,120 190,928,773
Less: Unearned discount (509,647) (834,028)
Allowance for loan losses (2,955,161) (2,835,306)
------------ -----------
Loans, net 194,480,312 187,259,439
------------ -----------
Bank premises and equipment 8,898,078 9,506,476
Accrued interest receivable 2,559,195 2,153,881
Goodwill 1,285,052 957,269
Other assets 4,552,944 6,250,151
------------ -----------
$ 302,096,064 279,494,305
============ ===========
Liabilities and Stockholders' Equity
- ------------------------------------
Deposits:
Demand $ 45,543,946 38,650,552
NOW and money market accounts 94,210,866 68,292,234
Savings 9,232,652 10,260,147
Time 120,730,082 125,867,745
------------ -----------
Total deposits 269,717,546 243,070,678
------------ -----------
Other liabilities 2,633,435 2,098,255
Other borrowed money 0 6,700,000
Long-term debt 1,500,000 2,500,000
------------ -----------
Total liabilities 273,850,981 254,368,933
------------ -----------
Stockholders' equity:
Common stock 2,291,124 2,282,266
Additional paid in capital 6,238,180 6,161,387
Retained earnings 19,905,763 16,953,034
Net unrealized gain on securities-AFS 118,052 111,034
Treasury Stock (111,540) (111,540)
Unearned ESOP shares (196,496 (270,809)
------------ -----------
Total stockholders' equity 28,245,083 25,125,372
------------ -----------
$ 302,096,064 279,494,305
============ ===========
</TABLE>
4
<PAGE>
BANK CORPORATION OF GEORGIA AND SUBS
CONSOLIDATED STATEMENTS OF EARNINGS
FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND JUNE 30, 1996
<TABLE>
<CAPTION>
Six Months Ended Six Months Ended
June 30, 1997 June 30, 1996
---------------- ----------------
<S> <C> <C>
Interest income:
Interest and fees on loans $ 10,257,833 10,144,007
Interest on federal funds sold 752,715 320,386
Interest on investment securities 1,749,357 1,619,469
----------- ----------
Total interest income 12,759,905 12,083,862
----------- ----------
Interest expense:
Interest on NOW and money market accounts 1,573,645 1,032,259
Interest on savings and time deposits 3,608,012 3,890,245
Other borrowings 70,480 74,506
----------- ----------
Total interest expense 5,252,137 4,997,010
----------- ----------
Net interest income 7,507,768 7,086,852
Provision for possible loan losses 190,900 272,000
----------- ----------
Net interest income after provision for
possible loan losses 7,316,868 6,814,852
----------- ----------
Other operating income:
Service charge on deposit accounts 748,103 821,730
Securities gains (losses) 0 (6,581)
Gain on sale of SBA loans 92,239 5,739
Other 1,043,417 812,237
----------- ----------
Total other operating income 1,883,759 1,633,125
----------- ----------
Other operating expenses:
Salaries and employee benefits 3,919,127 3,264,241
Occupancy 527,598 433,934
Equipment 460,976 412,968
Other operating expense 2,354,991 2,408,416
----------- ----------
Total operating expenses 7,262,692 6,519,559
----------- ----------
Earnings before income taxes and
minority interests 1,937,935 1,928,418
Income tax expense (benefit) 319,918 215,309
----------- ----------
Earnings before minority interests 1,618,017 1,713,109
Minority interests 0 46,913
----------- ----------
Net earnings $ 1,618,017 1,666,196
=========== ==========
</TABLE>
5
<PAGE>
BANK CORPORATION OF GEORGIA AND SUBS
CONSOLIDATED STATEMENTS OF EARNINGS
FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND JUNE 30, 1996
<TABLE>
<CAPTION>
Three Months Ended Three Months Ended
June 30, 1997 June 30, 1996
------------------ ------------------
<S> <C> <C>
Interest income:
Interest and fees on loans $ 5,122,761 5,202,544
Interest on federal funds sold 428,329 149,852
Interest on investment securities 949,568 850,138
----------- -----------
Total interest income 6,500,658 6,202,534
----------- -----------
Interest expense:
Interest on NOW and money market accounts 855,410 553,107
Interest on savings and time deposits 1,887,960 2,021,717
Other borrowings 43,293 10,651
----------- -----------
Total interest expense 2,786,663 2,585,475
----------- -----------
Net interest income 3,713,995 3,617,059
Provision for possible loan losses 103,974 151,000
----------- -----------
Net interest income after provision for
possible loan losses 3,610,021 3,466,059
----------- -----------
Other operating income:
Service charge on deposit accounts 387,701 462,083
Securities gains (losses) 0 (6,581)
Gain on sale of SBA loans 0 0
Other 722,978 537,123
----------- -----------
Total other operating income 1,110,679 992,625
----------- -----------
Other operating expenses:
Salaries and employee benefits 1,953,612 1,734,400
Occupancy 262,129 245,929
Equipment 247,611 242,060
Other operating expense 1,726,512 1,526,846
----------- -----------
Total operating expenses 4,189,864 3,749,235
----------- -----------
Earnings before income taxes and
minority interests 530,836 709,449
Income tax expense (benefit) (143,151) (172,691)
----------- -----------
Earnings before minority interests 673,987 882,140
Minority interests 0 0
