SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
For the period ended: June 30, 1995
NORTH FORK BANCORPORATION, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 36-315460
(State or other Jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
9025 ROUTE 25, MATTITUCK, NEW YORK 11952
(Address of principal executive offices) (Zip Code)
(516) 298-5000
(Registrant's telephone number, including area code)
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 ( )
Indicate the number of shares outstanding of each of
the issuer's classes of common stock, as of the latest
practicable date.
CLASSES OF COMMON STOCK NUMBER OF SHARES OUTSTANDING 8/07/95
$2.50 Par Value 24,749,168
<PAGE>
INDEX
PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
North Fork Bancorporation, Inc. and Subsidiaries
(1.) Consolidated Balance Sheets.
(2.) Consolidated Statements of Income.
(3.) Consolidated Statements of Cash Flows.
(4.) Consolidated Statements of Changes in Stockholders'
Equity.
(5.) Notes to Consolidated Financial Statements.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Not Applicable.
ITEM 2. CHANGES IN SECURITIES
Not Applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not Applicable.
<PAGE>
PART II. OTHER INFORMATION (continued)
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Registrant's Annual Meeting of Stockholders was held on
Tuesday, April 25, 1995. At the Annual Meeting the following
Nominees were elected to the Registrants' Board of Directors for
a period of three years:
<TABLE>
<S> <C> <C>
For Withheld
James F. Reeve 19,167,636 136,251
George H. Rowsom 19,166,499 137,388
Dr. Kurt R. Schmeller 19,165,901 137,986
Raymond W. Terry Jr. 19,129,145 174,742
</TABLE>
The following sets forth the names of those directors whose
term of office continued after the Registrant's Annual Meeting:
John Bohlsen
Malcolm J. Delaney
James H. Rich
Allan C. Dickerson
Lloyd A. Gerard
John Adam Kanas
ITEM 5. OTHER INFORMATION
Not Applicable
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
The following exhibits are submitted herewith:
(a) Exhibit # Description
(11) Statement Re: Computation of per share earnings.
(27) Financial Data Schedule
<PAGE>
<TABLE>
<S> <C> <C> <C>
Consolidated Balance Sheets June 30, 1995 Dec. 31,1994 June 30, 1994
(in thousands, except per share amounts) (unaudited) (unaudited)
Assets
Cash & Due from Banks $86,334 $67,168 $88,513
Interest Earning Deposits 969 748 512
Federal Funds Sold & Securities Purchased
under Agreements to Resell 19,000 - 92,700
Securities:
Held-to-Maturity 547,316 631,492 649,280
Available-for-Sale 271,978 141,805 352,429
Total Securities 819,294 773,297 1,001,709
Loans 1,888,841 1,831,466 1,798,779
Less: Unearned Income & Fees 18,474 17,429 18,735
Allowance for Loan Losses 52,003 50,069 55,029
Net Loans 1,818,364 1,763,968 1,725,015
Premises & Equipment, Net 39,772 39,168 39,644
Accrued Income Receivable 18,555 19,315 20,364
Other Real Estate 4,047 4,861 6,954
Other Assets 31,025 27,043 26,550
Excess of Cost over Fair Value
of Net Assets Acquired 21,473 22,208 22,943
Total Assets $2,858,833 $2,717,776 $3,024,904
Liabilities and Stockholders' Equity
Demand Deposits $407,098 $331,245 $284,007
Savings, N.O.W. & Money Market Deposits 1,124,776 1,325,628 1,392,909
Certificates of Deposits in
Amounts of $100,000 & Over 131,622 71,978 54,664
Other Time Deposits 761,394 614,036 604,068
Total Deposits 2,424,890 2,342,887 2,335,648
Federal Funds Purchased & Securities
Sold Under Agreements to Repurchase 47,625 20,000 325,582
Other Borrowings 10,000 50,000 40,308
Senior Notes Payable 25,000 25,000 25,000
Accrued Interest & Other Expenses 21,320 19,770 15,228
Purchased Security Liability 35,889 - 19,800
Other Liabilities 8,244 5,196 20,211
Total Liabilities $2,572,968 $2,462,853 $2,781,777
Stockholders' Equity
Preferred Stock, par value $1.00;
authorized 10,000,000 shares,
unissued - - -
Common stock, par value $2.50; authorized
50,000,000 shares; issued & outstanding
24,696,910, 23,049,187, 22,599,648
shares at the periods ending, respectively 61,742 57,623 56,499
Additional Paid in Capital 100,137 94,526 92,490
Retained Earnings 123,728 106,186 99,438
Unrealized Gain/( Loss) on Securities
Available-for-Sale, net of taxes 1,957 (2,871) (4,583)
Deferred Compensation (1,081) (514) (710)
Treasury Stock at cost; 35,185, 1,945,
487 shares at the periods
ending, respectively (618) (27) (7)
Total Stockholders' Equity 285,865 254,923 243,127
Total Liabilities and Stockholders'
Equity $2,858,833 $2,717,776 $3,024,904
</TABLE>
<PAGE>
<TABLE>
Consolidated Statements of Income (Unaudited)
(in thousands, except per share amounts)
Three Months Ended Six Months Ended
<S> <C> <C> <C> <C>
June 30, June 30, June 30, June 30,
Interest Income 1995 1994 1995 1994
Loans (including fee income) $42,782 $36,532 $83,239 $71,911
Interest Earning Deposits 20 2 54 4
Federal Funds Sold & Securities Purchased
Under Agreements to Resell 386 732 543 1,021
Mortgage-Backed Securities 9,710 10,474 18,806 20,354
U.S. Treasury & Government Agency Securities 1,134 2,452 2,386 4,557
State & Municipal Obligations 653 545 1,341 989
Other Securities 382 388 703 580
Total Interest Income 55,067 51,125 107,072 99,416
Interest Expense
Savings, N.O.W. & Money Market Deposits 7,020 7,697 14,474 15,418
Certificates of Deposit, $100,000 and Over 1,996 544 3,499 1,116
Other Time Deposits 10,254 5,624 18,359 11,387
Short-Term Borrowings 517 3,339 886 5,750
Long-Term Borrowings 725 737 1,447 1,516
Total Interest Expense 20,512 17,941 38,665 35,187
Net Interest Income 34,555 33,184 68,407 64,229
Provision for Loan Losses 2,000 1,200 4,000 2,900
Net Interest Income after
Provision for Loan Losses 32,555 31,984 64,407 61,329
Non-Interest Income
Fees & Service Charges on Deposit Accounts 2,757 2,854 5,373 5,557
Trust & Investment Management Fees 466 416 901 851
Mortgage Banking Operations 642 561 1,271 1,254
Net Securities Gains/(Losses) 50 23 148 (54)
Other Operating Income 1,388 725 2,763 1,863
Total Non-Interest Income 5,303 4,579 10,456 9,471
Non-Interest Expense
