<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
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 [ ]
FIRST DECATUR BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 33-80333 37-1085161
(State or other jurisdiction (Commission File (I.R.S. Employer
of incorporation) Number) Identification No.)
130 NORTH WATER STREET, DECATUR, IL 62523
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 217-424-1111
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding twelve 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 ninety days.
Yes X No
2,894,033 shares of the Registrant's common stock, par value $.01 per share,
were outstanding at March 31, 1997.
<PAGE>
FIRST DECATUR BANCSHARES, INC.
FORM 10-Q FOR THREE MONTHS ENDED MARCH 31, 1997
INDEX
PAGE
PART I - FINANCIAL INFORMATION . . . . . . . . . . . . . . . . . . . . 1
Item 1. Condensed Consolidated Financial Statements . . . . 1
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations . . . . . . . . 6
PART II - OTHER INFORMATION . . . . . . . . . . . . . . . . . . . . . 9
Item 1. Legal Proceedings . . . . . . . . . . . . . . . . . 9
Item 2. Changes in Securities . . . . . . . . . . . . . . . 9
Item 3. Defaults upon Senior Securities . . . . . . . . . . 9
Item 4. Submission of Matters to a Vote of Security Holders 9
Item 5. Other Information . . . . . . . . . . . . . . . . . 10
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . 10
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
<PAGE>
PART 1 - FINANCIAL INFORMATION
ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FIRST DECATUR BANCSHARES, INC.
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
___________ ____________
(Unaudited)
<S> <C> <C>
Assets
Cash and due from banks $ 35,998 $ 32,818
Federal funds sold 13,825 15,770
__________ __________
Cash and cash equivalents 49,823 48,588
Securities available for sale 89,112 94,352
Securities held to maturity 35,535 36,790
Loans, net 207,130 196,514
Premises and equipment 9,828 10,166
Other assets 7,742 7,713
__________ __________
Total assets $ 399,170 $ 394,123
__________ __________
__________ __________
Liabilities
Deposits
Noninterest bearing $ 58,922 $ 54,673
Interest bearing 264,910 265,489
__________ __________
Total Deposits 323,832 320,162
Federal funds purchases and securities sold under
repurchase agreements 16,315 16,969
Federal Home Loan Bank loans 2,989 2,500
U.S. Treasury demand notes 3,070 2,333
Other liabilities 3,896 3,664
__________ __________
Total liabilities 350,102 345,628
__________ __________
Stockholders' Equity
Preferred stock, no par value. Authorized 200,000
shares, none issued or outstanding
Common stock, $.01 par value. Authorized 5,000,000
shares; Issued 2,909,397 shares of which 15,364
and 22,361 shares were held as treasury stock 29 29
Surplus 7,855 7,854
Paid-in-capital - phantom stock 159 146
Retained earnings 41,747 40,798
Net unrealized gain (loss) on securities available
for sale (405) 133
___________ __________
49,385 48,960
Treasury stock, at cost (317) (465)
__________ __________
Total stockholders' equity 49,068 48,495
__________ __________
Total liabilities and
stockholders' equity $ 399,170 $ 394,123
__________ __________
__________ __________
</TABLE>
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FIRST DECATUR BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF INCOME
(IN THOUSANDS EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
Three Months Ended
March 31, 1997 March 31, 1996
______________ ______________
(Unaudited) (Unaudited)
<S> <C> <C>
Interest Income
Interest on loans $ 4,316 $ 4,100
Interest on investments 1,993 2,046
Interest on federal funds sold 70 80
Other interest income 35 36
_________ _________
Total interest income 6,414 6,262
_________ _________
Interest Expense
Interest on deposits 2,648 2,790
Interest on borrowings 128 90
_________ _________
Total interest expense 2,776 2,880
_________ _________
Net Interest Income 3,638 3,382
Provision for loan losses 96 77
_________ _________
Net Interest Income After Provision for
Loan Losses 3,542 3,305
_________ _________
Other Income
Trust fees 369 353
Loan fee income 151 68
Remittance processing fees 1,117 1,712
Service charges on deposit accounts 256 269
Security transactions, net 15 3
Other 300 262
_________ _________
Total other income 2,208 2,667
