FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended MARCH 31, 2000
-----------------
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 0-5907
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1st SOURCE CORPORATION
----------------------
(Exact name of registrant as specified in its charter)
INDIANA 35-1068133
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(State of other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
100 North Michigan Street South Bend, Indiana 46601
- ----------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(219) 235-2702
--------------
(Registrant's telephone number, including area code)
Not Applicable
--------------
(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
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 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
----- -----
Number of shares of common stock outstanding as of March 31, 2000 - 18,900,312
shares.
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
Page
Consolidated statements of financial condition -- 3
March 31, 2000, and December 31, 1999
Consolidated statements of income -- 4
three months ended March 31, 2000 and 1999
Consolidated statements of cash flows -- 5
three months ended March 31, 2000 and 1999
Notes to the Consolidated Financial Statements 6
- 2 -
<PAGE>
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
1st Source Corporation and Subsidiaries
(Dollars in thousands)
March 31, December 31,
2000 1999
-------- ------------
ASSETS
Cash and due from banks .......................... $ 86,773 $ 101,911
Federal funds sold and
interest bearing deposits with other banks ..... 1,107 1,399
Investment securities:
Securities available-for-sale, at fair value
(amortized cost of $470,751 and $475,390
at March 31, 2000 and December 31, 1999)...... 465,194 470,040
Securities held-to-maturity, at amortized cost
(fair value of $71,621 and $78,462 at
March 31, 2000 and December 31, 1999) ........ 70,648 77,190
----------- -----------
Total Investment Securities ...................... 535,842 547,230
Loans - net of unearned discount ................. 2,146,444 2,063,189
Reserve for loan losses ........................ (39,910) (40,210)
----------- -----------
Net Loans ........................................ 2,106,534 2,022,979
Equipment owned under operating leases,
net of accumulated depreciation 73,638 65,956
Premises and equipment,
net of accumulated depreciation ............... 33,599 33,745
Other assets ..................................... 102,739 99,725
----------- -----------
Total Assets ..................................... $ 2,940,232 $ 2,872,945
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Noninterest bearing ............................ $ 210,929 $ 268,825
Interest bearing ............................... 2,053,907 1,858,627
----------- -----------
Total Deposits ................................... 2,264,836 2,127,452
Federal funds purchased and securities
sold under agreements to repurchase ............ 210,349 263,253
Other short-term borrowings ...................... 118,803 146,489
Other liabilities ................................ 43,192 40,007
Long-term debt ................................... 12,352 12,174
----------- -----------
Total Liabilities ................................ 2,649,532 2,589,375
Guaranteed preferred beneficial interests
in the Company's subordinated debentures ....... 44,750 44,750
Shareholders' equity:
Common stock-no par value ...................... 6,883 6,883
Capital surplus ................................ 179,905 179,905
Retained earnings .............................. 73,686 68,309
Less cost of common stock in treasury .......... (13,103) (14,382)
Net unrealized (depreciation) of
securities available-for-sale ................ (1,421) (1,895)
----------- -----------
Total Shareholders' Equity ....................... 245,950 238,820
----------- -----------
Total Liabilities and Shareholders' Equity ....... $ 2,940,232 $ 2,872,945
=========== ===========
The accompanying notes are a part of the consolidated financial statements.