Salaries & Employee Benefits 8,079 8,918 16,235 17,567
Occupancy 1,598 1,667 3,269 3,401
Equipment 1,116 1,349 2,296 2,692
FDIC Insurance Premiums 1,311 1,421 2,622 2,842
Other Real Estate 63 1,801 311 3,847
Prepayment Charge Senior Note Retirement - 876 - 876
Amortization of Excess of Cost Over
Fair Value of Net Assets Acquired 367 367 735 735
Other Operating Expenses 4,267 4,298 8,570 8,521
Total Non-Interest Expense 16,801 20,697 34,038 40,481
Income Before Income Taxes 21,057 15,866 40,825 30,319
Provision for Income Taxes 8,827 6,376 17,095 12,058
Net Income $12,230 $9,490 $23,730 $18,261
Per Share:
Net Income $0.50 $0.40 $0.98 $0.77
Cash Dividends $0.125 $0.075 $0.250 $0.150
</TABLE>
<PAGE>
<TABLE>
Consolidated Statement of Cash Flows (Unaudited)
<S> <C> <C>
Six Months Ended June 30, 1995 1994
(in thousands)
Cash Flows from Operating Activities:
Net Income $23,730 $18,261
Adjustments to Reconcile Net Income to
Net Cash Provided by Operating Activities:
Provision for Loan Losses 4,000 2,900
Provision for Losses on Real Estate Acquired in
Settlement of Loans 203 2,386
Depreciation and Amortization 2,236 2,856
Amortization of Excess of Cost Over Fair Value of
Net Assets Acquired 735 735
Accretion of Discounts and Net Deferred Loan Fees (1,736) (1,381)
Amortization of Premiums 1,982 5,194
Net Securities (Gains)/Losses (148) 54
Other, Net (2,142) (750)
Net Cash Provided by Operating Activities 28,860 30,255
Cash Flows from Investing Activities:
Maturities, Calls and Principal Repayments on
Securities Held-to-Maturity 85,327 103,372
Purchases of Securities Held-to-Maturity (2,536) (234,886)
Proceeds from Sales of Securities Available-for-Sale 56,581 64,739
Maturities, Calls and Principal Repayments on
Securities Available-for-Sale 21,996 123,570
Purchases of Securities Available-for-Sale (164,573) (70,167)
Loans Originated and Principal Repayments
on Loans and Other Real Estate Owned, Net (63,985) (66,494)
Proceeds from Sales of Real Estate Acquired
in Settlements of Loans 4,146 4,640
Proceeds from the Sale of Loans 3,568 21,947
Purchases of Premises and Equipment, Net (2,737) (1,324)
Net Cash Used in Investing Activities (62,213) (54,603)
Cash Flows from Financing Activities:
Net Increase/(Decrease) in Deposits 82,003 (10,720)
Net (Decrease)/Increase in Short-Term
and Other Borrowings (12,375) 95,113
Proceeds from the Issuance of Senior Note Payable - 25,000
Repayment of Senior Note Payable - (20,000)
Purchase of Treasury Shares (1,265) (15)
Common Stock Issued for Cash 8,787 1,106
Dividends Paid to Shareholders (5,410) (2,688)
Net Cash Provided by Financing Activities 71,740 87,796
Net Increase in Cash and Cash Equivalents 38,387 63,448
Metro Activity for the Three Months
Ended December 31, 1993 - 356
Cash and Cash Equivalents at
Beginning of the Quarter 67,916 117,921
Cash and Cash Equivalents at End of the Quarter $106,303 $181,725
<PAGE>
Consolidated Statement of Cash Flows (Unaudited), Continued
Six Months Ended June 30, 1995 1994
Supplemental Disclosures of
Cash Flow Information:
(in thousands)
Cash Paid During the Period for:
Interest Expense $31,474 $34,318
Income Taxes $19,781 $12,788
Supplemental Schedule of Noncash Investing
and Financing Activities:
Securities Transferred to Available-for-Sale
Upon Adoption of SFAS 115 - $275,200
Real Estate Acquired in Settlement of Loans $3,683 $483
Loans to Facilitate the Sale of Other Real Estate $3,427 $4,879
During the period the Registrant purchased
various investment securities which settled
in the subsequent month $35,889 $19,800
</TABLE>
<PAGE>
<TABLE>
Consolidated Statements of Changes in Stockholders' Equity
(Unaudited)
(in thousands, except per share amounts)
<S> <C> <C> <C> <C> <C> <C> <C>
Addit'l Unrealized
Common Paid in Retained Securities Deferred Treasury
Stock Capital Earnings Gains/(Losses) Comp Stock Total
Balance, December 31, 1993 $56,114 $91,473 $79,623 $- ($899) ($1) $226,310
Unrealized Gain on Securities
Available-for-Sale,
net of taxes at January 1, 1994 - - - 2,241 - - 2,241
Net Income - - 18,261 - - - 18,261
Cash Dividends (The Registrant
$0.15 per share) - - (2,133) - - - (2,133)
Cash Dividends ( Metro Pre-Merger
$0.63 per share) (1) - - (3,212) - - - (3,212)
Sale of Common Stock (65,245 shares) 200 576 - - - - 776
Exercise of Warrants (69,000 shares) 172 152 - - - - 324
Deferred Compensation Activity:
Restricted Stock Awards
(10,000 shares) 13 55 - - (122) 67 13
Removal of Restrictions
Accelerated Regarding
Restricted Stock Awards
(1,000 shares) - - - - 4 - 4
Amortization of Restricted
Stock Awards - - - - 115 - 115
Forfeiture of Restricted
Stock Awards (4,334 shares) - (12) - - 29 (58) (41)
Amortization of Other Deferred
Compensation Plans - 246 62 - 163 - 471
Purchase of Treasury Stock
(1,080 shares) - - - - - (15) (15)
Metro Net Income for the
Three Months Ended
December 31, 1993 (1) - - 6,837 - - - 6,837
Adjustment to Unrealized
Gain/(Loss) on Securities
Available-for-Sale, net of taxes - - - (6,824) - - (6,824)
Balance, June 30, 1994 56,499 92,490 99,438 (4,583) (710) (7) 243,127
Balance, December 31, 1994 57,623 94,526 106,186 (2,871) (514) (27) 254,923
Net Income - - 23,730 - - - 23,730
Cash Dividends ($0.25 per share) - - (6,188) - - - (6,188)
Sale of Common Stock (659,866 shares) 1,649 2,411 - - - - 4,060
Exercise of Warrants (987,857 shares) 2,470 3,138 - - - - 5,608
Deferred Compensation Activity:
Restricted Stock Awards
(51,800 shares) - 59 - - (907) 848 -
Amortization of Restricted
Stock Awards - - - - 101 - 101
Forfeiture of Restricted Stock
Awards (12,002 shares) - 3 - - 33 (174) (138)
Amortization of Other Deferred
Compensation Plans - - - - 206 - 206
Purchase of Treasury Stock (73,038 shares) - - - - - (1,265) (1,265)
Adjustment to Unrealized Gain/(Loss)
on Securities
Available-for-Sale, net of taxes - - - 4,828 - - 4,828
Balance, June 30, 1995 61,742 100,137 123,728 1,957 (1,081) (618) 285,865
</TABLE>
(1) See "Note 2 - Business Combinations" of the Registrant's
1994 Annual Report on From 10-K for further discussion of this
transaction.
