<PAGE> 1
FIRST M & F CORPORATION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20459
FORM 10-Q
Quarterly Report Under Section 13 or 15 (d) of the
Securities Exchange Act of 1934
For the quarter ended June 30, 1996 Commission File Number 0-9424
FIRST M & F CORPORATION
----------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Mississippi 64-0636653
------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) Identification No.)
Registrant's telephone number: (601) 289-5121
No Change
----------------------------------------------------------------------
Former name, former address and former fiscal year,
if changed since last report
Indicate by check mark whether the registrant (1) has filed all reports
required by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for shorter period that the registrant was required
to file such report), and (2) has been subject to such filing requirements for
the past 90 days.
Yes X No
----- -----
Indicate the number of shares outstanding of each of the registrant's classes
of common stock, as of the latest practicable date.
Class Outstanding at July 22, 1996
----- ----------------------------
Common stock ($5.00 par value) 3,394,656 shares
Page 1 of 15
<PAGE> 2
FIRST M & F CORPORATION AND SUBSIDIARY
FORM 10-Q
CONTENTS
<TABLE>
<CAPTION>
Page
----
<S> <C>
PART I: FINANCIAL INFORMATION
Item 1 - Financial Statements (unaudited):
Condensed consolidated statements of condition 3
Condensed consolidated statements of income 4
Condensed consolidated statements of stockholders'
equity 5
Condensed consolidated statements of cash flows 6
Notes to condensed consolidated financial statements 7
Item 2 - Management's Discussion and Analysis of
Financial Condition and Results of Operations 8
PART II: OTHER INFORMATION
Item 1 - Legal Proceedings 13
Item 2 - Changes in Securities 13
Item 3 - Defaults upon Senior Securities 13
Item 4 - Submission of Matters to a Vote of Security 13
Holders 13
Item 5 - Other Information 13
Item 6 - Exhibits and Reports on Form 8-K 13
SIGNATURE 14
</TABLE>
-2-
<PAGE> 3
PART I: FINANCIAL INFORMATION
Item 1 - Financial Statements
FIRST M & F CORPORATION AND SUBSIDIARY
Condensed Consolidated Statements of Condition
<TABLE>
<CAPTION>
June 30, December 31,
Assets 1996 1995
------ -------------- --------------
<S> <C> <C>
Cash and due from banks $ 23,162,680 $ 18,823,519
Interest bearing bank balances 5,186,848 314,603
Investment securities, market value of
$51,382,500 in 1996 and $53,210,000 in 1995 51,817,479 52,814,271
Securities available for sale 105,865,156 128,189,968
Federal funds sold 20,600,000 1,000,000
Loans 335,114,431 306,516,205
Unearned discount (17,479,990) (14,513,713)
Reserve for possible loan losses (4,480,520) (4,250,000)
-------------- --------------
Net loans 313,153,921 287,752,492
Bank premises and equipment 7,851,315 7,536,916
Accrued interest receivable 5,276,872 4,975,448
Other real estate 311,791 148,176
Intangible assets 2,782,085 2,859,099
Other assets 2,269,392 1,392,666
-------------- --------------
Total assets $ 538,277,539 $ 505,807,158
============== ==============
Liabilities and Stockholders' Equity
------------------------------------
Liabilities:
Deposits:
Non-interest bearing $ 58,646,736 $ 52,160,180
Interest bearing 392,346,768 353,702,646
-------------- --------------
Total deposits 450,993,504 405,862,826
Securities sold under agreements to
repurchase 21,942,619 48,293,668
Other borrowings 14,682,994 3,005,497
Accrued interest payable 2,520,539 2,529,304
Other liabilities 1,721,375 1,346,902
-------------- --------------
Total liabilities 491,861,031 461,038,197
-------------- --------------
Stockholders' Equity:
Common stock, $5.00 par value, 5,000,000 shares
authorized, 3,394,656 issued and outstanding 16,973,280 16,973,280
Additional paid-in capital 10,698,388 10,653,316
Retained earnings 18,980,015 16,492,206
Market valuation of securities available for sale,
net of income taxes (235,175) 698,987
-------------- --------------
46,416,508 44,817,789
Less treasury shares, 3,756 shares, at cost in 1995 -- (48,828)
-------------- --------------
Net stockholders' equity 46,416,508 44,768,961
-------------- --------------
Total liabilities and stockholders $ 538,277,539 $ 505,807,158
============== ==============
</TABLE>
Note: The balance sheet at December 31, 1995 has been derived from the audited
financial statements.