_________ _________
Other Expenses
Salaries and employee benefits 2,026 2,324
Net occupancy 279 291
Equipment expenses 686 628
Data processing fees 60 37
Supplies 102 192
Service charges from corresponding banks 131 244
Other operating expenses 616 605
_________ _________
Total other expenses 3,900 4,321
_________ _________
Income Before Income Tax 1,850 1,651
Income tax expense 583 519
_________ _________
Net Income $ 1,267 $ 1,132
_________ _________
_________ _________
Net Income Per Share $ 0.44 $ 0.39
Dividends Per Share 0.11 0.11
Weighted Average Shares Outstanding 2,887,810 2,901,738
</TABLE>
Page 2
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FIRST DECATUR BANCSHARES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
<TABLE>
<CAPTION>
Three Months Ended
March 31, March 31,
1997 1996
___________ ___________
(Unaudited) (Unaudited)
<S> <C> <C>
Cash flows from operating activities:
Net cash provided by operating activities $ 2,117 $ 2,170
Cash flows from investing activities:
Purchases of securities available for sale (9,333) (4,969)
Proceeds from maturities of securities available for sale 7,696 2,642
Proceeds from sales of securities available for sale 6,004 0
Purchases of securities held to maturity (572) (564)
Proceeds from maturities of securities held to maturity 1,811 3,854
Net change in loans (10,516) (1,179)
Purchases of premises and equipment (43) (145)
__________ ___________
Net cash used by investing activities (4,953) (361)
__________ ___________
Cash flows from financing activities:
Net change in
Noninterest-bearing, interest-bearing demand and savings deposits 9,011 (7,559)
Certificates of deposit (5,341) (2,887)
Federal funds purchased and securities sold under repurchase
agreements (655) 3,786
Federal Home Loan Bank loans 489 0
U.S. Treasury demand notes 737 1,594
Cash dividends (318) (320)
Net cash from sale of treasury stock 148 2
__________ ___________
Net cash provided (used) by financing activities 4,071 (5,384)
__________ ___________
Net increase (decrease) In cash and cash equivalents 1,235 (3,575)
Cash and cash equivalents, beginning of period 48,588 38,573
__________ ___________
Cash and cash equivalents, end of period $ 49,823 $ 34,998
__________ ___________
__________ ___________
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest $ 2,760 $ 2,671
Income taxes $ 10 $ 140
</TABLE>
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FIRST DECATUR BANCSHARES, INC.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
BASIS OF PRESENTATION
The interim financial statements have been prepared by First Decatur
Bancshares, Inc. ("Bancshares") pursuant to the rules and regulations of the
Securities and Exchange Commission applicable to quarterly reports on Form 10-
Q. 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. These
financial statements should be read in conjunction with the audited
consolidated financial statements and related notes and schedules included in
the Company's Form 10-K for 1996 filed on March 31, 1997, registration
statement filed on Form S-4 dated February 6, 1996, and Form 8-K for the
acquisition of First Shelby Financial Group, Inc. filed on April 1, 1996.
The results for the interim periods are not necessarily indicative of the
results of operations that may be expected for the fiscal year. In the opinion
of management, the information furnished reflects all adjustments which are of
a normal recurring nature and are necessary for a fair presentation of
Bancshares' financial position, results of operations and cash flows for the
period presented. Such adjustments were of a normal recurring nature.
The consolidated financial statements include the accounts of Bancshares
and its wholly-owned subsidiaries. All significant intercompany accounts and
transactions have been eliminated.
ACQUISITION
On April 1, 1996, Bancshares completed the acquisition of First Shelby
Financial Group, Inc. ("First Shelby"), a bank holding company located in
Shelbyville, Illinois, and its subsidiary bank, First Trust Bank of Shelbyville
("Shelby Bank"). Bancshares issued 695,852 shares of its common stock in
exchange for all of the issued and outstanding shares of First Shelby. Cash of
$124,200 was paid to one First Shelby dissenting shareholder for 5,481 shares.
