<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR QUARTER ENDED: JUNE 30, 1996
COMMISSION FILE NUMBER: 0-11108
SUMMIT BANCSHARES, INC.
STATE OF CALIFORNIA I.R.S. IDENTIFICATION
NUMBER 94-2767067
2969 BROADWAY, OAKLAND CALIFORNIA 94611
(510) 839-8800
Indicate by the 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
-------- ---------
The number of shares outstanding of the registrant's common stock
was:
424,659 shares of no par value common stock
issued as of June 30, 1996
<PAGE> 2
PART I - FINANCIAL INFORMATION
------ ---------------------
ITEM 1 PAGE
SUMMIT BANCSHARES, INC. AND SUBSIDIARY FINANCIAL STATEMENTS
------ ----------- ---- --- ---------- --------- ----------
Consolidated Balance Sheets ...................... 2
Consolidated Statements of Income ................ 3-4
Consolidated Statements of Changes in
Shareholders' Equity .......................... 5
Consolidated Statement of Cash Flows ............. 6-7
Notes to Financial Statements..................... 8-10
Interest Rate Risk Reporting Schedule............. 11
ITEM 2
Management's Discussion and Analysis of Financial
Condition and Results of Operations ........... 12-18
PART II - OTHER INFORMATION
---- -- ----- -----------
ITEMS 1-6 .................................................. 19
<PAGE> 3
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION
---- - --------- -----------
ITEM 1.
---- --
SUMMIT BANCSHARES, INC. AND SUBSIDIARY
------ ----------- ---- --- ----------
CONSOLIDATED BALANCE SHEETS
------------ ------- ------
JUNE 30, 1996 AND DECEMBER 31, 1995
---- --- ---- --- -------- --- ----
(Unaudited)
(Stated in Thousands)
ASSETS 6-30-96 12-31-95
------ ------- --------
<S> <C> <C>
Cash and Due from Banks $ 6,426 $ 6,828
Federal Funds Sold 10,450 9,600
------ ------
Cash and Cash Equivalents 16,876 16,428
Interest-bearing Deposits with
Other Financial Institutions 9,215 11,002
Investment Securities (Held-to- 9,692 6,018
Maturity. Market Value of $9,745
at June 30, 1996 and $6,090
at December 31, 1995)
Loans 47,762 50,670
Less: Allowance for
Loan Losses (1,142) (1,025)
------ ------
Net Loans 46,620 49,645
Premises and Equipment, net 892 872
Other Real Estate Owned 1,303 1,303
Interest Receivable and Other
Assets 1,503 1,555
------ ------
TOTAL ASSETS $86,101 $86,822
====== ======
LIABILITIES AND SHAREHOLDERS' EQUITY
----------- --- ------------- ------
Deposits:
Demand $22,764 $27,573
Savings 2,178 2,365
Interest-bearing Transaction
Accounts 27,777 26,394
Other Time 21,008 18,919
------ ------
Total Deposits 73,727 75,251
Interest Payable and Other
Liabilities 938 469
------ ------
TOTAL LIABILITIES 74,665 75,720
====== ======
SHAREHOLDERS' EQUITY:
Preferred Stock, no par value:
2,000,000 shares authorized, no
shares outstanding --- ---
Common Stock, no par value;
3,000,000 shares authorized;
424,259 shares issued and
outstanding at 12-31-95
and 424,659 at 6-30-96 3,751 3,767
Retained Earnings 7,685 7,335
------ ------
TOTAL SHAREHOLDERS' EQUITY 11,436 11,102
====== ======
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY $86,101 $86,822
====== ======
</TABLE>
-2-
<PAGE> 4
<TABLE>
<CAPTION>
SUMMIT BANCSHARES, INC. AND SUBSIDIARY
--------------------------------------
CONSOLIDATED STATEMENTS OF INCOME FOR THE
-----------------------------------------
THREE AND SIX MONTHS ENDED JUNE 30, 1996 AND 1995
-------------------------------------------------
(unaudited)
THREE THREE SIX SIX
MONTHS MONTHS MONTHS MONTHS
ENDED ENDED ENDED ENDED
6-30-96 6-30-95 6-30-96 6-30-95
------- ------- ------- -------
<S> <C> <C> <C> <C>
Interest Income:
Interest and Fees on Loans $1,316,207 $1,370,152 $2,692,962 $2,712,915
Interest on Investment Sec. 136,838 151,868 221,117 302,730