<PAGE>
North Fork Bancorporation, Inc.
and Subsidiaries
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
June 30, 1995 and 1994
General
The consolidated financial statements of North Fork
Bancorporation, Inc. (the "Registrant"), a bank holding company,
and its subsidiaries, have been prepared in conformity with
generally accepted accounting principles and prevailing
practices within the financial services industry.
On November 30, 1994, Metro Bancshares Inc. ("Metro"), the
Parent Company of Bayside Federal Savings Bank ("Bayside") was
merged with and into the Registrant. The merger was accounted
for as a pooling-of-interests and, as a result, the Registrant's
consolidated financial statements have been retroactively
restated for all reporting periods to include the consolidated
accounts of Metro.
The Registrant's previously reported components of consolidated
income and the amounts reflected in the accompanying
consolidated statements of income for the three and six months
ended June 30,1994, are as follows:
<TABLE>
<S> <C> <C>
Three Months Six Months
(in thousands) Ended Ended
Net Interest Income
As Previously Reported $21,826 $41,892
Metro 11,358 22,337
Combined $33,184 $64,229
Net Income
As Previously Reported $6,074 $11,587
Metro 3,416 6,674
Combined $9,490 $18,261
</TABLE>
Metro's reporting period had been as of and for the year ended
September 30, whereas the Registrant utilizes a calendar year
basis. Metro's results for 1994 have been conformed to the
calendar year reporting of the Registrant. See "Note 2 Business
Combinations" of the Registrant's 1994 Annual Report to
Shareholders for further discussion of this transaction.
In the opinion of management, all significant intercompany
accounts and transactions have been eliminated in consolidation.
In addition, all adjustments necessary for a fair presentation
of the consolidated financial position, results of operations
and cash flows of the Registrant for the interim periods have
been made. All such adjustments are of a normal and recurring
nature. These statements should be read in conjunction with the
Registrant's summary of significant accounting policies which
are incorporated herein by reference in its 1994 Annual Report
on Form 10-K.
Results of operations for the three and six months ended June
30, 1995 are not necessarily indicative of the results of
operations which may be expected for the full year 1995 or any
other interim periods.
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
RECENT ACCOUNTING DEVELOPMENTS:
Accounting by Creditors for Impairment of a Loan:
Statement of Financial Accounting Standards No. 114, ("SFAS
114"), as amended by Statement of Financial Accounting Standards
No. 118, "Accounting by Creditors for Impairment of a
Loan-Income Recognition and Disclosures" ("SFAS 118")
The Registrant adopted SFAS 114, as amended by SFAS 118
(collectively referred to as "the Statement"), effective January
1, 1995. The Statement requires that the measurement of
impaired loans be based on the present value of expected future
cash flows discounted at the loans effective interest rate or,
as a practical expedient, at the loan's observable market price
or the fair value of the collateral, if the loan is collateral
dependent.
Additionally, the Statement amends the accounting for loans
previously classified as in-substance foreclosures. Under
previous guidance, when a loan met the criteria of an
in-substance foreclosure, the creditor was required to account
for the loan and any future transactions as if they had received
the collateral in full satisfaction of the debt. However, the
Statement requires that a creditor shall measure impairment
based on the fair value of the collateral when a creditor
determines that foreclosure is probable. In these situations,
the creditor is required to continue to carry the asset as a
loan rather than reclassify it to Other Real Estate. As a
result, $8.2 million and $10.6 million of loans previously
reported as in-substance foreclosures at December 31, 1994 and
June 30, 1994, respectively, have been reclassified from Other
Real Estate to loans in the accompanying Balance Sheets. All
financial ratios contained within this document affected by this
reclassification have been restated for comparability purposes.
The Registrant, as part of its methodology in assessing the
adequacy of its allowance for loan losses, had previously
measured loan impairment in accordance with the methods
prescribed by the Statement. Accordingly, adoption of this
Statement had no material adverse effect on the level of the
Registrant's allowance for loan losses or on its financial
results for the three and six month periods ended June 30, 1995.
In addition, the adoption of the Statement has not had a
material adverse impact on the Registrant's interest income
recognition policy.
Accounting for the Impairment of Long-Lived Assets and for
Long-Lived Assets to be Disposed of : Financial Statement of
Accounting Standards No. 121, ("SFAS 121")
In March 1995, the Financial Accounting Standards Board issued
SFAS 121. This Statement establishes the accounting and
reporting standards for the recognition of impairment on
long-lived assets, certain identifiable intangibles, and
goodwill related to those assets.
SFAS 121 requires that an entity review long-lived assets and
certain unidentifiable intangibles for impairment whenever
events or changes in circumstances indicate that the carrying
amount of an asset may not be recoverable. In these situations,
an entity is required to recognize an impairment loss if the sum
of the estimated future cash flows, on an undiscounted basis, is
less than the carrying amount of the asset.