----------- -----------
Net earnings $ 673,987 882,140
=========== ===========
</TABLE>
6
<PAGE>
BANK CORPORATION OF GEORGIA AND SUBS
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 1996 AND JUNE 30, 1995
<TABLE>
<CAPTION>
Six Months Ended Six Months Ended
June 30, 1997 June 30, 1996
---------------- ----------------
<S> <C> <C>
Cash flows from operating activities:
Net income $1,618,017 $1,666,196
Adjustments to reconcile net earnings to net
cash provided by operating activities:
Depreciation 407,509 321,509
Amortization and accretion, net (32,090) (65,810)
Minority interests in earnings (loss)
of subsidiary 0 46,913
Provision for loan losses 190,900 272,000
Gain on sale of premises and equipment (148,104) 0
Loss on sale of investment securities 0 6,581
Change in:
Other assets 2,373,956 (312,073)
Other liabilities (699,892) (1,045,739)
------------ ----------
Net cash flows provided by operating activities 3,710,296 889,577
------------ ----------
Cash flows from investing activities:
Proceeds from maturities of securities AFS 2,597,768 2,824,624
Proceeds from sales of securities AFS 0 5,573,063
Purchase of securities AFS (15,786,583) (13,098,125)
Net increase in loans (8,087,504) (9,641,829)
Proceeds from sales of premises and equipment 857,840 0
Purchases of premises and equipment (213,343) (1,904,226)
------------ ----------
Net cash flows used in investing activities (20,631,822) (16,246,493)
------------ ----------
Cash flows from financing activities:
Net increase in deposits 11,019,114 18,853,939
Repayment of other borrowings 0 (6,200,000)
Proceeds from other borrowings 0 6,800,000
Dividends paid 0 0
Purchase of treasury stock 0 (64,867)
Proceeds from issuance of common stock 75,140 21,701
------------ ----------
Net cash flows provided by financing activities 11,094,254 19,410,773
------------ ----------
Net change in cash and cash equivalents (5,827,272) 4,053,857
------------ ----------
Cash and cash equivalents at beginning of period 39,237,974 25,286,975
------------ ----------
Cash and cash equivalents at end of period 33,410,702 29,340,832
============ ==========
</TABLE>
7
<PAGE>
BANK CORPORATION OF GEORGIA AND SUBS
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND JUNE 30, 1996
<TABLE>
<CAPTION>
Three Months Ended Three Months Ended
June 30, 1997 June 30, 1996
------------- -------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 673,987 $ 882,140
Adjustments to reconcile net earnings
to net cash provided by operating
activities:
Depreciation 211,391 157,850
Amortization and accretion, net (8,760) (29,033)
Provision for loan losses 103,974 151,000
Loss on sale of investment securities 0 6,581
Change in:
Other assets 586,146 (444,081)
Other liabilities 320,097 (443,664)
----------- -----------
Net cash flows provided by operating activities 1,886,835 280,793
----------- -----------
Cash flows from investing activities:
Proceeds from maturities of securities AFS 10,665 500,000
Proceeds from sales of securities AFS 0 5,573,063
Purchase of securities AFS (7,892,422) (978,906)
Net increase in loans (8,714,970) (2,602,502)
Proceeds from sale of premises and equipment 85,197 0
Purchases of premises and equipment (109,179) (935,103)
----------- -----------
Net cash flows provided by (used in)
investing activities (16,620,709) 1,556,552
----------- -----------
Cash flows from financing activities:
Net increase in deposits (1,535,075) 7,062,186
Repayment of other borrowings 0 (6,100,000)
Proceeds from other borrowings 0 6,800,000
Dividends paid 0 0
Purchase of treasury stock 0 (64,867)
Proceeds from issuance of common stock 75,140 0
----------- -----------
Net cash flows provided by financing activities (1,459,935) 7,697,319
----------- -----------
Net change in cash and cash equivalents (16,193,809) 9,534,664
Cash and cash equivalents at beginning of period 49,604,511 19,806,168
----------- -----------
Cash and cash equivalents at end of period 33,410,702 29,340,832
=========== ===========
</TABLE>
8
<PAGE>
NOTES TO CONSOLIDATED FINANACIAL STATEMENTS
The financial statements included herein have been prepared by
Bank Corporation of Georgia (BCG), without audit, pursuant to
the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosures
normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed
or omitted pursuant to such rules and regulations, although BCG
believes that the disclosures contained herein are adequate to
make the information presented not misleading. In the opinion of
management, the information furnished in the condensed
consolidated financial statements reflects all adjustments which
are ordinary in nature and necessary to present fairly BCG's
financial position, results of operations and changes in
financial position for such interim period. These financial
statements should be read in conjunction with BCG's financial
statements and the notes thereto as of December 31, 1996,
included in BCG's annual report on Form 10-KSB for the year ended
December 31, 1996.