No other cash, except for fractional shares, was paid in the transaction.
This transaction has been accounted for as a pooling of interest and
accordingly, financial information preceding the date of acquisition has been
restated to include the financial position and results of operations of First
Shelby Financial Group, Inc. and its subsidiary First Trust Bank of
Shelbyville.
NEW ACCOUNTING PRONOUNCEMENTS
As of January 1, 1996, Bancshares adopted the provisions of Statement of
Financial Acounting Standards ("SFAS") No. 122, "Accounting for Mortgage
Servicing Rights". This statement requires the capitalization of retained
mortgage servicing rights on originated or purchased loans by allocating the
total cost of the mortgage loans between the mortgage servicing rights and the
loans (without the servicing rights) based on their fair values. SFAS No. 122
was superseded during 1996 by SFAS No. 125, "Accounting for Transfers and
Servicing of Financial Assets and Extinquishment of Liabilities". SFAS No. 125
(as did SFAS No. 122) requires the assessment of impairment of capitalized
mortgage servicing rights and requires that impairment be
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recognized through a valuation allowance based on the fair value of those
rights. The adoption of SFAS No. 125 by Bancshares resulted in $101,000 of
mortgage servicing rights being capitalized, net of amortization for the year
ended December 31, 1996. During the first quarter of 1997, an additional
$13,000, net of amortization, has been capitalized.
The Financial Accounting Standards Board has issued SFAS No. 123,
"Accounting for Stock-based Compensation". SFAS No. 123 encourages, but does
not require, companies to recognize compensation expense for grants of stock,
stock options and other equity instruments based on the fair value of those
instruments. SFAS No. 123 permits a company to continue the accounting for
stock-based compensation prescribed in Accounting Principles Board Opinion No.
25, "Accounting for Stock Issued to Employees". If a company elects to stay
with Opinion No. 25, pro forma disclosures of net income are required in the
notes to the financial statements as if the provisions of SFAS No. 123 had been
used to measure stock-based compensation. Bancshares has elected to continue
to measure compensation costs using Opinion No. 25. There are no pro forma
disclosures required pursuant to SFAS No. 123, as no awards were granted in
1996. Also, no awards were granted in the first quarter of 1997.
SFAS No. 125 provides consistent standards for distinquishing transfers of
financial assets that are sales from transfers that are considered borrowings
as well as provides detailed measurement standards for assets and liabilities
included in these transactions. The Statement supersedes FASB Statements No.
76, "Extinguishment of Debt" and No. 77, "Reporting by Transferors for
Transfers of Receivables with Recourse" and No. 122, "Accounting for Mortgage
Servicing Rights", and amends FASB Statement No. 115, "Accounting for Certain
Investments in Debt and Equity Securities", in addition to clarifying or
amending a number of other statements and technical bulletins. Except as
amended by Statement No. 127, this Statement is effective for transfers and
servicing of financial assets and extinguishments of liabilities occurring
after December 31, 1996 and is to be applied prospectively. Earlier or
retroactive application is not permitted.
The FASB was made aware that the volume of certain transactions and the
related changes to information systems and accounting processes that are
necessary to comply with the requirements of Statement No. 125 would make it
extremely difficult, if not impossible, for some affected enterprises to apply
the transfer and collateral provisions of Statement No. 125 to those
transactions as soon as January 1, 1997. As a result, SFAS No. 127 defers for
one year the effective date (a) of paragraph 15 of Statement No. 125 and (b)
for repurchase agreement, dollar-roll, securities lending, and similar
transactions, of paragraphs 9-12 and 237(b) of Statement No. 125.
Statement No. 127 provides additional guidance on the types of
transactions for which the effective date of Statement No. 125 has been
deferred. It also requires that if it is not possible to determine whether a
transfer occurring during calendar-year 1997 is part of a repurchase agreement,
dollar-roll, securities lending, or similar transaction, then paragraphs 9-12
of Statement No. 125 should be applied to that transfer. All provisions of
Statement No. 125 should continue to be applied prospectively, and earlier or
retroactive application is not permitted.