-3-
<PAGE> 4
FIRST M & F CORPORATION AND SUBSIDIARY
Condensed Consolidated Statements of Income (Unaudited)
<TABLE>
<CAPTION>
Three Months Ended June 30, Six Months Ended June 30,
---------------------------- ---------------------------
1996 1995 1996 1995
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Interest income:
Interest and fees on loans $ 7,524,271 $ 6,651,080 $ 14,798,127 $ 12,918,683
Interest on interest bearing
bank balances 61,819 48,859 120,448 81,614
Taxable income on investment
securities 1,994,162 1,758,558 4,050,044 3,366,593
Tax-exempt income on investment
securities 492,563 530,837 994,776 1,073,506
Interest on Federal funds sold 202,774 175,159 432,388 311,242
------------ ------------ ------------ ------------
Total interest income 10,275,589 9,164,493 20,395,783 17,751,638
------------ ------------ ------------ ------------
Interest expense:
Interest on deposits 4,500,529 3,595,204 8,852,137 6,808,622
Interest on securities sold under
agreements to repurchase 379,466 632,759 932,356 1,276,442
Interest on long-term debt 42,861 52,700 88,361 109,894
------------ ------------ ------------ ------------
Total interest expense 4,922,856 4,280,663 9,872,854 8,194,958
------------ ------------ ------------ ------------
Net interest income 5,352,733 4,883,830 10,522,929 9,556,680
Provision for possible loan losses 247,995 287,718 504,481 621,016
------------ ------------ ------------ ------------
Net interest income after
provision for possible
loan losses 5,104,738 4,596,112 10,018,448 8,935,664
------------ ------------ ------------ ------------
Other operating income:
Service charges on deposits 883,001 751,375 1,728,322 1,502,621
Credit insurance income 137,255 122,866 246,482 190,391
Gains (losses) on AFS investments (5,365) -- 21,951 10,000
Other income 188,318 190,371 323,087 551,324
------------ ------------ ------------ ------------
Total other operating
income 1,203,209 1,064,612 2,319,842 2,254,336
------------ ------------ ------------ ------------
Other operating expenses:
Salaries and employee benefits 2,028,263 1,710,821 3,960,631 3,328,458
Net occupancy expense 250,312 200,092 522,067 415,244
Equipment and data processing
expenses 445,460 397,441 865,641 855,948
Regulatory insurance and fees 21,244 224,283 34,016 444,901
Other expenses 965,520 1,194,781 1,843,570 2,152,758
------------ ------------ ------------ ------------
Total other operating
expenses 3,710,799 3,727,418 7,225,925 7,197,309
------------ ------------ ------------ ------------
Income before income taxes 2,597,148 1,933,306 5,112,365 3,992,691
Income taxes 731,415 399,929 1,403,430 954,180
------------ ------------ ------------ ------------
Net income $ 1,865,733 $ 1,533,377 $ 3,708,935 $ 3,038,511
============ ============ ============ ============
Earnings per share $ 0.55 $ 0.47 $ 1.09 $ 0.95
============ ============ ============ ============
</TABLE>
-4-
<PAGE> 5
FIRST M & F CORPORATION AND SUBSIDIARY
Condensed Consolidated Statements of Stockholders' Equity (Unaudited)
<TABLE>
<CAPTION>
Additional
Common Paid-In Retained Treasury Valuation
Stock Capital Earnings Stock Allowance Total
------------ ------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C> <C>
January 1, 1995 $ 15,623,280 $ 8,493,316 $ 12,248,289 $ (48,828) $ (1,607,233) $ 34,708,824
Net income -- -- 3,038,511 -- -- 3,038,511
Cash dividends
paid ($.23
per share) -- -- (730,926) -- -- (730,926)
Net change in
unrealized
loss on
available
for sale
securities -- -- -- -- 1,379,757 1,379,757
Sale of common
stock 1,350,000 2,160,000 -- -- -- 3,510,000
------------ ------------ ------------ ------------ ------------ ------------
June 30, 1995 $ 16,973,280 $ 10,653,316 $ 14,555,874 $ (48,828) $ (227,476) $ 41,906,166
============ ============ ============ ============ ============ ============
January 1, 1996 $ 16,973,280 $ 10,653,316 $ 16,492,206 $ (48,828) $ 698,987 $ 44,768,961
Net income -- -- 3,708,935 -- -- 3,708,935
Sale of
treasury shares -- 45,072 -- 48,828 -- 93,900
Cash dividends
paid ($.36
per share -- -- (1,221,126) -- -- (1,221,126)
Net change in
unrealized
loss on
available
for sale
securities -- -- -- -- (934,162) (934,162)
------------ ------------ ------------ ------------ ------------ ------------
June 30, 1996 $ 16,973,280 $ 10,698,388 $ 18,980,015 $ -- $ (235,175) $ 46,416,508
============ ============ ============ ============ ============ ============
</TABLE>
-5-
<PAGE> 6
FIRST M & F CORPORATION AND SUBSIDIARY
Condensed Consolidated Statements of Cash Flows (Unaudited)