SFAS 121 is effective for fiscal years beginning after
December 15, 1995 however, earlier application is encouraged.
The Registrant is currently assessing the financial implications
of implementing SFAS 121 and believes that its adoption will not
have a material adverse effect on its financial condition or
results of operations.
Accounting for Mortgage Servicing Rights :
Statement of Financial Accounting Standards No. 122, ("SFAS
122")
In May 1995, the Financial Accounting Standards Board issued
SFAS 122 . This Statement amends certain provisions of SFAS 65,
"Accounting for Certain Mortgage Banking Activities," requiring
an entity to capitalize the rights to service mortgage loans
for others, whether those rights are acquired through loan
origination activities or purchased from others.
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
RECENT ACCOUNTING DEVELOPMENTS (continued):
Additionally, SFAS 122 requires an entity to assess its
capitalized mortgage servicing rights for impairment based on
the fair value of those rights.
SFAS 122 is effective for fiscal years beginning after December
15, 1995 however, earlier application is encouraged. The
Registrant is currently assessing the financial implications of
implementing SFAS 122 and believes that it will not have a
material adverse effect on its financial condition or results of
operations.
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Earnings Summary
North Fork Bancorporation, Inc. (the "Registrant") recognized
net income of $23.7 million, or $.98 per share for the first six
months of 1995, as compared with net income of $18.3 million, or
$.77 per share earned in 1994. Return on average total assets
was 1.72% and the return on average stockholders' equity was
17.77% for the first six months of 1995. Return on average
total assets was 1.24% and the return on average stockholders'
equity was 15.46% for the comparable prior year period.
Net income for the quarter ended June 30, 1995 was $12.2
million, or $.50 per share, as compared with net income of $9.5
million, or $.40 per share earned in 1994 . Return on average
total assets was 1.73% and the return on average stockholders'
equity was 17.77% for the 1995 second quarter. Return on average
total assets was 1.27% and the return on average stockholders'
equity was 15.81% for the comparable prior year period.
The improvement in the Registrant's 1995 second quarter
results, when compared with the comparable prior year period, is
attributable to a $1.4 million increase in net interest income,
a $.7 million increase in non-interest income, and a $3.9
million decrease in non-interest expense. This activity was
partially offset by a $.8 million increase in the provision for
loan losses and a $2.5 million increase in the provision for
income taxes.
Net Interest Income
Net interest income, which represents the difference between
interest earned on interest earning assets and interest incurred
on interest bearing liabilities, is the Registrant's primary
source of earnings. Net interest income is affected by the
level and composition of interest earning assets and interest
incurred on interest bearing liabilities, as well as changes in
market interest rates.
Net interest income, on a fully taxable equivalent basis,
increased $1.4 million, or 4.2%, to $35.1 million for the second
quarter of 1995, when compared to $33.6 million for the
comparable prior year period. The components of this increase
include a $4.0 million increase in interest income, on a fully
taxable equivalent basis, partially offset by a $2.6 million
increase in interest expense.
Interest income, on a fully taxable equivalent basis,
aggregated $55.6 million for the 1995 second quarter compared to
$51.6 million for the same period of 1994 . The yield on
interest earning assets, on a fully taxable equivalent basis,
increased to 8.33% in the 1995 second quarter as compared to
7.24% in the 1994 comparable period. This increase is
attributable to (a) multiple increases in the prime rate of
interest throughout 1994 and the first quarter of 1995, (b) the
impact of higher market interest rates on the Registrant's rate
sensitive assets, and (c) a change in composition of interest
<PAGE>
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Net Interest Income (continued)
earning assets to higher yielding loans, from short term
investment securities. These factors were partially offset by a
$182 million decline in the level of interest earning assets to $2.67
billion during the second quarter of 1995 when compared to $2.86
billion for the comparable period of 1994.
Average loans increased $100.0 million to $1.86 billion for the
second quarter of 1995 when compared to $1.76 billion during the
same prior year period.
Average securities declined $225.7 million to $778 million for
the second quarter of 1995 when compared to $1.0 billion during
the same prior year period.
The decline in the level of interest earning assets is a result
of the Registrant's strategy to reduce its reliance on
short-term borrowings, principally repurchase agreements and
short-term Federal Home Loan Bank advances, through the
liquidation of certain securities classified as
available-for-sale combined with maturities of certain
securities. This strategy, which was implemented during the
latter half of 1994, was in response to increases in short-term
interest rates and a flattening of the yield curve.
Interest expense increased to $20.5 million for the 1995 second
quarter, reflecting a 3.89% cost of funds, as compared to $17.9
million, or an effective cost of funds of 2.96%, for the
comparable prior year period. The increase in interest expense
period-over-period is attributable to the (a) impact of higher
market interest rates on the Registrant's overall cost of funds
and (b) shift in interest bearing customer deposits to higher
yielding time deposit accounts. These factors were partially
offset by a $319 million decline in the level of average
interest bearing liabilities to $2.1 billion during the second
quarter of 1995 as compared to $2.4 billion for the comparable
prior year period.
Similarly, as a result of the aforementioned strategy, interest
incurred on short-term borrowings declined $2.8 million to $.5
million in the second quarter of 1995 when compared to $3.3
million in the 1994 comparable period . The Registrant
reduced the level of average short term borrowings by $280.7
million to $44.9 million for the second quarter of 1995, as
compared to the amount outstanding during the comparable prior
year period.
The average interest rate paid on total interest bearing
deposits rose to 3.80% during the second quarter of 1995 from
2.68% during the second quarter of 1994. As a result, interest
incurred on total interest bearing deposits increased $5.4
million to $19.3 million in the second quarter of 1995 when
compared to the comparable period of 1994. Average Savings,
N.O.W. and Money Market deposits declined $276 million to $1.136
billion for the 1995 second quarter as compared to $1.403
billion for the comparable prior year period, while, average
Time deposits increased $227.8 million to $898.9 million for the
1995 second quarter as compared to $671.1 million for the
comparable prior year period. This increase in deposit funding
costs during the above referenced periods was partially offset
by a reduction in the level of average interest bearing
deposits.
Conversely, average demand deposits increased $109.0 million or
37.6% to $398.8 million for the 1995 second quarter as compared
to $289.8 million for the comparable prior year period. Demand
deposits comprised 16.8% of total deposits at June 30, 1995 as
compared to 12.2% at June 30, 1994. The increase in demand
deposits is reflective of the ongoing success in converting the
former Bayside thrift branches into full-service commercial bank
outlets and greater penetration in the markets it serves.