Bank Corporation of Georgia is a bank holding company whose
business is primarily conducted by its wholly-owned banking
subsidiaries First South Bank, N. A. ("FSB") and Ameribank, N. A.
("Ameribank"). The accounting principles followed by Bank
Corporation of Georgia and its subsidiaries, and the methods of
applying those principles conform with generally accepted
accounting principles and with general practices within the
banking industry, where applicable.
BCG's consolidated financial statements include the accounts of
the parent company and its subsidiaries. All significant
intercompany accounts and transactions have been eliminated in
consolidation.
Earnings per share are based upon weighted average outstanding
shares of common stock of 2,371,538 for the six months ended June
30, 1997, and 2,372,225 for the three months ended June 30, 1997.
There are statutory and regulatory requirements applicable to
payment of dividends by the Banks as well as by BCG to its
shareholders. No cash dividends were declared during the three
month period ended June 30, 1997 or the six month period ended
June 30, 1997.
As part of the overall interest rate risk management, BCG uses
interest rate swaps and interest rate floors. These contracts
are designated by the Company as hedges of interest rate
exposures, and interest income or expense derived from these
contracts is recorded over the life of the contract as an
adjustment to interest income or expense.
9
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
Earnings Summary
----------------
Net income for the first six months of 1997 was $1,618,000 or
$0.66 per share, compared to $1,666,000 or $0.76 per share for
the same period in 1996. Net income for the quarter ended June
30, 1997 was $674,000 or $0.28 per share compared to $882,000 or
$0.39 per share for the same period in 1996.
Net interest income for the six months ended June 30, 1997
increased $421,000 or 5.94 percent over the same period in 1996.
Net interest income for the quarter ended June 30, 1997 increased
$97,000 or 2.68 percent over the same period in 1996. These
changes are primarily due to increasing levels in net interest
earning assets over the periods in question.
The net interest margin, as a percentage of average earning
assets, increased to 5.56 percent for the first six months of
1997 as compared to 5.18 percent for the same period in 1996.
For the quarter ended June 30, 1997, the net interest margin as a
percent of interest earning assets was 5.40 percent versus 5.09
percent for the same period in 1996.
Non-interest income for the six month period ended June 30, 1997
increased $624,000 or 49.52 percent from 1996 to 1997. Non-
interest income for the quarter ended June 30, 1997 increased by
$118,000 or 11.89 percent over the same period in 1996. The
increase was primarily the result of an increase in the gain on
sale of loans and premises and equipment over the same periods in
1996.
Non-interest expense increased by $251,000 in the first six
months of 1997 from the same period in 1996, an increase of 3.85
percent. Non-interest expense increased by $441,000 during the
quarter ended June 30, 1997, an increase of 11.76 percent over
the same period in 1996. These increases were primarily due to
an increase in salaries and employee benefits over the same
periods in 1996, as well as special charges related to equipment
and processing contracts that the Company has determined to be
obsolete.
For the first six months of 1997, return on equity was 11.73
percent on an annualized basis versus 13.66 percent for the same
period a year earlier. For the quarter ended June 30, 1997,
return on equity was 9.80 percent on an annualized basis versus
14.02 percent for the same period in 1996. These decreases in
return on equity were primarily due to the special charges.
Return on equity, before the special charges was 14.33
percent for the six month period and 15.03 for the quarter ended
June 30, 1997.
10
<PAGE>
Risk Elements
-------------
The allowance for loan losses at June 30, 1997 was $2,955,000 or
3.7 percent and 4.2 percent higher than at December 31, 1996 and
June 30, 1996, respectively. At June 30, 1997, the allowance
represented 1.50 percent of total loans as compared with 1.50
percent at December 31, 1996 and 1.49 percent at June 30, 1996.