<TABLE>
<CAPTION>
Six Months Ended June 30,
----------------------------
1996 1995
------------ ------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 3,708,935 $ 3,038,511
Adjustments to reconcile net income to cash
provided by operating activities:
Depreciation and amortization 564,730 528,505
Provisions for possible loan losses 504,481 646,000
(Decrease) increase in interest receivable (301,424) 76,349
Net (increase) in accounts payable (8,765) 463,017
Other, net (673,716) 846,345
------------ ------------
Net cash provided by operating activities 3,794,241 5,598,727
------------ ------------
Cash flows from investing activities:
Net increase in interest bearing bank balances (4,872,245) (6,255,057)
Investment securities - H/M, net 996,792 (4,448,018)
Securities available for sale, net 21,390,650 17,987
Net increase in Federal funds sold (19,600,000) (4,100,000)
Net increase in loans (25,905,910) (12,683,501)
Net increase on bank premises and equipment (794,267) (698,419)
------------ ------------
Net cash used in investing activities (28,784,980) (28,167,008)
------------ ------------
Cash flows from financing activities:
Net increase in deposits 45,130,678 29,089,756
Net increase (decrease) in securities sold
under agreements to repurchase (25,415,983) 141,717
Net increase (decrease) in other borrowings 10,742,431 (1,719,393)
Proceeds of sale of common stock 93,900 3,510,000
Cash dividends (1,221,126) (730,926)
------------ ------------
Net cash provided by financing activities 29,329,900 30,291,154
------------ ------------
Net change in cash and due from banks 4,339,161 7,722,873
Cash and due from banks at January 1 18,823,519 16,325,586
------------ ------------
Cash and due from banks at June 30 $ 23,162,680 $ 24,048,459
============ ============
</TABLE>
-6-
<PAGE> 7
FIRST M & F CORPORATION AND SUBSIDIARY
Notes to Condensed Consolidated Financial Statements
Note 1: Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles
for interim financial information and with the instructions to Form 10-Q
and Article 10 of Regulation S-X. Accordingly, they do not include all
the information and footnotes required by general accepted accounting
principles for complete financial statements. In the opinion of
management, all adjustments (consisting of normal recurring
accruals)considered necessary for a fair presentation have been included.
The condensed consolidated financial statements of First M & F
Corporation include the financial statements of Merchants & Farmers Bank,
a wholly owned subsidiary, and its wholly owned subsidiaries, First M & F
Insurance, Co., M & F Financial Services, Inc. and M & F Bank Securities
Corporation. For further information, refer to the consolidated
financial statements and footnotes thereto included in the Company's
annual report on Form 10-K for the year ended December 31, 1995.
Note 2: Business Combination
On December 31, 1995, Farmers and Merchants Bank of Bruce, Mississippi was
merged with the Company. The stockholders of Farmers and Merchants
received 450,000 shares of common stock of the Company in exchange for
all of the issued and outstanding common shares of Farmers and Merchants.
All financial data of the Company has been restated to reflect the
business combination using the pooling of interest method of accounting.
There were no material adjustments to the net assets of Farmers and
Merchants as a result of adopting the same accounting methods as the
Company. See Note 2 to the consolidated financial statements for the
year ended December 31, 1995, as contained in the annual report to
stockholders.
Note 3: Statements of Cash Flows
During the six months ended June 30, 1996 and 1995, the Company had the
following payments:
<TABLE>
<CAPTION>
June 30, June 30,
1996 1995
---------- ----------
<S> <C> <C>
Income taxes $1,628,000 $ 988,000
Interest on deposit liabilities 8,766,000 5,874,306
Interest on other borrowings 991,000 1,354,000
========== ==========
</TABLE>
-7-
<PAGE> 8
FIRST M & F CORPORATION
Item 2: Management's Discussion and Analysis of Financial Condition and
Results of Operations
Earnings Summary
The Company's net income for the six months ended June 30, 1996 was $3,708,935,
or $1.09 per share, compared to $3,038,511, or $0.95 per share, for the same
period of 1995; an increase in earnings per share of 14.7%; in net earnings of
22%. Return on average assets was 1.43% compared to 1.31% for 1995; return on
average equity was 16.36% as contrasted to 15.91% for 1995.
