<PAGE>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997
------------------
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 0-16181
-------
ABC BANCORP
-------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
GEORGIA 58-1456434
------------------- -------------------
(State of incorporation) (IRS Employer ID No.)
310 FIRST STREET, SE MOULTRIE, GA 31768
------------------------------------------
(Address of principal executive offices)
(912) 890-1111
---------------------------
(Registrant's telephone number)
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-----
--
There were 7,252,365 shares of Common Stock outstanding as of
September 30, 1997.
1
<PAGE>
ABC BANCORP
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTER ENDED SEPTEMBER 30, 1997
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION
Item Page
- ----- ----
<S> <C>
1. Financial Statements
Consolidated Balance Sheets 3
Consolidated Statements of Income 4
Consolidated Statements of Cash Flows 6
Notes to Consolidated Financial Statements 7
2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
PART II - OTHER INFORMATION
3. Submission of Matters to a Vote of
Securities Holders 16
6. Exhibits and Reports on Form 8-K 16
Signature 17
2
</TABLE>
<PAGE>
ABC BANCORP AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars in Thousands)
(Unaudited)
================================================================================
<TABLE>
<CAPTION>
Sept 30 Dec 31
1997 1996
-------- --------
<S> <C> <C>
Assets
- ------
Cash and due from banks $ 30,446 $ 42,901
Federal funds sold 2,560 8,620
Securities available for sale, at fair value 97,396 103,276
Securities held to maturity, at cost 32,206 31,990
Loans 486,081 452,844
Less allowance for loan losses 7,395 7,273
-------- --------
Loans, net 478,686 445,571
-------- --------
Premises and equipment, net 18,569 16,198
Other assets 25,548 24,618
-------- --------
$685,411 $673,174
-------- --------
Liabilities and Stockholders' Equity
- ------------------------------------
Deposits
Noninterest-bearing demand 78,277 $ 87,006
Interest-bearing demand 120,542 125,255
Savings 48,757 45,269
Time, $100,000 and over 85,910 82,535
Other time 249,443 237,840
-------- --------
Total deposits 582,929 577,905
Federal funds purchased & securities sold under
repurchase agreements 1,132 997
Other borrowings 20,850 24,200
Other liabilities 13,770 7,102
-------- --------
Total liabilities 618,681 610,204
-------- --------
Stockholders' equity
Common stock, par value $1; 15,000,000 shares authorized
7,524,718 shares issued, respectively 7,525 7,525
Surplus 29,677 29,574
Retained earnings 30,952 27,483
Unrealized gains (losses) on securities available for sale,
net of taxes 131 (57)
-------- --------
68,285 64,525
Less cost of 272,353 shares acquired for the treasury (1,555) (1,555)
-------- --------
Total stockholders' equity 66,730 62,970
-------- --------
$685,411 $673,174
======== ========
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE>
ABC BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
THREE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
(Dollars in Thousands)
(Unaudited)
<TABLE>
<CAPTION>
==============================================================================================
1997 1996
---------- ----------
<S> <C> <C>
Interest income
Interest and fees on loans $ 12,747 $ 11,875
Interest on taxable securities 1,648 1,717
Interest on nontaxable securities 302 268
Interest on deposits in other banks 83 0
Interest on Federal funds sold 36 136
---------- ----------
14,816 13,996
---------- ----------
Interest expense
Interest on deposits 6,268 5,688
Interest on securities sold under repurchase
agreements and other borrowings 476 618
---------- ----------
6,744 6,306
---------- ----------
Net interest income 8,072 7,690
Provision for loan losses 610 459
---------- ----------
Net interest income after provision for loan losses 7,462 7,231
---------- ----------
Other income
Service charges on deposit accounts 1,382 1,535
Other service charges, commissions and fees 544 220
Other 8 187
---------- ----------
1,934 1,942
---------- ----------
Other expense
Salaries and employee benefits 3,800 3,313
Equipment expense 638 574
Occupancy expense 383 375
Amortization of intangible assets 239 150
Data processing fees 138 777
Directors fees 160 143
FDIC premiums 62 36
Other operating expenses 1,724 1,031
---------- ----------
7,144 6,399
---------- ----------
Income before income taxes 2,252 2,774
Applicable income taxes 724 923
---------- ----------
Net income $ 1,528 $ 1,851
========== ==========
Income per common share $ 0.21 $ 0.26
========== ==========
Average shares outstanding 7,252,365 7,252,365
========== ==========
</TABLE>
See Notes to Consolidated Financial Statements.