- 3 -
<PAGE>
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENTS OF INCOME
1st Source Corporation and Subsidiaries
(Dollars in thousands, except per share amounts)
Three Months Ended
March 31
------------------
2000 1999
------------ ------------
<S> <C> <C>
Interest Income:
Loans, including fees ...................................... $ 45,958 $ 40,986
Investment securities:
Taxable ................................................ 5,061 4,917
Tax-exempt ............................................. 1,941 1,912
Other .................................................. 89 83
------------ ------------
Total Interest Income ....................................... 53,049 47,898
Interest Expense:
Deposits ................................................. 23,165 20,674
Short-term borrowings .................................... 4,464 3,418
Long-term debt ........................................... 221 227
------------ ------------
Total Interest Expense ...................................... 27,850 24,319
------------ ------------
Net Interest Income ......................................... 25,199 23,579
Provision for Loan Losses ................................... 3,918 1,293
------------ ------------
Net Interest Income After
Provision for Loan Losses ................................ 21,281 22,286
Noninterest Income:
Trust fees ............................................... 2,321 2,266
Service charges on deposit accounts ...................... 1,809 1,540
Loan servicing and sale income ........................... 5,578 5,597
Equipment rental income .................................. 4,578 3,413
Other income ............................................. 2,331 2,526
Investment securities and
other investment gains (losses), net .................. 497 (102)
------------ ------------
Total Noninterest Income .................................... 17,114 15,240
------------ ------------
Noninterest Expense:
Salaries and employee benefits ........................... 13,261 12,972
Net occupancy expense .................................... 1,382 1,258
Furniture and equipment expense .......................... 2,122 2,011
Depreciation - leased equipment .......................... 3,642 2,980
Supplies and communications .............................. 1,288 1,325
Business development and marketing expense ............... 743 731
Other expense ............................................ 1,848 2,323
------------ ------------
Total Noninterest Expense ................................... 24,286 23,600
------------ ------------
Income Before Income Taxes and Subsidiary Trust Distributions 14,109 13,926
Income taxes ................................................ 4,845 4,844
Distribution on preferred securities of
subsidiary trusts, net of income tax benefit .............. 579 554
------------ ------------
Net Income .................................................. $ 8,685 $ 8,528
============ ============
Other Comprehensive Income, Net of Tax:
Change in unrealized appreciation (depreciation) of
available-for-sale securities ........................... 474 (779)
------------ ------------
Total Comprehensive Income .................................. $ 9,159 $ 7,749
============ ============
Per Common Share: (1)
Basic Net Income Per Common Share ......................... $ 0.46 $ 0.45
============ ============
Diluted Net Income Per Common Share ....................... $ 0.45 $ 0.44
============ ============
Dividends ................................................. $ 0.090 $ 0.073
============ ============
Basic Weighted Average Common Shares Outstanding ............ 18,894,572 18,913,234
============ ============
Diluted Weighted Average Common Shares Outstanding .......... 19,121,701 19,241,047
============ ============
The accompanying notes are a part of the consolidated financial statements.
</TABLE>
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<PAGE>
CONSOLIDATED STATEMENTS OF CASH FLOWS
1st Source Corporation and Subsidiaries
(Dollars in thousands)
Three Months Ended March 31
2000 1999
--------- ---------
Operating Activities:
Net income .................................... $ 8,685 $ 8,528
Adjustments to reconcile net income to net cash
provided by operating activities:
Provision for loan losses ..................... 3,918 1,293
Depreciation of premises and equipment ........ 4,730 3,944
Amortization of investment security premiums
and accretion of discounts, net ............. 379 452
Amortization of mortgage servicing rights ..... 1,464 1,354
Deferred income taxes ......................... 539 (1,520)
Realized investment securities (gains) losses . (497) 77
Realized (gains) on securitized loans ......... (2,597) (2,449)
Increase in interest receivable ............... (451) (636)
Increase in interest payable .................. 2,493 1,275
Other ......................................... (4,826) 7,684
--------- ---------
Net Cash Provided by Operating Activities ....... 13,837 20,002
Investing Activities:
Proceeds from sales and maturities
of investment securities .................... 67,148 92,520
Purchases of investment securities ............ (55,848) (62,593)
Net decrease in short-term investments ........ 292 39,016
Loans sold or participated to others .......... 83,531 80,693
Net increase in loans made to customers
and principal collections on loans .......... (170,732) (115,862)
Net increase in equipment owned
under operating leases ...................... (5,936) (2,309)
Purchases of premises and equipment ........... (575) (905)
Decrease (increase) in other assets ........... 661 (2,770)
Other ......................................... (437) (3,185)
--------- ---------
Net Cash (Used in) Provided by Investing Activities (81,896) 24,605
Financing Activities:
Net increase (decrease) in demand deposits, NOW
accounts and savings accounts ............... 6,950 (134,118)
Net increase in certificates of deposit ....... 130,434 49,661
Net (decrease) increase in short-term borrowings (80,590) 13,328
Proceeds from issuance of long-term debt ...... 250 --
Payments of long-term debt .................... (72) (82)
Acquisition of treasury stock ................. (2,349) (2,115)
Cash dividends ................................ (1,702) (1,394)
--------- ---------
Net Cash Provided by (Used in) Financing Activities 52,921 (74,720)
Increase (Decrease) in Cash and Cash Equivalents (15,138) (30,113)
Cash and Cash Equivalents, Beginning of Year .... 101,911 132,514
--------- ---------
Cash and Cash Equivalents, End of Period ........ $ 86,773 $ 102,401
========= =========
The accompanying notes are a part of the consolidated financial statements.