The improvement in these two key measures of bank profitability and performance
during 1996 are primarily attributed to the growth in net interest and non
interest income combined with a continued emphasis on the budgeting and control
of non interest expenses. Another significant factor during this period of
1996, as contrasted to 1995, has been the reduction in the premiums associated
with the Federal deposit insurance.
Net Interest Income
During the six month period ending June 30, 1996, the level of net interest
income increased $966,249 or 10.1% over the comparable period for 1995. This
was the result of an increase in the overall volume of earning assets in excess
of interest bearing liabilities. To contrast the two periods, average earning
assets for the period ending June 30, 1996 was approximately $484 million
compared to approximately $424 million for the same period of 1995; a
difference of approximately $60 million. Average interest bearing liabilities
for 1996 was approximately $24 million greater than 1995's comparable period.
This excess of average earning assets over liabilities contributed to the
greater volume of net interest income during 1996. The net interest margin,
however, for the period ending June 30, 1996, was approximately 4.25%,
contrasted to an approximate margin of 4.52% for the same period of 1995.
Additionally, the Company increased its focus on fees associated with the loan
product. The period of 1996 produced approximately $635,000 of fee income as
compared to approximately $458,000 for 1995. These fees are included in
computing the net interest margin.
Provision for Loan Losses
During the six month period ending June 30, 1996, the Company's provision for
loan losses was $504,481 contrasted to $621,016 for the same period of 1995.
This provision reflects management's assessment of the adequacy of the reserve
for possible loan losses to absorb potential losses in the loan portfolio.
Factors considered involve an assessment of growth and composition of the
portfolios; historical credit loss experience; current and anticipated economic
conditions; and changes in the borrower's financial condition. During the first
six months of 1996, the Company used $75,000 per month as its estimate of the
1996 requirement; 1995's estimate was $90,000 per month. This reduction was
attributed to the overall superior condition of the loan portfolio considering
past-dues, collections and other evaluation factors. It is the Company's intent
to continue this monthly accrual during 1996.
-8-
<PAGE> 9
FIRST M & F CORPORATION
Non Interest Income
One of the Company's key long-term strategies is to continue to boost its
growth in non interest income. For the six month period ending June 30, 1996,
non interest income was $2,319,842 as compared to $2,254,336 for 1995; an
increase of approximately $65,500 or 2.9%. The 1995 period included several
non-recurring recoveries; however, service charges on deposits reflected an
approximate $225,000 or 15% growth and credit insurance income reflected an
approximate $56,000 or 29.5% increase for 1996. Management continues to
emphasize this area through increased focus and budget/incentive processes.
Non Interest Expense
Another strategy of the Company is to contain non interest expenses within an
overall growth discipline. At June 30, 1996, the Company's efficiency ratio, an
indicator of control of non interest expenses, was 56% contrasted to 61% for
the same period of 1995. As discussed earlier, the FDIC deposit insurance
premiums has contributed significantly to this performance, however;
improvements have been made in the overall monitoring and control of most key
expense accounts through the budgeting and review process.
Salaries and benefits comprise the largest portion of non interest expense and
increased 18.9% when compared to the same period of 1995. This reflects the
addition of new branches completed and staffed during the last half of 1995 in
the Starkville and Philadelphia markets and the opening of an in-store retail
location in the WalMart Super Store in Grenada, Mississippi. Additional
staffing has also been required in several locations as a result of volume and
increased demand.
Other expense reflects a reduction of approximately $310,000 in 1996 compared
to 1995. This primarily represents the recovery of property taxes paid in prior
years as a result of errors in the assessments by several local taxing
authorities.
Income Taxes
For the six months ended June 30, 1996, the Company's effective tax rate was
27.5% as compared to 23.9% for the same period of 1995. This increase in
effective rate is the result of the reduction of the level of tax-exempt
investment income and for the first year ever, a provision for estimated
Mississippi corporate income taxes. The Mississippi 5% corporate tax rate has
been factored into the monthly accrual and estimated quarterly payments are
being made in compliance with the state taxing regulation.