COMMON SHARES
During the third quarter of 1996, the Company's Board of Directors
approved a stock repurchase program which authorizes the repurchase of common
shares to be used for the
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issuance of shares under the Company's employee stock option plan. The
shares will be repurchased from time to time in the open market or in private
transactions. At March 31, 1997, 8,508 shares had been repurchased.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following discussion represents management's analysis of Bancshares
results of operations for the three month periods ended March 31, 1997 and 1996
and its consolidated financial condition at March 31, 1997 as compared to
December 31, 1996. This discussion should be read in conjunction with the
Company's unaudited condensed consolidated financial statements and notes
thereto.
On April 1, 1996, Bancshares completed the acquisition of First Shelby and
the Shelby Bank. As a result of the merger, First Shelby and the Shelby Bank
became wholly owned subsidiaries of Bancshares. The acquisition was accounted
for as a pooling of interests and, accordingly, the financial condition and
results of operations of Bancshares and First Shelby have been combined as if
the combination had been in effect for each of the periods presented.
RESULTS OF OPERATIONS
SUMMARY OF OPERATIONS
Net income in the first quarter of 1997 increased to $1,267,000, up 12%
from $1,132,000 earned in the same quarter of 1996. Earnings per share for the
quarterly period increased to 44 cents per share, up 13% from 39 cents per
share earned in the first quarter of 1996. Higher earnings were primarily due
to increases in net interest income. Also, a reduction in FirsTech contracts
resulted in lower remittance processing fees and contributed to lower salaries,
lower employee benefits and lower correspondent bank charges.
NET INTEREST INCOME
First quarter net interest income was $3,638,000, an increase of $256,000
or 8% compared with the first quarter of 1996. The growth in net interest
income for the three month period was mainly due to increases in the volume of
average earning assets, primarily in the loan area. For the three months ended
March 31, 1997, average earning assets increased $7,248,000 or 3% compared to
the same period in 1996.
ALLOWANCE AND PROVISION FOR LOAN LOSSES
Asset quality, particularly in the loan area, continues to be an important
concern of Bancshares' management. Both the Decatur Bank and the Shelby Bank
maintain a separate loan review department which continuously reviews problem
and significant loans and the adequacy of the allowance for loan losses.
Separate loan committees of the board of directors at the Decatur Bank and
Shelby Bank meet at least quarterly to review past due loans and problem
credits, lending policies and practices and results of the loan review
department's analyses. The allowance for loan losses is maintained at a level
management believes to be adequate to provide for known and potential risks
inherent in the loan portfolios.
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The provision for loan losses during the first quarter of 1997 was $96,000
compared to $77,000 in 1996. The higher provisions for loan losses for the
first quarter of 1997 were primarily due to higher net chargeoffs in the
installment loan area.
OTHER INCOME
Other income decreased from $2,667,000 for the three months ended March
31, 1996, to $2,208,000 for the three months ended March 31, 1997. This
represents a decrease of $459,000 (17%). This decrease is attributed to a
reduction in remittance processing income generated by FirsTech as the result
of the loss of the Ameritech contracts, offset by an increase in loan fee
income.
Remittance processing and collecting income generated by FirsTech
decreased by $595,000 or 35% during the first quarter of 1997 compared to the
first quarter of 1996. The decrease in 1997 is the result of the loss of the
Ameritech contracts. FirsTech's contracts to process payments for Ameritech
expired in 1996 and were not renewed.
Loan service fees increased $83,000 or 122% during the first quarter of
1997 compared to the first quarter of 1996. This increase is mainly attributed
to an increase in fees in the commercial loan area as a result of large dollar
volume loans in the first quarter of 1997.
OTHER EXPENSES
Other expenses decreased from $4,321,000 for the three months ended March
31, 1996, to $3,900,000 for the three months ended March 31, 1997. This
represents a $421,000 (10%) decrease. The decrease was attributed to decreases
in salaries and employee benefits, supplies and service charges from
corresponding banks offset by an increase in equipment expenses.