4
<PAGE>
ABC BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
(Dollars in Thousands)
(Unaudited)
<TABLE>
<CAPTION>
=============================================================================================
1997 1996
---------- ----------
<S> <C> <C>
Interest income
Interest and fees on loans $ 37,159 $ 30,155
Interest on taxable securities 5,158 4,512
Interest on nontaxable securities 899 731
Interest on deposits in other banks 144 0
Interest on Federal funds sold 173 966
---------- ----------
43,533 36,364
---------- ----------
Interest expense
Interest on deposits 17,973 15,088
Interest on securities sold under repurchase
agreements and other borrowings 1,365 831
---------- ----------
19,338 15,919
---------- ----------
Net interest income 24,195 20,445
Provision for loan losses 1,715 1,072
---------- ----------
Net interest income after provision for loan losses 22,480 19,373
---------- ----------
Other income
Service charges on deposit accounts 3,969 3,444
Other service charges, commissions and fees 1,439 926
Other 234 358
---------- ----------
5,642 4,728
---------- ----------
Other expense
Salaries and employee benefits 10,845 8,336
Equipment expense 1,692 1,265
Occupancy expense 1,212 1,032
Amortization of intangible assets 579 319
Data processing fees 360 1,134
Directors fees 464 363
FDIC premiums 194 93
Other operating expenses 4,674 3,118
---------- ----------
20,020 15,660
---------- ----------
Income before income taxes 8,102 8,441
Applicable income taxes 2,691 2,733
---------- ----------
Net income $ 5,411 $ 5,708
========== ==========
Income per common share $ 0.75 $ 0.82
========== ==========
Average shares outstanding 7,252,365 6,934,879
========== ==========
</TABLE>
See Notes to Consolidated Financial Statements.
5
<PAGE>
ABC BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
(Dollars in Thousands)
(Unaudited)
<TABLE>
<CAPTION>
====================================================================================
1997 1996
-------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 5,411 $ 5,708
-------- --------
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation $ 1,050 $ 986
Provision for loan losses 1,715 1,072
Amortization of intangible assets 551 319
Other prepaids, deferrals and accruals, net 7,654 (3,580)
-------- --------
Total adjustments 10,970 (1,203)
-------- --------
Net cash provided by operating activities 16,381 4,505
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from maturities of investment securities 15,855 31,806
Purchase of investment securities (16,238) (35,569)
Proceeds from sales of securities available for sale 6,365 2,101
(Increase)decrease in Federal funds sold 6,060 44,785
(Increase) decrease in loans (34,830) (51,156)
Purchase of premises and equipment (3,421) (2,363)
Merger accounted for as a purchase (2,796) (3,947)
-------- --------
Net cash provided by (used in) investing activities (29,005) (14,343)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase (decrease) in deposits 5,023 (20,276)
Net increase (decrease) in repurchase agreements 135
Increase (decrease) in short-term borrowings (3,150) 30,794
Proceeds from sale of stock of pooled subsidiary
Dividends paid (1,942) (1,179)
Proceeds from exercise of stock options 109
Purchase of fractional shares (6) (6)
-------- --------
Net cash provided by financing activities 169 9,333
-------- --------
Net decrease in cash and due from banks ($12,455) ($ 505)
Cash and due from banks at beginning of period 42,901 32,236
-------- --------
Cash and due from banks at end of period $ 30,446 $ 31,731
======== ========
</TABLE>
See Notes to Consolidated Financial Statements.