-9-
<PAGE> 10
FIRST M & F CORPORATION
Assets/Liabilities
Loans, net of unearned discount, increased to approximately $317.6 million at
June 30, 1996, as compared to $292 million at the end of 1995. This $25.6
million or 8.8%, increase in loans since December 31, 1995, generally reflects
the overall commitment of the Company to its growth plans and objectives for
the next several years. In addition to the economy that was supportive in loan
demand, the Company has opened new branch locations in the Starkville,
Philadelphia and Grenada, Mississippi markets, and have plans for new delivery
locations in Hinds/Madison counties as well as in the Kosciusko/Attala market.
These new facilities, in addition to existing markets, and the additional
lending (offices) manpower, have provided the impetus for increased and renewed
customer contact and sales opportunities. Loan growth during 1996 tracts
closely to the projections and budgeted growth in the Company plan for 1996.
The current level of the reserve for possible loan losses approximates 1.40% of
total loans outstanding. The Company's nonperforming loans past due 90 days or
more remain well controlled and continues to compare favorably to peer levels.
The adequacy of the reserve is reviewed quarterly using criteria and guidance
provided by the appropriate regulatory agencies and is presented to the Board
of Directors for subsequent review and approval. Net loan charge-offs at June
30, 1996 totaled $273,000, compared to $190,000 at June 30, 1995. Regulatory
examinations during the period ending June 30, 1996 indicated satisfactory
performance and a quality loan portfolio with managable problems. Management
will continue to take a prudent approach in the evaluation of the reserve for
loan losses.
The securities portfolio is utilized to provide quality investment alternatives
for available funds and a stable source of interest income. At June 30, 1996,
the total securities portfolio was $157,682,635, down from the December 31,
1995 level by $23 million. This roll-out of the portfolio was offset by Federal
funds sold of $20,600,000 at June 30, 1996. These funds were accumulated in
anticipation of the pay-out of the long-term deposit relationship with a state
university ending July 1, 1996, the completion of the contract period. The bank
subsidiary of the Company however; does not anticipate any problems in finding
funding sources. The Company's securities portfolio included appropriate
anticipation of the contract renewal date.
Yield for the portfolio was at 5.87% for the six months ended June 30, 1996 and
is comparable to peer groups. Gross realized gains of approximately $28,800 and
gross realized losses of approximately $5,800 on securities available for sale
were recognized during the period. There were no sales of held to maturity
securities during the period.
Deposits originating from the various communities served by the Company provide
the primary source of its funds. Total deposits increased approximately $45
million or 11.1% during the six month period ended June 30, 1996, consistent
with growth plans for the year. Overall cost of funds remain at approximately
4.00% and consider the special promotion for short-term certificates of
deposits and traditional money market, NOW accounts and savings products such
as the Flex account and the recently introduced Liberty fund. Both the Flex and
Liberty fund utilized rates tied to specific indices, which adjust quarterly.
-10-
<PAGE> 11
FIRST M & F CORPORATION
Securities sold under agreements to repurchase was impacted at June 30, 1996 by
the loss of the University relationship previously discussed, and reflected a
decrease of approximately $26 million for the period.
Other borrowings of $14,682,994 include approximately $11 million originated in
late June, 1996; $5 million maturing in 30 days and $6 million maturing monthly
over 12 months. These funds were drawn from the Federal Home Loan Bank of
Dallas in anticipation of the University monies leaving the Bank after June 30,
and to provide an orderly funding of current loan demand, considering
July-August traditional loan promotions getting underway at June 30.
Equity
With the Company's action in 1995 to sell 270,000 shares of common stock
raising $3.5 million in additional equity, and its acquisition completed
December 31, 1995, the Company's current level of capital of 8.62% is in excess
of peer levels.
Additionally, the Company's regulatory capital ratios as shown below are in
excess of the minimum requirements and qualify the institution as "well
capitalized" under the definition of such.
<TABLE>
<CAPTION>
($ in Thousands)
----------------
<S> <C>
Tier 1 capital $ 43,869
Tier 2 capital 4,481
--------
Total qualifying capital $ 48,350
========
Risk weighted assets $371,223
========
Total qualifying capital/risk weighted assets 13.03%
=====
Leverage ratio 8.46%
====
</TABLE>
On June 28, 1996, the Company was notified that its registration as a 12(G)
company with the Securities and Exchange Commission had become effective. The
Company has registered with the National Association of Securities Dealers
(NASDAQ) and common stock is presently being traded over the counter under the
symbol "FMAF".