At June 30, 1997 non-performing loans represented .13% of total
loans as compared with .39% at December 31, 1996 and .53% at June
30, 1996. The allowance for loan losses as a percentage of non-
performing loans was 1206% at June 30, 1997 as compared with 393%
at December 31, 1996 and 278% at June 30, 1996.
Capital Resources
-----------------
Shareholders' equity of $28,245,000 at June 30, 1997 increased
12.4 percent over the same period in 1996 resulting in book value
per outstanding common of share of $12.41 compared to $11.78 at
December 31, 1996 and $11.01 at June 30, 1996. Capital for BCG is
above regulatory requirements, with GAAP equity of 9.41 percent
of total assets at June 30, 1997. The increases in shareholders'
equity were primarily the result of earnings.
Set forth below are pertinent capital ratios for the Company and
the Banks as of June 30, 1996:
<TABLE>
<CAPTION>
FSB Ameribank BCG
--- --------- ---
<S> <C> <C> <C>
Minimum Capital Requirement
Tier 1 Capital to Risk-based
Assets: 4.00% <F1> 11.16% 11.70% 12.57%
Total Capital to Risk-based
Assets: 8.00% <F2> 12.41% 12.77% 13.74%
Leverage Ratio (Tier 1 Capital
to Total Assets): 3.00% <F3> 8.67% 8.60% 9.60%
<FN>
<F1> Minimum for "Well Capitalized" Banks = 6%
<F2> Minimum for "Well Capitalized" Banks = 10%
<F3> Minimum for "Well Capitalized" Banks = 5%
</FN>
</TABLE>
11
<PAGE>
Liquidity and Interest Rate Sensitivity
---------------------------------------
Liquidity management involves the ability to meet cash flow
requirements of customers who may be depositors making
withdrawals or borrowers needing credit funding. BCG's cash
flows are generated from interest and fee income, as well as from
loan repayments, deposit acquisition, and maturities or sales of
investments. BCG's liquidity needs are provided for primarily
through short-term securities, and the maturing of loans.
Federal funds sold represent the BCG's primary source of
immediate liquidity and were maintained at a level adequate to
meet immediate needs. Federal funds averaged $27,121,000 and
$13,941,000 for the six months ended June 30, 1997 and 1996,
respectively. Federal funds averaged $29,501,000 and
$14,827,000 and for the three months ended June 30, 1997 and
1996, respectively. Maturities in BCG's loan and investment
portfolios are monitored regularly to avoid matching short-term
deposits with long-term loans and investments. Other assets and
liabilities are also monitored to provide the proper balance
between liquidity, safety, and profitability. This monitoring
process must be continuous due to the constant flow of cash which
is inherent in a financial institution.
BCG manages its liquidity through the volatility of its deposits
and patterns in loan demand, its current liquidity position, its
ability to control funding needs and potential sources of funds.
As part of managing liquidity, the Company monitors its loan to
deposit ratio on a daily basis. The target ratio is 85 percent.
At June 30, 1997 the ratio was 73.39 percent.
BCG experienced a net decrease in cash and cash equivalents, its
primary source of liquidity, of $5,827,000 during the first six
months of 1996. Operating activities provided $3,710,000 of
funds. Adjustments to net income for non-cash expenses of
depreciation, amortization, and provision for loan losses are
included in this amount as a net provision of funds. Investing
activities used $20,632,000 of funds, primarily due to an
increase in loans and purchases of investment securities during
the six month period. Financing activities provided net cash of
$11,094,000 due to an increase in deposit accounts during the six
months ended June 30, 1997.
12
<PAGE>
AUTHORITATIVE STATEMENTS
During 1997, the Financial Accounting Standards Board has issued
Statement of Financial Accounting Standards No. 128, "Earnings
Per Share" (SFAS 128). SFAS 128 supersedes APB Opinion 15. SFAS
128 simplifies current standards by eliminating the presentation
of primary EPS and requiring the presentation of basic EPS, which
includes no potential common shares and thus no dilution. The
Statement also requires entities with complex capital structures
to present basic and diluted EPS on the face of the income
statement and also eliminates the modified treasury stock method
of computing potential common shares. The Statement is effective
for financial statements issued for periods ending after December
15, 1997, including interim periods. Early application is not
permitted. On adoption, restatement of all prior-period EPS data
presented is required. Presently, BCG is unable to determine the
impact that adoption of SFAS 128 will have on the consolidated
financial statements, but management anticipates that the impact
will not be material.