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<PAGE>
Notes to the Consolidated Financial Statements
1. The unaudited consolidated condensed financial statements have been
prepared in accordance with the instructions for Form 10-Q and therefore do
not include all information and footnotes necessary for a fair presentation
of financial position, results of operations and cash flows in conformity
with generally accepted accounting principles. The information furnished
herein reflects all adjustments (all of which are normal and recurring in
nature) which are, in the opinion of management, necessary for a fair
presentation of the results for the interim periods for which this report
is submitted. The 1999 1st Source Corporation Annual Report on Form 10-K
should be read in conjunction with these statements.
2. In June 1998, the Financial Accounting Standards Board (the "FASB") issued
SFAS No. 133, "Accounting for Derivative Instruments and Hedging
Activities," which establishes accounting and reporting standards for
derivative instruments and for hedging activities. SFAS No. 133 requires
that all derivative instruments be recorded on the balance sheet at their
fair value. Changes in the fair value of derivatives are recorded each
period in current earnings or other comprehensive income, depending on the
intended use of the derivative and its resulting designation. In June 1999,
the FASB issued SFAS No. 137, "Accounting for Derivative Instruments and
Hedging Activities - Deferral of the Effective Date of FASB Statement No.
133," which amends SFAS 133, deferring its effective date to fiscal years
beginning after June 15, 2000. 1st Source will adopt SFAS 133 on January 1,
2001. Management is currently in the process of assessing the impact that
the adoption of SFAS No. 133 will have on 1st Source's results of
operations and its financial position.
- 6 -
<PAGE>
PART I.
ITEM 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
This discussion and analysis should be read in conjunction with the
Company's consolidated condensed financial statements and the financial and
statistical data appearing elsewhere in this report and the 1999 1st Source
Corporation Annual Report on Form 10-K.
Except for historical information contained herein, the matters discussed
in this document, and other information contained in the Company's SEC filings,
may express "forward-looking statements." Those "forward-looking statements" may
involve risk and uncertainties, including statements concerning future events,
performance and assumptions and other statements that are other than statements
of historical facts. The Company wishes to caution readers not to place undue
reliance on any forward-looking statements, which speak only as of the date
made. Readers are advised that various factors--including, but not limited to,
changes in laws, regulations or generally accepted accounting principles; the
Company's competitive position within its markets served; increasing
consolidation within the banking industry; unforeseen changes in interest rates;
any unforeseen downturns in the local, regional or national economies--could
cause the Company's actual results or circumstances for future periods to differ
materially from those anticipated or projected.
1st Source does not undertake, and specifically disclaims any obligation,
to publicly release the result of any revisions that may be made to any
forward-looking statements to reflect the occurrence of unanticipated events or
circumstances after the date of such statements.
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<PAGE>
COMPARISON OF THREE-MONTH PERIODS
ENDED MARCH 31, 2000 AND 1999
Net income for the three-month period ended March 31, 2000, was $8,685,000
compared to $8,528,000 for the equivalent period in 1999. The primary reasons
for the increase were increases in net interest income and noninterest income.
This was offset by increases in the provision for loan losses and noninterest
expense.
Diluted net income per common share increased to $0.45 for the three-month
period ended March 31, 2000, from $0.44 in the first quarter of 1999. Return on
average common shareholders' equity was 14.46% for the three months ended March
31, 2000, compared to 15.70% in 1999. The return on total average assets was
1.22% for the three months ended March 31, 2000, compared to 1.31% in 1999.