The dividend payout ratio for the six months ended June 30, 1996 was 32.9% of
net income. Dividends for the six month period was $.36 per share resulting in
a projected 1996 dividend rate of approximately $.72 per share. Book value per
share at June 30, 1996 was $13.67 compared to a $26 per share market price.
-11-
<PAGE> 12
FIRST M & F CORPORATION
Asset/Liability Management/Liquidity
The asset/liability committee is responsible for managing the Company's program
for controlling and monitoring interest rate risk and for maintaining income
stability, given the Company's exposure to changes in interest rates.
Appropriate policy and guidelines, approved by the board of directors, governs
these actions. Monitoring is primarily accomplished through weekly reviews and
analysis of asset/liability market conditions and gap analysis.
The asset/liability committee establishes guidelines, approved by appropriate
board action, by which the current liquidity position of the Company in
monitored to ensure adequate funding capacity. Accessibility to local, regional
and other funding sources is also maintained in order to actively manage both
the asset and liability sides of the balance sheet. These funding requirements
and the Company's ability to maintain liquidity is also enhanced by the
Company's consistent earning capacity and adequate capital.
-12-
<PAGE> 13
FIRST M & F CORPORATION
PART II: OTHER INFORMATION
Item 1 - Legal Proceedings
No new legal proceedings occurred in the first quarter.
Item 2 - Changes in Securities
None
Item 3 - Defaults Upon Senior Securities
None
Item 4 - Submission of Matters to a Vote of Security Holders
None
Item 5 - Other Information
None
Item 6 - Exhibits and Reports on Form 8-K
Exhibit 11 - Statement of computation of earnings per share
Exhibit 27 - Financial Data Schedule
-13-
<PAGE> 14
FIRST M & F CORPORATION
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 M & F CORPORATION
- -----------------------
(Registrant)
S/Hugh S. Potts, Jr.
DATE: July 29, 1996 ------------------------------------
Hugh S. Potts, Jr.
Chairman and Chief Executive Officer
S/Scott M. Wiggers
DATE: July 29, 1996 ------------------------------------
Scott M. Wiggers
President and Chief Accounting Officer
-14-
<PAGE> 15
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
<S> <C>
11 - Statement of computation of earnings per share
27 - Financial Data Schedule
</TABLE>
<PAGE> 1
EXHIBIT 11
FIRST M & F CORPORATION
Exhibit 11 - Computation of Earnings Per Share
<TABLE>
<CAPTION>
Three Months Ended June 30, Six Months Ended June 30,
--------------------------- ---------------------------
1996 1995 1996 1995
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Net income $ 1,865,733 $ 1,533,377 $ 3,708,935 $ 3,038,511
============ ============ ============ ============
Weighted average
shares outstanding 3,392,592 3,272,219 3,391,746 3,196,559
============ ============ ============ ============
Earnings per share $.55 $.47 $1.09 $.95
==== ==== ===== ====
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM UNAUDITED
FINANCIAL STATEMENTS AT JUNE 30, 1996 FOR FROM 10-Q AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FORM 10-Q.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 23,163
<INT-BEARING-DEPOSITS> 5,187
<FED-FUNDS-SOLD> 20,600
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 105,865
<INVESTMENTS-CARRYING> 51,817
<INVESTMENTS-MARKET> 51,382
<LOANS> 317,634
<ALLOWANCE> (4,481)
<TOTAL-ASSETS> 538,278
<DEPOSITS> 450,994
<SHORT-TERM> 33,954
<LIABILITIES-OTHER> 4,242
<LONG-TERM> 2,672
<COMMON> 16,973
0
0
<OTHER-SE> 29,444
<TOTAL-LIABILITIES-AND-EQUITY> 538,278
<INTEREST-LOAN> 14,798
<INTEREST-INVEST> 5,045
<INTEREST-OTHER> 553
<INTEREST-TOTAL> 20,396
<INTEREST-DEPOSIT> 8,852
<INTEREST-EXPENSE> 9,873
<INTEREST-INCOME-NET> 10,523
<LOAN-LOSSES> 504
<SECURITIES-GAINS> 22
<EXPENSE-OTHER> 7,226
<INCOME-PRETAX> 5,112
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,709
<EPS-PRIMARY> 1.09
<EPS-DILUTED> 1.09
<YIELD-ACTUAL> 4.25
<LOANS-NON> 387
<LOANS-PAST> 223
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 4,250
<CHARGE-OFFS> 360
<RECOVERIES> 87
<ALLOWANCE-CLOSE> 4,481
<ALLOWANCE-DOMESTIC> 4,481
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 4,481
</TABLE>