Salaries and employee benefits decreased $298,000 or 13% for the first
quarter of 1997 compared to the first quarter of 1996. This decrease is mainly
due to the reduction of staff at FirsTech as a result of the loss of the
Ameritech contracts. FirsTech's contracts to process payments for Ameritech
expired in 1996 and were not renewed.
Equipment expenses increased $58,000 or 9% for the first quarter of 1997
compared to the first quarter of 1996. This increase is mainly attributed to
an increase in equipment maintenance costs on the acquisitions associated with
the in-house computer system for the Decatur Bank and the image equipment for
FirsTech.
Supplies decreased $90,000 or 47% for the first quarter of 1997 compared
to the first quarter of 1996. The decrease is attributed to increased
efficiencies in technology related to the acquisition of an in-house computer
system for the Decatur Bank and image equipment and software for FirsTech.
Service charges decreased $113,000 or 46% for the first quarter of 1997
compared to the first quarter of 1996. This decrease is attributed to a
reduction in the number of items processed by FirsTech as a result of the loss
of the Ameritech contracts.
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INCOME TAXES
Income tax expense increased $64,000 or 12% for the first quarter of 1997
compared to the first quarter of 1996. Higher income tax expense in 1997 was
principally due to the increase in pre-tax earnings. Bancshares' effective tax
rate (income tax expense divided by income before taxes) was 31% as of March
31, 1997 and 1996.
FINANCIAL CONDITION
Bancshares' assets increased $5,047,000 or 1.3% from December 31, 1996 to
March 31, 1997. This increase was primarily due to increases in cash and cash
equivalents and net loans offset by a decrease in federal funds sold and
securities. The growth in total assets were funded by an increase in deposits
and both short and long-term borrowings.
CASH AND CASH EQUIVALENTS
Cash and cash equivalents increased $1,235,000 from December 31, 1996 to
March 31, 1997. This change occurred due to an increase in cash and due from
banks offset by a decrease in federal funds sold. Cash and due from banks
increased $3,180,000 and federal funds sold decreased $1,945,000. See the
consolidated statement of cash flows for the three months ended March 31, 1997,
in the interim financial statements for the details representing the increase
in cash equivalents. Federal funds sold are of a short-term nature and provide
the needed liquidity to fund loan growth and security acquisitions.
SECURITIES
Bancshares' overall investment goal is to maximize earnings while
maintaining liquidity in securities having minimal credit risk. The types and
maturities of securities purchases are primarily based on Bancshares' current
and projected liquidity and interest rate sensitivity positions. The book
value of investment securities decreased by $6,495,000 from December 31, 1996
to March 31,1997. During the first three months of 1997, Bancshares purchased
$9,905,000 ($9,333,000 classified as available-for-sale), sold $6,004,000 of
securities classified as available-for-sale, and had $9,507,000 ($7,696,000
classified as available-for-sale) mature. The decrease in investments was
necessary to fund loan growth for the first three months ended March 31, 1997.
LOANS
Total loans increased by $10,616,000 from December 31, 1996 to March 31,
1997 due to an increase in commercial loans. Commercial loans increased by
$10,389,000 due to increases in construction and land development and a long
term commercial real estate loan.
DEPOSITS
Total deposits increased $3,670,000 from December 31, 1996 to March 31,
1997. This increase is attributed to FirsTech customers making large deposits
at the end of March to meet minimum required average deposits for the month.
There has also been a shift of funds from time deposits to NOW accounts. The
primary movement was $6,000,000 from the Decatur Sanitary District.
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FHLB AND U.S. TREASURY DEMAND NOTES
Federal Home Loan Bank ("FHLB") and U.S. Treasury demand notes increased
$1,226,000 from December 31, 1996 to March 31, 1997. This increase is
attributed to an increase of $737,000 in Treasury, Tax & Loans and a $489,000
increase in borrowings from the FHLB. A $2,500,000 short-term borrowing with
FHLB matured in January of 1997. A long-term borrowing of $3,000,000 was made
during the first quarter of 1997 to fund a 10 year fixed rate commercial real
estate loan.