NET INTEREST INCOME
The taxable equivalent net interest income for the three-month period ended
March 31, 2000, was $26,035,000, an increase of 6.34% over the same period in
1999, resulting in a net yield of 4.03% compared to 4.14% in 1999.
Total average earning assets increased 8.27% for the three-month period
ended March 31, 2000, compared to the period ended March 31, 1999. Total average
investment securities increased by 2.79% from one year ago primarily due to an
increase of investments in U.S. Government Securities. Average loans increased
by 9.79%, compared to March 31, 1999, due to growth in loan volume in
commercial, consumer and commercial loans secured by transportation and
construction equipment. The taxable equivalent yields on total average earning
assets were 8.35% and 8.26% for the periods ended March 31, 2000 and 1999,
respectively.
Average deposits increased 6.08% from the first quarter of 1999 to the
first quarter of 2000. The cost rate on average interest-bearing funds was 4.97%
for the three-months ended March 31, 2000, compared to 4.77% for the three
months ended March 31, 1999. The majority of the growth in deposits from last
year has occurred in money management savings accounts.
The following table sets forth consolidated information regarding average
balances and rates.
- 8 -
<PAGE>
<TABLE>
<CAPTION>
DISTRIBUTION OF ASSETS, LIABILITIES AND SHAREHOLDERS' EQUITY
INTEREST RATES AND INTEREST DIFFERENTIAL
(Dollars in thousands)
Three Months Ended March 31
------------------------------------
2000 1999
--------------------------------------------------------
Interest Interest
Average Income/ Yield/ Average Income/ Yield/
Balance Expense Rate Balance Expense Rate
------- ------- ---- ------- ------- ----
ASSETS:
<S> <C> <C> <C> <C> <C> <C>
Investment securities:
Taxable ................. $ 355,040 $ 5,060 5.73% $ 348,643 $ 4,917 5.72%
Tax exempt (1)........... 163,379 2,730 6.72% 155,688 2,767 7.21%
Net loans (2 & 3).......... 2,069,887 46,005 8.94% 1,885,317 41,034 8.83%
Other investments ......... 7,175 90 5.02% 7,614 83 4.42%
---------- -------- ----- ---------- -------- ----
Total Earning Assets 2,595,481 53,885 8.35% 2,397,262 48,801 8.26%
Cash and due from banks ... 102,470 105,259
Reserve for loan losses ... (40,027) (38,511)
Other assets .............. 204,977 176,455
---------- ----------
Total ..................... $2,862,901 $2,640,465
========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY:
Interest bearing deposits $1,916,483 $23,165 4.86% $1,796,227 $20,674 4.67%
Short-term borrowings ... 326,530 4,464 5.50% 256,405 3,418 5.41%
Long-term debt .......... 12,188 221 7.30% 13,154 227 7.00%
---------- ------- ----- ---------- ------- -----
Total Interest Bearing
Liabilities ............. 2,255,201 27,850 4.97% 2,065,786 24,319 4.77%
Noninterest bearing deposits 273,887 268,527
Other liabilities ....... 92,206 85,840
Shareholders' equity .... 241,607 220,312
---------- ----------
Total ..................... $2,862,901 $2,640,465
========== ==========
------- -------
Net Interest Income ....... $26,035 $24,482
======= =======
Net Yield on Earning Assets on a Taxable ----- -----
Equivalent Basis ........ 4.03% 4.14%
===== =====
(1) Interest income includes the effects of taxable equivalent adjustments,
using a 40.525% rate for 2000 and 1999. Tax equivalent adjustments were
$790 in 2000 and $855 in 1999.
(2) Loan income includes fees of $1,479 in 2000 and $1,409 in 1999. Loan income
also includes the effects of taxable equivalent adjustments, using a
40.525% rate for 2000 and 1999. The tax equivalent adjustments were $47 in
2000 and $48 in 1999.
(3) For purposes of this computation, non-accruing loans are included in the
daily average loan amounts outstanding.
</TABLE>
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<PAGE>
PROVISION FOR LOAN LOSSES
The provision for loan losses for the three-month periods ended March 31,
2000, and 1999, was $3,918,000 and $1,293,000, respectively. Year-to-date Net
Charge-offs of $3,348,000 have been recorded in 2000, compared to $142,000 of
Net Charge-offs for the same period in 1999. The reserve for loan losses was
$39,910,000 or 1.86% of net loans at March 31, 2000, compared to $40,210,000 or
1.95% of net loans at December 31, 1999.