In January 1997, the Securities and Exchange Commission approved
rule amendments (the Release) regarding disclosures about
derivative financial instruments, other financial instruments and
derivative commodity instruments. The Release requires inclusion
in the footnotes to the financial statements of extensive detail
about the accounting policies followed by a registrant in
connection with its accounting for derivative financial
instruments and derivative commodity instruments. The accounting
policy requirements become effective for all registrants for
filings that include fnancial statements for periods ending after
June 15, 1997.
In June 1996, the Financial Accounting Standards Board ("FASB")
issued Statement of Financial Accounting Standards No. 125, "Accounting
for Transfers and Servicing of Financial Assets and Extinguishments of
Liabilities" (Statement 125). Statement 125 provides accounting and
reporting standards for transfers and servicing of financial assets and
extinguishments of liabilities based on consistent application of a
financial-components approach that focuses on control. It distinguishes
transfers of financial assets that are sales from transfers that are
secured borrowings.
Under the financial-components approach, after a transfer of
financial assets, an entity recognizes all financial and servicing assets
it controls and liabilities it has incurred and derecognizes financial
assets it no longer controls and liabilities that have been extinguished.
The financial-components approach focuses on the assets and liabilities
that exist after the transfer. Many of these assets and liabilities are
components of financial assets that existed prior to the transfer. If a
transfer does not meet the criteria for a sale, the transfer is accounted
for as a secured borrowing with pledge of collateral.
Effective January 1, 1997, the Company adopted Statement 125 for
reporting transfers and servicing of financial assets and extinguishments
of liabilities occurring after December 31, 1996. Statement 125 did not
have a material impact on the Company's financial statements.
In February 1997, the FASB issued Statement of Financial Accounting
Standards No. 129, "Disclosures of Information about Capital Structure"
(Statement 129). Statement 129 is effective for financial statements for
periods ending after December 15, 1997. The Company does not expect that
Statement 129 will require significant revision of prior disclosures
since the statement lists required disclosures that have been included in
a number of previously existing separate statements or opinions.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings - None
Item 2. Changes in Securities - None
Item 3. Defaults Upon Senior Securities - None
Item 4. Submission of Matters to a Vote of Security Holders -
At the Annual Meeting of Shareholders held on April 23, 1997, the
following directors were elected to hold office for the coming year:
William H. Anderson, II, Halstead T. Anderson, II, Charles B. Evans, Jr.,
Joseph W. Evans, Dr. W. Carl Joiner, Sr., Stephen W. Doughty, Kenneth D.
Sams, J. Thomas Wiley, Jr., Oliver C. Bateman, and Malcolm L. Butler.
Item 5. Other Information - None
Item 6. Exhibits and Reports on Form 8-K - None
Exhibit 27 - Financial Data Schedule (for SEC use only)
13
<PAGE>
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 14, 1997
BANK CORPORATION OF GEORGIA
/s/ Dennis J. Zember
Dennis J. Zember Jr., CPA
V. P. Finance
(Principal Financial Officer and
Principal Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 9
<CIK> 0000315708
<NAME> BANK CORPORATION OF GEORGIA
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JAN-30-1997
<CASH> 11,508,992
<INT-BEARING-DEPOSITS> 16,581,710
<FED-FUNDS-SOLD> 5,260,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 55,820,175
<INVESTMENTS-CARRYING> 1,089,606
<INVESTMENTS-MARKET> 1,075,726
<LOANS> 197,945,120
<ALLOWANCE> 2,955,161
<TOTAL-ASSETS> 302,096,064
<DEPOSITS> 269,717,546
<SHORT-TERM> 0
<LIABILITIES-OTHER> 2,633,435
<LONG-TERM> 1,500,000
0
0
<COMMON> 2,291,124
<OTHER-SE> 25,053,959
<TOTAL-LIABILITIES-AND-EQUITY> 302,036,064
<INTEREST-LOAN> 10,257,833
<INTEREST-INVEST> 1,749,357
<INTEREST-OTHER> 752,715
<INTEREST-TOTAL> 12,759,905
<INTEREST-DEPOSIT> 5,181,657
<INTEREST-EXPENSE> 5,252,137
<INTEREST-INCOME-NET> 7,507,768
<LOAN-LOSSES> 190,900
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 7,262,692
<INCOME-PRETAX> 1,937,935
<INCOME-PRE-EXTRAORDINARY> 1,937,935
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,618,017
<EPS-PRIMARY> 0.66
<EPS-DILUTED> 0.66
<YIELD-ACTUAL> 5.56
<LOANS-NON> 244,000
<LOANS-PAST> 12,000
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<ALLOWANCE-OPEN> 2,849,340
<CHARGE-OFFS> 150,151
<RECOVERIES> 65,072
<ALLOWANCE-CLOSE> 2,966,161
<ALLOWANCE-DOMESTIC> 2,966,161
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