6
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
--------------------------------------------------------------------------
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accounting and reporting policies of ABC Bancorp and subsidiaries
("the Company") conform to generally accepted accounting principles and to
general practices within the banking industry. The interim consolidated
financial statements included herein are unaudited, but reflect all adjustments
which, in the opinion of management, are necessary for a fair presentation of
the consolidated financial position and results of operations for the interim
periods presented. All adjustments reflected in the interim financial
statements are of a normal, recurring nature. All per share amounts have been
adjusted to reflect the 5-for-4 stock split effected in the form of a 25% stock
dividend on shares outstanding as of April 15, 1997. Such financial statements
should be read in conjunction with the financial statements and notes thereto
and the report of independent auditors included in the Company's Form 10-K
Annual Report for the year ended December 31, 1996. The results of operations
for the nine months ended September 30, 1997 are not necessarily indicative of
the results to be expected for the full year.
7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Liquidity and Capital Resources
Liquidity management involves the matching of the cash flow
requirements of customers, who may be either depositors desiring to withdraw
funds or borrowers needing assurance that sufficient funds will be available to
meet their credit needs, and the ability of ABC Bancorp and its subsidiaries
(the "Company") to meet those needs. The Company strives to maintain an
adequate liquidity position by managing the balances and maturities of interest-
earning assets and interest-bearing liabilities so that the balance it has in
short-term investments (Federal funds sold) at any given time will adequately
cover any reasonably anticipated immediate need for funds. Additionally, the
subsidiary banks (the "Banks") maintain relationships with correspondent banks
which could provide funds to them on short notice, if needed.
The liquidity and capital resources of the Company is monitored on a
periodic basis by state and Federal regulatory authorities. As determined under
guidelines established by these regulatory authorities, the Banks' liquidity
ratios at September 30, 1997 were considered satisfactory. At that date, the
Banks' Federal funds sold were adequate to cover any reasonably anticipated
immediate need for funds. The Company is aware of no events or trends likely to
result in a material change in liquidity. At September 30, 1997, the Company's
and the Banks' capital asset ratios were considered adequate based on guidelines
established by regulatory authorities. During the nine months ended September
30, 1997, total capital increased $3.7 million to $66.7 million. This increase
in capital resulted from the retention of net earnings of $3.5 million (after
deducting dividends to shareholders of $1.9 million)and an increase of
approximately $190,000 in unrealized gains on securities available for sale, net
of taxes.
At September 30, 1997, ABC had binding commitments for capital
expenditures of approximately $360,000. The Company anticipates that
approximately $900,000 will be required for capital expenditures during the
remainder of 1997. Additional expenditures may be required for other mergers and
acquisitions. No additional mergers or acquisitions requiring cash are being
negotiated at present.
8
<PAGE>
Mergers and Acquisitions
The results of operations for the nine months ended September 30, 1997
and 1996 include the operations of the five wholly-owned subsidiary banks held
prior to 1996 and the operations of Central Bankshares, Inc., First National
Financial Corporation, and M & F Financial Corporation, which were acquired in
1996 in transactions that were accounted for as poolings of interests. The
results of operations for the nine months ended September 30,1997 and 1996, also
include the operations of Southland Bancorporation ("Southland"), acquired June
21, 1996, which transaction was accounted for as a purchase.
On July 17, 1997, the Company purchased the assets and assumed the
liabilities of the Douglas, Georgia banking center of NationsBank. Total assets
of $29.3 million were included in the transaction, with loans totaling $7.3
million. Total deposits of $29.3 million were assumed by ABC. The office will
be operated as an extension of Citizens Security Bank (formerly The Citizens
Bank of Tifton), the Company's wholly-owned subsidiary in Tifton, Georgia
("CSB"). The premium paid upon consummation of this transaction was $3.5
million, and will be recorded as an intangible asset on the books of CSB. The
Company injected $4.2 million additional capital into CSB in connection with
this transaction.