Non-performing assets at March 31, 2000, were $28,171,000 compared to
$15,355,000 at December 31, 1999, an increase of 83.46%. At March 31, 2000,
non-performing assets were 1.31% of net loans compared to .74% at December 31,
1999. The increase in non-performing assets from December 31, 1999 is mainly
attributable to two large capital equipment loans. 1st Source charged off
approximately $2.8 million on these credits in the first quarter. 1st Source is
approximately 85% secured on the remaining $15 million balance on these two
loans. It is management's opinion that the reserve for loan losses is adequate
to absorb anticipated losses in the loan portfolio as of March 31, 2000.
Subsequent to the end of the first quarter of 2000, one other 1st Source capital
equipment loan customer declared bankruptcy. The outstanding balance of this
credit at March 31, 2000 was approximately $10.9 million with an estimated 90%
of the balance secured.
NONINTEREST INCOME
Noninterest income for the three-month periods ended March 31, 2000, and
1999 was $17,114,000 and $15,240,000, respectively, an increase of 12.30%. Trust
fees increased 2.43%, service charges on deposit accounts increased 17.47%, loan
servicing and sale income decreased 0.34%, equipment rental income increased
34.13% and other income decreased 7.72%. The decrease in loan servicing and sale
income and other income is due to a decrease in volume of mortgage loan
originations. The increase in equipment rental income was primarily due to
growth in operating leases. Investment Securities and other net gains for the
three-month period ended March 31, 2000, were $497,000 compared to net losses of
$102,000 in 1999. The net gains and losses for both years were primarily
attributed to certain partnership and venture capital investments.
NONINTEREST EXPENSE
Noninterest expense for the three-month period ended March 31, 2000, was
$24,286,000, an increase of 2.91% over the same period in 1999. For the
three-month period ended March 31, 2000, salaries and employee benefits
increased 2.23%, net occupancy expense increased 9.86%, furniture and equipment
expense increased 5.52%, depreciation on leased equipment increased 22.21%,
supplies and communications expense decreased 2.79%, business development and
marketing expense increased 1.64%, and miscellaneous other expenses decreased
20.45% over the same period in 1999. The increase in depreciation of leased
equipment is due to a significant volume increase from the prior year. The
miscellaneous other expense decrease from one year ago is attributed primarily
to Year 2000 consulting expenses incurred in 1999.
INCOME TAXES
The provision for income taxes for the three-month period ended March 31,
2000, was $4,845,000 compared to $4,844,000 for the comparable period in 1999.
The provision for income taxes for the three months ended March 31, 2000, and
1999, is at a rate which management believes approximates the effective rate for
the year.
-10-
<PAGE>
CAPITAL RESOURCES
The banking regulators have established guidelines for leverage capital
requirements, expressed in terms of Tier 1 or core capital as a percentage of
average assets, to measure the soundness of a financial institution. These
guidelines require all banks to maintain a minimum leverage capital ratio of
4.00% for adequately capitalized banks and 5.00% for well-capitalized banks. 1st
Source's leverage capital ratio was 10.13% at March 31, 2000.
The Federal Reserve Board has established risk-based capital guidelines for
U.S. banking organizations. The guidelines established a conceptual framework
calling for risk weights to be assigned to on and off-balance sheet items in
arriving at risk-adjusted total assets, with the resulting ratio compared to a
minimum standard to determine whether a bank has adequate capital. The minimum
standard risk-based capital ratios effective in 2000 are 4.00% for adequately
capitalized banks and 6.00% for well-capitalized banks for Tier 1 risk-based
capital and 8.00% and 10.00%, respectively, for total risk-based capital. 1st
Source's Tier 1 risk-based capital ratio on March 31, 2000, was 11.78% and the
total risk-based capital ratio was 13.04%.