The following table sets forth a summary analysis of the
relative impact on net interest income of changes in the average
volume of interest earning assets and interest bearing
liabilities and changes in average rates on such assets and
<PAGE>
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Net Interest Income (continued)
liabilities. Due to the numerous simultaneous volume and rate
changes during the period analyzed, it is not possible to
precisely allocate changes between volumes and rates. For
presentation purposes, changes which are not solely due to
volume changes or rate changes have been allocated to these
categories based on the respective percentage changes in average
volume and average rates as they compare to each other. In
addition, average interest earning assets include non-accrual
loans.
<TABLE>
Six Months Ended Three Months Ended
For the Periods Ended June 30, 1995 vs. 1994 1995 vs. 1994
<S> <C> <C> <C> <C> <C> <C>
(in thousands ) Change in Change in
Average Average Net Interest Average Average Net Interest
Volume Rate Income Volume Rate Income
INTEREST INCOME FROM EARNING ASSETS:
Interest Earning Deposits 3 47 50 - 18 18
Taxable Securities (4,312) 2,317 (1,995) (1,661) 361 (1,300)
Non-Taxable Municipals 203 311 514 9 143 152
Mortgage-Backed Securities (7,785) 6,237 (1,548) (1,738) 974 (764)
Taxable Loans, including
non-accrual loans 3,885 7,525 11,410 2,125 4,155 6,280
Non-Taxable Loans (106) (28) (134) (39) (7) (46)
Federal Funds Sold and Securities
Purchased Under Agreements to Resell (1,765) 1,287 (478) (655) 309 (346)
Total Interest Earning Assets (9,877) 17,696 7,819 (1,959) 5,953 3,994
INTEREST EXPENSE ON LIABILITIES:
Total Savings and Time Deposits (937) 9,348 8,411 932 4,473 5,405
Short-Term Borrowings (8,751) 3,887 (4,864) (3,187) 365 (2,822)
Long-Term Borrowings 302 (371) (69) 22 (34) (12)
Total Interest Expense (9,386) 12,864 3,478 (2,233) 4,804 2,571
Net Change in Net Interest Income (491) 4,832 4,341 274 1,149 1,423
</TABLE>
The above table has been prepared on a taxable equivalent basis
<PAGE>
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Net Interest Income (continued)
The following tables present an analysis of net interest income
by each major category of interest earning assets and interest
bearing liabilities for the six and three month periods ended
June 30, 1995 and 1994, respectively:
<TABLE>
ANALYSIS OF NET INTEREST INCOME
Six Months Ended
June 30, 1995 June 30, 1994
<S> <C> <C> <C> <C> <C> <C>
Average Average Average Average
Balance Interest Rate Balance Interest Rate
(dollars in thousands )
INTEREST EARNING ASSETS:
Interest Earning Deposits $1,522 $54 7.15% $1,012 $4 0.80%
Taxable Securities 107,901 3,223 6.02% 208,162 5,218 5.05%
Non-Taxable Municipals 59,345 2,038 6.93% 52,806 1,524 5.82%
Mortgage-Backed Securities 597,915 18,806 6.34% 742,821 20,354 5.53%
Taxable Loans, net of unearned
income & fees 1,844,192 82,886 9.06% 1,752,152 71,476 8.23%
Non-Taxable Loans 8,305 555 13.48% 9,880 689 14.06%
Federal Funds Sold and Securities
Purchased Under Agreements to Resell 18,353 543 5.97% 62,060 1,021 3.32%
Total Interest Earning Assets 2,637,533 108,105 8.27% 2,828,893 100,286 7.15%
Allowance for Loan Losses (51,163) (56,661)
Cash and Due from Banks 84,074 82,964
Other Non-Interest Earning Assets 113,263 122,685
Total Assets $2,783,707 $2,977,881
INTEREST BEARING LIABILITIES:
Savings, N.O.W & Money Market Deposits 1,189,892 14,474 2.45% 1,391,414 15,418 2.23%
Time Deposits 849,979 21,858 5.19% 692,805 12,503 3.64%
Total Savings and Time Deposits 2,039,871 36,332 3.59% 2,084,219 27,921 2.70%
Short-Term Borrowings 36,060 886 4.95% 302,641 5,750 3.83%
Long-Term Borrowings 35,000 1,447 8.34% 31,989 1,516 9.56%
Total Interest Bearing Liabilities 2,110,931 38,665 3.69% 2,418,849 35,187 2.93%
Rate Spread 4.57% 4.22%
Non-Interest Bearing Deposits 370,219 284,309
Other Non-Interest Bearing Liabilities 33,206 36,601
Total Liabilities 2,514,356 2,739,759
Stockholders' Equity 269,351 238,122
Total Liabilities and
Stockholders' Equity $2,783,707 $2,977,881
Net Interest Income and
Net Interest Margin 69,440 5.31% 65,099 4.64%
Less: Tax Equivalent Basis Adjustment (1,033) (870)
Net Interest Income $68,407 $64,229
</TABLE>
The above table has been prepared on a taxable equivalent basis
<PAGE>
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Net Interest Income (continued)
<TABLE>
ANALYSIS OF NET INTEREST INCOME
Three Months Ended
June 30, 1995 June 30, 1994
<S> <C> <C> <C> <C> <C> <C>
Average Average Average Average
Balance Interest Rate Balance Interest Rate
(dollars in thousands )
INTEREST EARNING ASSETS:
Interest Earning Deposits $1,496 $20 5.36% $1,561 $2 0.51%
Taxable Securities 103,591 1,580 6.12% 215,444 2,880 5.36%
Non-Taxable Municipals 57,856 995 6.90% 57,261 843 5.91%
Mortgage-Backed Securities 616,770 9,710 6.31% 731,192 10,474 5.75%
Taxable Loans, net of unearned
income & fees 1,860,774 42,608 9.18% 1,762,383 36,328 8.27%
Non-Taxable Loans 8,115 275 13.59% 9,273 321 13.88%
Federal Funds Sold and Securities
Purchased Under Agreements to Resell 25,922 386 5.97% 79,904 732 3.67%
Total Interest Earning Assets 2,674,524 55,574 8.33% 2,857,018 51,580 7.24%
Allowance for Loan Losses (51,316) (56,013)
Cash and Due from Banks 86,795 83,500
Other Non-Interest Earning Assets 119,842 114,186
Total Assets $2,829,845 $2,998,691
INTEREST BEARING LIABILITIES:
Savings, N.O.W &
Money Market Deposits 1,135,721 7,020 2.48% 1,403,075 7,697 2.20%
Time Deposits 898,905 12,250 5.47% 671,148 6,168 3.69%
Total Savings and Time Deposits 2,034,626 19,270 3.80% 2,074,223 13,865 2.68%
Short-Term Borrowings 44,929 517 4.62% 325,690 3,339 4.11%
Long-Term Borrowings 35,000 725 8.31% 33,956 737 8.71%
Total Interest Bearing Liabilities 2,114,555 20,512 3.89% 2,433,869 17,941 2.96%
Rate Spread 4.44% 4.28%
Non-Interest Bearing Deposits 398,844 289,803
Other Non-Interest Bearing Liabilities 40,436 34,237
Total Liabilities 2,553,835 2,757,909
Stockholders' Equity 276,010 240,782
Total Liabilities and
Stockholders' Equity $2,829,845 $2,998,691
Net Interest Income and
Net Interest Margin 35,062 5.26% 33,639 4.72%
Less: Tax Equivalent Basis Adjustment (507) (455)
Net Interest Income $34,555 $33,184
</TABLE>
The above table has been prepared on a taxable equivalent basis
<PAGE>
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Non-Interest Income
Non-interest income, exclusive of net securities gains, was
$5.3 million for the 1995 second quarter, as compared with $4.6
million for the comparable prior year period. The increase is
primarily attributable to a $.7 million increase in other
operating income which resulted from (a) the receipt of $300
thousand in interest not related to loans or securities and (b)
continued emphasis on delivering expanded fee based products
and services to meet the needs of our customers.