STOCKHOLDERS' EQUITY
Total stockholders' equity rose $573,000 or 1.2% from December 31, 1996 to
March 31, 1997. The increase is mainly attributed to net income of $1,267,000
less cash dividends of $318,000 and a reduction in the unrealized gain (loss)
on securities available-for-sale of $538,000, net of deferred taxes.
The capital ratios of Bancshares are presently in excess of the
requirements necessary to meet the "well capitalized" capital category
established by bank regulators. At December 31, 1996, Bancshares' consolidated
Tier 1 and total risk-based capital ratios were 22.7% and 24.0%, respectively.
Bancshares' leverage ratio at quarter end was 12.4%.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Bancshares is involved from time to time in routine litigation incidental
to its business. However, Bancshares' management believes that it is not a
party to any material pending litigation, which, if decided adversely to
Bancshares, would have a significant negative impact on the business, income,
assets or operation of Bancshares. Bancshares' management is not aware of any
other material threatened litigation which might involve Bancshares.
ITEM 2. CHANGES IN SECURITIES
Not Applicable
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not Applicable
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
First Decatur Bancshares, Inc. held its annual Shareholder meeting on
March 11, 1997.
The primary purpose of the shareholder meeting was to establish the number
of Directors to be elected at twelve and elect a Board of Directors for a one
year term. There were 2,323,196 total shares voted out of 2,885,946
outstanding (81%). All shares voted in favor of the Directors and
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terms. The Board of Directors remained unchanged from 1996 with the exception
of Milton Brahier who replaced Neal Lentz (retired).
ITEM 5. OTHER INFORMATION
Not Applicable
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
EXHIBIT
NUMBER DESCRIPTION OF EXHIBIT
11 Computation of Per Share Income - Refer to the
Consolidated Statements of Income in the
interim financial statements
27 Financial Data Schedule
(b) Reports on Form 8-K
Not applicable
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.
FIRST DECATUR BANCSHARES, INC.
May 5, 1997 By: /s/ John L. Luttrell
_____________________________________
John L. Luttrell
President and Chief Executive Officer
May 5, 1997 By: /s/ Craig A. Wells
_____________________________________
Craig A. Wells
Principal Financial Officer
Page 10
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 35,998
<INT-BEARING-DEPOSITS> 264,910
<FED-FUNDS-SOLD> 13,825
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 89,112
<INVESTMENTS-CARRYING> 35,535
<INVESTMENTS-MARKET> 126,162
<LOANS> 210,519
<ALLOWANCE> 3,389
<TOTAL-ASSETS> 399,170
<DEPOSITS> 323,832
<SHORT-TERM> 19,385
<LIABILITIES-OTHER> 3,896
<LONG-TERM> 2,989
0
0
<COMMON> 29
<OTHER-SE> 49,039
<TOTAL-LIABILITIES-AND-EQUITY> 399,170
<INTEREST-LOAN> 4,316
<INTEREST-INVEST> 1,993
<INTEREST-OTHER> 105
<INTEREST-TOTAL> 6,414
<INTEREST-DEPOSIT> 2,648
<INTEREST-EXPENSE> 2,776
<INTEREST-INCOME-NET> 3,638
<LOAN-LOSSES> 128
<SECURITIES-GAINS> 15
<EXPENSE-OTHER> 3,899
<INCOME-PRETAX> 1,850
<INCOME-PRE-EXTRAORDINARY> 1,850
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,267
<EPS-PRIMARY> 0.44
<EPS-DILUTED> 0.44
<YIELD-ACTUAL> .019
<LOANS-NON> 166
<LOANS-PAST> 2,949
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 1,730
<ALLOWANCE-OPEN> 3,381
<CHARGE-OFFS> 124
<RECOVERIES> 36
<ALLOWANCE-CLOSE> 3,389
<ALLOWANCE-DOMESTIC> 2,467
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 922
</TABLE>