On August 31, 1997, CSB acquired 100% of the equity of Irwin Bankcorp, Inc.,
Ocilla, Georgia. The acquisition was accounted for as a pooling of interests.
Irwin had total assets of approximately $38 million, loans of approximately $17
million, deposits of approximately $31 million and equity of approximately $6
million. Irwin's wholly-owned subsidiary, The Bank of Ocilla, also became an
extension of CSB.
9
<PAGE>
Name Change
On July 18, 1997, ABC's subsidiary in Tifton, Georgia, changed its
name from The Citizens Bank of Tifton to Citizens Security Bank.
Results of Operations
The Company's results of operations are determined by its ability to
effectively manage interest income and expense, to minimize loan and investment
losses, to generate noninterest income and to control noninterest expense.
Since interest rates are determined by market forces and economic conditions
beyond the control of the Company, the ability to generate net interest income
is dependent upon the Banks' ability to obtain an adequate spread between the
rate earned on interest-earning assets and the rate paid on interest-bearing
liabilities. Thus, the key performance measure for net interest income is the
interest margin or net yield, which is taxable-equivalent net interest income
divided by average earning assets.
The primary component of consolidated earnings is net interest income,
or the difference between interest income on interest-earning assets and
interest paid on interest-bearing liabilities. The net interest margin is net
interest income expressed as a percentage of average interest-earning assets.
Interest-earning assets consist of loans, investment securities and Federal
funds sold. Interest-bearing liabilities consist of deposits and borrowings
such as Federal funds purchased, securities sold under repurchase agreements and
Federal Home Loan Bank advances. A portion of interest income is earned on tax-
exempt investments, such as state and municipal bonds. In an effort to state
this tax-exempt income and its resultant yields on a basis comparable to all
other taxable investments, an adjustment is made to analyze this income on a
taxable-equivalent basis.
10
<PAGE>
Comparison of Statements of Income
The net interest margin was 5.16% and 5.19% during the three months
ended September 30, 1997 and 1996, respectively, a decrease of 3 basis points.
The net interest margin was 5.30% and 5.23% during the nine months ended
September 30, 1997 and 1996, respectively, an increase of 7 basis points. These
variances are primarily attributable to fluctuations in the average rates
charged and fees earned on loans.
Net interest income on a taxable-equivalent basis was $8.2 million as
compared to $7.8 million during the three months ended September 30, 1997 and
1996, respectively, representing an increase of 5.13%. Net interest income on a
taxable-equivalent basis was $24.7 million as compared to $20.8 million during
the nine months ended September 30, 1997 and 1996, respectively, representing an
increase of 18.8%. The net interest income on a taxable-equivalent basis during
the nine months ended September 30, 1997 and 1996, includes approximately $4.2
million and $1.4 million, respectively, attributable to Southland.
The provision for loan losses is a charge to earnings in the current
period to replenish the allowance for loan losses and maintain it at the level
management determines is adequate. The provision for loan losses charged to
earnings amounted to $610,000 and $459,000 during the three months ended
September 30, 1997 and 1996 and $1,715,000 and $1,072,000 during the nine months
ended September 30, 1997 and 1996, respectively. The provision for loan losses
during the nine months ended September 30, 1997 and 1996, includes approximately
$280,000 and $77,000, respectively, attributable to Southland.
Following is a comparison of noninterest income for the three and nine
months ended September 30, 1997 and 1996 (dollars in thousands).