Non-Interest Expense
Non-interest expense declined $3.9 million, or 18.8%, to $16.8
million during the 1995 second quarter when compared to $20.7
million during the comparable prior year period. This reduction
is attributable to a $1.7 million decrease in other real estate
expenses, and a $2.2 million reduction in general and
administrative expenses, resulting from the post-merger
integration of operations and the achievement of other
efficiencies associated with the combination of certain product
lines.
The Registrant's core efficiency ratio, which represents the
ratio of non-interest expense, net of other real estate expenses
and other non-recurring charges, to net interest income, on a
tax equivalent basis, and non-interest income net of securities
gains and losses, improved to 41.52% for the three months ended
June 30, 1995 compared with 47.18% for the comparable prior
year period. The core efficiency ratio for the first six months
of 1995 was 42.29%. This achievement occurred as core operating
expense levels declined while net interest income and
non-interest income improved.
Income Taxes
The Registrant provides for income taxes under the asset and
liability method. Under this method, the Registrant is required
to establish deferred tax assets and liabilities for the
temporary differences between the financial reporting basis and
the tax basis of the Registrant's assets and liabilities at the
enacted tax rates expected to be in effect when such amounts are
realized or settled. A valuation allowance is to be established
to reduce the deferred tax asset if it is "more likely than not"
that some or all of the deferred tax asset will not be realized.
The Registrant's effective tax rate was 41.9% for the first
quarter of 1995, as compared to 40.2% for the comparable prior
year period. The increase in the effective tax rate is
primarily attributable to the Registrant recognizing a decrease
in the deferred tax valuation allowance during 1994.
<PAGE>
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Asset Quality
The Registrant's loan portfolio is principally located in the
metropolitan New York area. The risk inherent in this portfolio
is dependent not only upon regional and general economic
stability which affects property values, but also the financial
well-being and creditworthiness of the borrowers. The portfolio
is concentrated in real estate related loans, comprising 83.1%
of the portfolio at June 30 1995.
The following table delineates the composition of the
Registrant's loan portfolio for the period indicated (in
thousands):
<TABLE>
<S> <C> <C> <C>
June 30, 1995 Dec. 31, 1994 June 30, 1994
Mortgage Loans-Residential 579,663 598,711 617,480
Mortgage Loans-Multi-family 590,067 524,167 466,809
Mortgage Loans-Commercial 352,691 340,157 343,690
Commercial & Industrial 225,046 241,544 241,350
Consumer Loans 93,869 72,098 65,377
Land Loans 34,746 39,312 42,058
Mortgage Loans-Construction 12,759 15,477 22,015
TOTAL 1,888,841 1,831,466 1,798,779
</TABLE>
Non-performing assets, which include loans ninety days past due
and still accruing, non-accrual loans and other real estate,
declined $5.7 million to $41.3 million at June 30, 1995 when
compared to $46.9 million at December 31, 1994 and declined
$14.7 million when compared to $56.0 at June 30, 1994.
Non-performing assets represent 1.44% of total assets at June
30, 1995 comparing favorably to 1.73% at December 31, 1994 and
1.85% at June 30, 1994.
The components of non-performing assets are delineated in the
table below (in thousands):
<TABLE>
<S> <C> <C> <C>
June 30, 1995 Dec. 31, 1994 June 30, 1994
Loans 90 Days Past Due
& Still Accruing $ 1,367 $ 1,597 $ 2,507
Non-Accrual Loans 35,846 40,516 46,499
Non-Performing Loans 37,213 42,113 49,006
Other Real Estate Owned 4,047 4,861 6,954
Non-Performing Assets 41,260 46,974 55,960
Restructured, Accruing Loans $41,869 $37,044 $37,710
</TABLE>
The adoption of SFAS 114 did not effect the level of
non-performing assets as loans previously classified as
in-substance foreclosures, and contained within the other real
estate caption, are now classified within the non-accrual loans
caption. For a further discussion, refer to the Recent
Accounting Developments section of this report. Additionally,
as of June 30, 1995, the weighted average yield on restructured
, accruing loans was 7.66%.
The provision for loan losses increased $.8 million to $2.0
million for the 1995 second quarter, from $1.2 million in the
comparable prior year period. Net charge-offs aggregated $.6
million, or .14% of average loans, net of unearned income, on an
annualized basis, for the 1995 second quarter, as compared with
$2.0 million, or .46% of average loans, net of unearned income,
on an annualized basis, for the 1994 second quarter. The
allowance for loan losses at June 30, 1995 was $52.0 million, or
139.7% of non-performing loans, and 2.78% of loans, net of
unearned income. The allowance for loan
<PAGE>
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Asset Quality (continued)
losses at December 31, 1994 was $50.1 million, or 118.9% of
non-performing loans, and 2.76% of loans, net of unearned
income. The allowance for loan losses at June 30, 1994 was
$55.0 million, or 112.3% of non-performing loans and 3.09% of
loans, net of unearned income.