LIQUIDITY AND INTEREST RATE SENSITIVITY
Asset and liability management includes the management of interest rate
sensitivity and the maintenance of an adequate liquidity position. The purpose
of liquidity management is to match the sources and uses of funds to anticipated
customers' deposits and withdrawals, to anticipate borrowing requirements and to
provide for the cash flow needs of 1st Source. The purpose of interest rate
sensitivity management is to stabilize net interest income during periods of
changing interest rates.
Close attention is given to various interest sensitivity gaps and interest
spreads. Maturities of rate sensitive assets are carefully maintained relative
to the maturities of rate sensitive liabilities and interest rate forecasts. At
March 31, 2000, the consolidated statement of financial condition was rate
sensitive by $93,417,000 more liabilities than assets scheduled to reprice
within one year or 93.99%. Management adjusts the composition of its assets and
liabilities to manage the interest rate sensitivity gap based upon its
expectations of interest rate fluctuations.
1st Source has three off-balance sheet interest rate swaps as part of its
interest rate risk management strategy. The swaps are being used to hedge
against 1st Source's prime and LIBOR floating rate loans. The notional amount of
the first swap as of March 31, 2000, is $2.6 million. It has a maturity date of
January, 2002, and a market value of ($16,125). The second swap has a notional
amount of $1.5 million as of March 31, 2000. It has a maturity date of March,
2001, and a market value of ($3,613). The third swap has a notional amount of
$42.4 million as of March 31, 2000. It has a maturity date of April, 2003, and a
market value of ($1,286,567).
1st Source pays a variable interest rate (one-month LIBOR) on each swap and
receives a fixed rate. The interest rate swaps are the most efficient means of
protecting the bank's net interest rate margin in a declining interest rate
environment. Conversely, if interest rates increase, the increased contribution
to net interest income from on-balance sheet assets will substantially offset
any negative impact on net interest income from these swap transactions.
-11-
<PAGE>
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
None
ITEM 5. Other Information.
None
ITEM 6. Exhibits and Reports on Form 8-K.
(a) Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
The Registrant filed a current report on Form 8-K on February 16,
2000, relating to the restatement of its financial statements, as
originally filed on Form 10-K, for the year ended December 31,
1998, as well as Form 10-Q for the quarters ended September 30,
1998, March 31, 1999, June 30, 1999 and September 30, 1999.
-12-
<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.
1st Source Corporation
-------------------
DATE 5/12/00 /s/ Christopher J. Murphy III
---------- ----------------------------------------
(Signature)
Christopher J. Murphy III
Chairman of the Board, President and CEO
DATE 5/12/00 /s/ Larry E. Lentych
---------- ----------------------------------------
(Signature)
Larry E. Lentych
Treasurer and Chief Financial Officer
- 13 -
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 86,773
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 1,107
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 465,194
<INVESTMENTS-CARRYING> 70,648
<INVESTMENTS-MARKET> 71,621
<LOANS> 2,146,444
<ALLOWANCE> 39,910
<TOTAL-ASSETS> 2,940,232
<DEPOSITS> 2,264,836
<SHORT-TERM> 329,152
<LIABILITIES-OTHER> 43,192
<LONG-TERM> 57,102
0
0
<COMMON> 6,883
<OTHER-SE> 239,067
<TOTAL-LIABILITIES-AND-EQUITY> 2,940,232
<INTEREST-LOAN> 45,958
<INTEREST-INVEST> 7,001
<INTEREST-OTHER> 89
<INTEREST-TOTAL> 53,049
<INTEREST-DEPOSIT> 23,165
<INTEREST-EXPENSE> 27,850
<INTEREST-INCOME-NET> 25,199
<LOAN-LOSSES> 3,918
<SECURITIES-GAINS> 497
<EXPENSE-OTHER> 24,286
<INCOME-PRETAX> 14,109
<INCOME-PRE-EXTRAORDINARY> 8,685
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 8,685
<EPS-BASIC> 0.46
<EPS-DILUTED> 0.45
<YIELD-ACTUAL> 4.03
<LOANS-NON> 24,974
<LOANS-PAST> 228
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 40,210
<CHARGE-OFFS> 3,486
<RECOVERIES> (138)
<ALLOWANCE-CLOSE> 39,910
<ALLOWANCE-DOMESTIC> 27,863
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 12,047
</TABLE>