Three Months Ended
------------------
September 1997 September 1996
-------------- --------------
<TABLE>
<CAPTION>
<S> <C> <C>
Service charges on deposits $1,382 $1,535
Other service charges,
commissions & fees 544 220
Other income 8 187
------- ------
Total noninterest income
$1,934 $1,942
</TABLE> ====== ======
11
<PAGE>
<TABLE>
<CAPTION>
Nine Months Ended
-----------------
September 1997 September 1996
-------------- --------------
<S> <C> <C>
Service charges on deposits $3,969 $3,444
Other service charges,
commissions & fees 1,439 926
Other income 234 358
------ ------
Total noninterest income $5,642 $4,728
====== ======
</TABLE>
Total noninterest income for the nine months ended September 30, 1997 was
$914,000 higher than during the same period in 1996. Total noninterest income
for the nine months ended September 30, 1997 and 1996, includes approximately
$954,000 and $443,000, respectively, attributable to Southland.
Following is an analysis of noninterest expense for the three and nine
months ended September 30, 1997 and 1996 (dollars in thousands).
<TABLE>
<CAPTION>
Three Months Ended
------------------
September 30, 1997 September 30, 1996
----------------- ------------------
<S> <C> <C>
Salaries and employee benefits $ 3,800 $3,313
Occupancy and equipment expense 1,021 949
Deposit Insurance Premium 62 36
Data processing fees 138 777
Other expense 2,123 1,324
------- ------
Total noninterest expense $ 7,144 $6,399
======= ======
</TABLE>
<TABLE>
<CAPTION>
Nine Months Ended
---------------------
September 30, 1997 September 30, 1996
----------------- ------------------
<S> <C> <C>
Salaries and employee benefits $10,845 $8,336
Occupancy and equipment expense 2,904 2,297
Deposit insurance premium 194 93
Data processing fees 360 1,134
Other expense 5,717 3,800
------- -------
Total noninterest expense $20,020 $15,660
======= =======
</TABLE>
12
<PAGE>
Total noninterest expense for the nine months ended September 30, 1997 was
$4,360,000 higher than during the same period in 1996. Total noninterest
expense for the nine months ended September 30, 1997 and 1996, includes
approximately $3,320,000 and $1,160,000, respectively, attributable to
Southland.
Salaries and employee benefits for the nine months ended September 30,
1997, was $2,509,000 higher than during the same period in 1996. The increase
in salaries and employee benefits resulted from normal increases in salaries and
bonuses and the addition of several employees by the parent company, including
three senior executives.
Deposit insurance premiums for the nine months ended September 30, 1997 was
$101,000 higher than during the same period in 1996.
Data processing fees for the nine months ended September 30, 1997 were
$774,000 lower than during the same period in 1996. Other operating expense for
the nine months ended September 30, 1997 increased $1,917,000 as compared to the
same period in 1996.
Following is a condensed summary of net income during the three and nine
months ended September 30, 1997 and 1996 (dollars in thousands).
Three Months Ended
------------------
September 30, 1997 September 30, 1996
------------------ ------------------
<TABLE>
<CAPTION>
<S> <C> <C>
Net interest income $8,072 7,690
Provision for loan losses 610 459
Other income 1,934 1,942
Other expense 7,144 6,399
----- -----
Income before income
taxes 2,252 2,774
Applicable income taxes 724 923
----- -----
Net income $1,528 $1,851
</TABLE>
13
<PAGE>
<TABLE>
<CAPTION>
Nine Months Ended
-----------------
September 30, 1997 September 30, 1996
------------------- ------------------
<S> <C> <C>
Net interest income $24,195 $20,445
Provision for loan losses 1,715 1,072
Other income 5,642 4,728
Other expense 20,020 15,660
------ ------
Income before income
taxes 8,102 8,441
Applicable income taxes 2,691 2,733
Net income $5,411 $ 5,708
====== =======
</TABLE>
Net income decreased $297,000 or 5.2% to $5,411,000 for the nine
months ended September 30, 1997 as compared to $5,708,000 for the nine months
ended September 30, 1996. Net interest income of ABC and its subsidiaries
increased 3,750,000, offset by an increase in provision for loan losses of
$643,000 and an increase in all other noninterest expense of $4,360,000.