Management determines what it deems to be the appropriate level
of the Registrant's allowance for loan losses on an ongoing
basis by reviewing individual loans within, as well as the
composition of and trends in the loan portfolio. Management
considers, among other things, concentrations within segments of
the loan portfolio, delinquency trends, as well as recent
charge-off experience and third party evidentiary matter (such
as appraisals) when assessing the degree of credit risk in the
portfolio. Various appraisals and estimates of current value
influence the estimation of the required allowance at any point
in time. While management uses available information to provide
for possible loan losses, future additions to the allowance may
be necessary based on future changes in economic conditions. In
addition, various regulatory agencies, as an integral part of
their examination process, periodically review the Registrant's
bank subsidiary's allowance for loan losses. Such agencies may
require the Registrant to recognize additions to the allowance
based on their judgment of information available to them at the
time of their examinations which may not be available now.
Based on current economic conditions, management considers the
allowance at June 30, 1995 adequate to cover the possible risk
of loss in the loan portfolio.
Securities
A) Held-to-Maturity Securities
Held-to-Maturity Securities are debt securities that the
Registrant has the positive intent and ability to hold to
maturity and are stated at amortized cost. At June 30, 1995,
Securities Held-to-Maturity consisted of the following (in
thousands):
<TABLE>
<S> <C> <C> <C> <C>
Gross Gross
Amortized Unrealized Unrealized Fair
Cost Gains (Losses) Value
U.S. Government Agencies Obligations $49,436 $3 ($950) $48,489
State and Municipal Obligations 37,738 337 (813) 37,262
Mortgage-Backed Securities 460,142 1,345 (7,556) 453,931
TOTAL $547,316 $1,685 ($9,319) $539,682
</TABLE>
<PAGE>
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Securities (continued)
B) Available-for-Sale Securities
Available-for-Sale Securities are debt and equity securities
not classified as either securities held to maturity or trading
securities and are stated at fair value. At June 30, 1995,
available-for-sale securities consisted of the following
(in thousands):
<TABLE>
<S> <C> <C> <C> <C>
Gross Gross
Amortized Unrealized Unrealized Fair
Cost Gains (Losses) Value
U.S. Treasury $19,931 $50 - $19,981
U.S. Government Agencies Obligations $39,928 $121 ($17) 40,032
Mortgage-Backed Securities 179,868 443 (677) 179,634
Equity Securities 28,834 3,497 - 32,331
TOTAL $268,561 $4,111 ($694) $271,978
</TABLE>
The amortized cost of Mortgage-backed securities ("MBS")
included in both the available-for-sale and held-to-maturity
categories was $640.0 million at June 30, 1995, with an
aggregate fair value of $633.6 million, or a net pre-tax
unrealized loss of $6.4 million. This compares to securities
with an amortized cost of $571.5 million and an aggregate fair
value of $551.5 million or a net pre-tax unrealized loss of
$20.0 million at March 31,995 and securities with an amortized
cost of $586.6 million and an aggregate fair value of $549.6
million or a net pre-tax unrealized loss of $37.0 million, at
December 31, 1994. The increase in fair value reflects the
favorable impact of lower market interest rates during the first
six months of 1995. The Registrant's mortgage-backed
securities are principally fixed rate and the value of these
instruments moves in an inverse relationship to interest rates.
Mortgage-backed securities classified as held-to-maturity
included $88.3 million in collateralized mortgage obligations at
June 30, 1995. Mortgage-backed securities classified as
available-for-sale included $1.2 million in collateralized
mortgage obligations at June 30, 1995.
The prepayment of mortgage-backed securities, including
collateralized mortgage obligations, is actively monitored
through the Registrant's portfolio management function. The
Registrant typically invests in MBS's with stable cash flows and
relatively short duration, thereby limiting the impact of
interest rate fluctuations on the portfolio. Management
regularly performs simulation testing to assess the impact that
interest and market rate changes would have on its MBS's
portfolio.
At June 30, 1995, securities carried at $167.4 million were
pledged for various purposes as required by law and to secure
securities sold under agreements to repurchase and other
borrowings.
On July 31, 1995, the Registrant sold its interest in Sunrise
Bancorp. for $7.3 million or $30.00 per share, resulting in a
gain of $2.5 million, which will be reflected in the
Registrant's third quarter results of operations.
<PAGE>
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Capital
The Federal Reserve Board has formal capital guidelines which
bank holding companies are required to meet. The risk based
capital guidelines are designed to make regulatory capital
requirements more sensitive to differences in risk profiles
among banks and bank holding companies to account for
off-balance sheet exposure and to minimize disincentives for
holding liquid assets. Under these guidelines, assets and
off-balance sheet items are assigned to broad risk categories,
each with appropriate weights. The resulting capital ratios
represent capital as a percentage of total risk weighted assets
and off balance sheet items. The guidelines currently require
all bank holding companies to maintain a minimum ratio of total
risk based capital to total risk weighted assets of 8.00%,
including a minimum ratio of Tier I capital to risk weighted
assets of 4.00%.
The following table sets forth the Registrant's regulatory
capital as of June 30, 1995 under the rules applicable at such
date. At such date the Registrant was in compliance with all
applicable regulatory requirements.
<TABLE>
(dollars in thousands)
<S> <C> <C>
Amount Ratio
Tier 1 Capital $262,380 16.15%
Regulatory Requirement 64,993 4.00%
Excess 197,387 12.15%
Total Risk Adjusted Capital 283,082 17.42%
Regulatory Requirement 129,987 8.00%
Excess $153,095 9.42%
Risk Weighted Assets $1,624,834
</TABLE>
The Registrant's leverage ratio at June 30, 1995 was 9.34%.
The Tier I, total risk based and leverage capital ratios of the
Registrant's bank subsidiary, were 16.62%, 17.89%, and 9.57%,
respectively, at June 30, 1995.