14
<PAGE>
Comparison of Balance Sheets
Total assets increased by $12.6 million, or 1.87%, to $685.4 million at
September 30, 1997 from $672.8 million at December 31, 1996.
Total earning assets increased by $21.5 million, or 3.61%, to $618.2
million at September 30, 1997 from $596.7 million at December 31, 1996.
Total loans, net of the allowance for loan losses, increased by $33.1
million, or 7.43%, to $478.7 million at September 30, 1997 from $445.6 million
at December 31, 1996.
Total deposits increased by $5.0 million, or .87%, to $582.9 million at
September 30, 1997 from $577.9 million at December 31, 1996. Approximately
13.43% and 15.06% of deposits were noninterest-bearing as of September 30, 1997
and December 31, 1996, respectively.
The allowance for loan losses represents a reserve for potential
losses in the loan portfolio. The adequacy of the allowance for loan losses is
evaluated quarterly based on a review of all significant loans, with a
particular emphasis on non-accruing, past due and other loans that management
believes require attention. Another factor used in determining the adequacy of
the reserve is management's judgment about factors affecting loan quality and
assumptions about the local and national economy.
The allowance for loan losses was 1.52% and 1.65% of total loans
outstanding at September 30, 1997 and December 31, 1996. Management considers
the allowance for loan losses as of September 30, 1997 adequate to cover
potential losses in the loan portfolio.
15
<PAGE>
Part II. Other Information
Item 3. Submission of Matters to a Vote of Securities Holders
There were no matters submitted to a vote of
securities holders during the quarter ended September 30, 1997.
Item 6. Exhibits and Reports on Form 8-K
A. Exhibits
Exhibits 27.1 Financial Data Schedule
B. During the quarterly period ended September 30, 1997, ABC filed a Current
Report on Form 8-K dated July 30, 1997. Such Current Report, which was filed
under Item 5 of Form 8-K, reported the resignation of the Company's Executive
Vice President, Chief Operating Officer and Director effective September 15,
1997.
16
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
Undersigned thereunto duly authorized:
ABC BANCORP
- ------------------- ------------------------------------
DATE W. EDWIN LANE, JR.
EXECUTIVE VICE PRESIDENT &
CHIEF FINANCIAL OFFICER
(Duly authorized officer and principal
financial/accounting officer)
17
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 30,446
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 2,560
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 97,396
<INVESTMENTS-CARRYING> 32,206
<INVESTMENTS-MARKET> 32,218
<LOANS> 486,081
<ALLOWANCE> 7,395
<TOTAL-ASSETS> 685,411
<DEPOSITS> 582,929
<SHORT-TERM> 21,982
<LIABILITIES-OTHER> 13,770
<LONG-TERM> 0
0
0
<COMMON> 7,525
<OTHER-SE> 59,205
<TOTAL-LIABILITIES-AND-EQUITY> 685,411
<INTEREST-LOAN> 37,159
<INTEREST-INVEST> 6,057
<INTEREST-OTHER> 317
<INTEREST-TOTAL> 43,533
<INTEREST-DEPOSIT> 17,973
<INTEREST-EXPENSE> 19,338
<INTEREST-INCOME-NET> 24,195
<LOAN-LOSSES> 1,715
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 20,020
<INCOME-PRETAX> 8,102
<INCOME-PRE-EXTRAORDINARY> 8,102
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,411
<EPS-PRIMARY> .75
<EPS-DILUTED> .75
<YIELD-ACTUAL> 5.30
<LOANS-NON> 9,486
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 9,486
<ALLOWANCE-OPEN> 7,273
<CHARGE-OFFS> 2,037
<RECOVERIES> 444
<ALLOWANCE-CLOSE> 7,395
<ALLOWANCE-DOMESTIC> 7,395
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 7,395
</TABLE>