The Federal Deposit Insurance Corporation Act ("FDICIA") became
effective December 19, 1991. FDICIA substantially revised the
depository institution regulatory and funding provisions of the
Federal Deposit Insurance Act and makes revisions to several
other banking statutes. Among other things, FDICIA requires the
federal banking regulators to take prompt corrective action on
depository institutions that do not meet minimum capital
requirements. FDICIA establishes five categories: "well
capitalized", "adequately capitalized", "undercapitalized",
"significantly undercapitalized" and "critically
undercapitalized". Under the regulations, a "well capitalized"
institution has a minimum total risk based capital to total risk
weighted assets of at least 10%, a minimum Tier I capital to
total risk weighted assets of 6%, a minimum leverage ratio of at
least 5% and is not subject to any written order, agreement or
directive. The Registrant and its bank subsidiary are
considered well capitalized.
On April 20, 1995 the Registrant's Board of Directors approved
the repurchase of up to 1.2 million shares or approximately 5%
of the Registrant's common shares outstanding. To date, the
Registrant has purchased 72,892 shares.
Consistent with the Registrant's intended purpose for the Stock
Repurchase Program, 47,300 of these shares were used to fund
deferred compensation plans during the second quarter of 1995.
On June 27, 1995, the Registrant's Board of Directors declared
a quarterly cash dividend of 12.5 cents per share. The dividend
will be payable August 15, 1995 to shareholders of record at the
close of business July 27, 1995.
<PAGE>
ITEM 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Liquidity
The objective of the Registrant's liquidity management is to
ensure the availability of sufficient resources to meet all
financial commitments and to capitalize on opportunities for
business expansion. Liquidity management addresses the
Registrant's ability to meet deposit withdrawals either on
demand or contractual maturity, to repay other borrowings as
they mature and to make new loans and investments as
opportunities arise.
The Registrant's sources of liquidity include dividends from
its subsidiaries, borrowings, and funds available through the
capital markets. Dividends from the Registrant's bank
subsidiary are limited by New York State Banking Department
regulations to the current year's earnings plus the prior two
years' retained net profits. According to the parameters of
this regulation, the Bank had $79.8 million of retained earnings
available for dividends to the Registrant as of June 30, 1995.
The Bank has numerous sources of liquidity including loan and
security principal repayments and maturities, lines of credit
with other financial institutions, the ability to borrow under
repurchase agreements utilizing its unpledged securities
portfolio, the sale of securities from its available for sale
portfolio, the securitization of loans within the portfolio,
whole loan sales and growth in its core deposit base.
In addition, the Bank has the ability, as a member of the
Federal Home Loan Bank ("FHLB") system, to borrow approximately
$320 million on a secured basis, utilizing mortgage related
loans and securities as collateral, for a term ranging from one
day to ten years at both fixed and variable rates. As of June
30, 1995, the Bank had $10 million in such advances, with an
original maturity of greater than one year.
The Registrant's liquidity position is monitored on a daily
basis to ensure the maintenance of an optimum level and the most
cost efficient use of available funds. Management believes that
the Registrant has sufficient liquidity to meet its operating
requirements.
Other Matters
Great Neck Bancorp Acquisition
On July 3, 1995, the Registrant consummated its purchase of Great
Neck Bancorp, the parent company of Bank of Great Neck, a Long
Island based commercial bank. A summary of the assets
acquired and liabilities assumed are as follows (in thousands):
<TABLE>
<S> <C>
Loans, net of unearned income $49,356
Securities 22,786
Other Assets 12,946
Deposits 90,260
Other Liabilities $ 716
</TABLE>
The excess cost over the fair value of net assets acquired of
approximately $6 million will be amortized over a fifteen year
period. The effects of this acquisition on the Registrant's
consolidated financial position and results of operations will
not be material.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act
of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.
Date: August 8, 1995 /s/ Daniel M. Healy
Daniel M. Healy
Executive Vice President &
Chief Financial Officer
<PAGE>
[EXHIBIT 11]
North Fork Bancorporation, Inc.
COMPUTATION OF NET INCOME PER COMMON EQUIVALENT SHARE
June 30, 1995
(Unaudited)
<TABLE>
Three Months Ended Six Months Ended
<S> <C> <C> <C> <C>
June 30, 1995 June 30, 1994 June 30, 1995 June 30, 1994
Net Income $12,230,281 $9,489,767 $23,730,115 $18,260,853
Common Equivalent Shares:
Weighted Average Common
Shares Outstanding 24,298,147 22,552,665 24,027,831 22,504,286
Weighted Average Common
Equivalent Shares (a) 166,185 1,358,379 139,731 1,338,564
Weighted Average Common and
Common Equivalent Shares 24,464,332 23,911,044 24,167,562 23,842,850
Net Income per Common
Equivalent Share 0.50 0.40 0.98 0.77
</TABLE>
(a) consists of options and warrants
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
North Frok Bancorporation, Inc.'s Financial Data Schedule for the Six Months
Ended June 30, 1995 on Form 10-Q
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1995
<CASH> 86334
<INT-BEARING-DEPOSITS> 969
<FED-FUNDS-SOLD> 19000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 271978
<INVESTMENTS-CARRYING> 547316
<INVESTMENTS-MARKET> 539682
<LOANS> 1888841
<ALLOWANCE> 52003
<TOTAL-ASSETS> 2858833
<DEPOSITS> 2424890
<SHORT-TERM> 47625
<LIABILITIES-OTHER> 44133
<LONG-TERM> 35000
<COMMON> 61742
0
0
<OTHER-SE> 224123
<TOTAL-LIABILITIES-AND-EQUITY> 2858833
<INTEREST-LOAN> 83239
<INTEREST-INVEST> 23236
<INTEREST-OTHER> 597
<INTEREST-TOTAL> 107072
<INTEREST-DEPOSIT> 36332
<INTEREST-EXPENSE> 38665
<INTEREST-INCOME-NET> 68407
<LOAN-LOSSES> 4000
<SECURITIES-GAINS> 148
<EXPENSE-OTHER> 34038
<INCOME-PRETAX> 40825
<INCOME-PRE-EXTRAORDINARY> 40825
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 23730
<EPS-PRIMARY> .98
<EPS-DILUTED> .98
<YIELD-ACTUAL> 5.31
<LOANS-NON> 35846
<LOANS-PAST> 1367
<LOANS-TROUBLED> 41869
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 50069
<CHARGE-OFFS> 3472
<RECOVERIES> 1406
<ALLOWANCE-CLOSE> 52003
<ALLOWANCE-DOMESTIC> 52003
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