Interest on Federal Funds Sold 134,595 95,308 250,118 145,466
Interest on Time Deposits with
Other Financial Institutions 124,550 105,591 299,333 198,533
---------- ---------- ---------- ----------
TOTAL INTEREST INCOME 1,712,190 1,722,919 3,463,530 3,359,644
Interest Expense:
Interest on Deposits 415,460 371,432 834,023 680,804
---------- ---------- ---------- ----------
TOTAL INTEREST EXPENSE 415,460 371,432 834,023 680,804
---------- ---------- ---------- ----------
NET INTEREST INCOME 1,296,730 1,351,487 2,629,507 2,678,840
Provision for Loan Losses 30,000 150,000 115,000 290,000
---------- ---------- ---------- ----------
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES 1,266,730 1,201,487 2,514,507 2,388,840
---------- ---------- ---------- ----------
Other Operating Income:
Service Charges on Deposit
Accts. 78,508 93,819 160,792 191,989
Other 43,545 41,749 102,633 85,178
---------- ---------- ---------- ----------
TOTAL OTHER OPERATING INCOME 122,053 135,568 263,425 277,167
---------- ---------- ---------- ----------
Other Operating Expenses:
Salaries and Employee Benefits 461,559 441,466 918,482 872,670
Occupancy Expense 94,875 92,345 182,515 181,081
Furniture and Equipment Expense 22,351 23,187 38,967 49,512
Other 233,355 288,395 485,524 615,321
----------- ----------- ---------- ----------
TOTAL OTHER OPERATING EXPENSE 812,140 845,393 1,625,488 1,718,584
----------- ----------- ---------- ----------
INCOME BEFORE INCOME TAXES 576,643 491,662 1,152,444 947,423
Provision for Income Taxes (234,322) (197,687) (483,023) (381,860)
----------- ---------- ---------- ----------
NET INCOME $ 342,321 $ 293,975 $ 669,421 $ 565,563
=========== ========== ========== ==========
</TABLE>
-3-
<PAGE> 5
<TABLE>
<CAPTION>
THREE THREE SIX SIX
MONTHS MONTHS MONTHS MONTHS
ENDED ENDED ENDED ENDED
6-30-96 6-30-95 6-30-96 6-30-95
------- ------- ------- -------
<S> <C> <C> <C> <C>
NET INCOME APPLICABLE TO
COMMON STOCK $ 342,321 $ 293,975 $ 669,421 $ 565,563
=========== ========== ========== ==========
PRIMARY EARNINGS:
Weighted Average Shares
Outstanding: 455,472 454,918 461,081 455,473
PRIMARY EARNINGS PER SHARE $.75 $.65 $1.45 $1.24
=========== ========== ========== ==========
</TABLE>
-4-
<PAGE> 6
<TABLE>
<CAPTION>
SUMMIT BANCSHARES, INC. AND SUBSIDIARY
------ ----------- ---- --- ----------
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
------------ ---------- -- ------- -- ------------- ------
FOR THE SIX MONTHS ENDED JUNE 30, 1996 AND 1995
--- --- --- ------ ----- ---- --- ---- --- ----
(Unaudited)
NUMBER
OF SHARES COMMON RETAINED
OUTSTANDING STOCK EARNINGS
----------- ------ --------
<S> <C> <C> <C>
BALANCE AT DECEMBER 31, 1995 424,259 $3,767,258 $7,335,003
Repurchase of Common Stock (1,250) (36,437) ---
Exercise of Stock Options 1,650 20,246 ---
Payment of $.75 Cash Dividend
for Holders of Record as of
May 13, 1996 and Payable on
June 7, 1996 --- --- (319,432)
Net Income for the Six Months
Ended June 30, 1996 --- --- 669,421
------- ---------- ----------
BALANCE AT JUNE 30, 1996 424,659 $3,751,067 $7,684,992
======= ========== ==========
BALANCE AT DECEMBER 31, 1994 427,485 $3,837,684 $6,656,072
Purchase of Common Stock (3,226) (70,246) ---
Payment of $.25 Cash Dividend
for Holders of Record as of
May 12, 1995 and Payable on
June 9, 1995 --- --- (106,252)
Net Income for the Six Months
Ended June 30, 1995 --- --- 565,563
------- ---------- ----------
BALANCE AT JUNE 30, 1995 424,259 $3,767,438 $7,115,383
======= ========= =========
</TABLE>
-5-
<PAGE> 7
<TABLE>
<CAPTION>
SUMMIT BANCSHARES, INC. AND SUBSIDIARY
STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 1996
(Unaudited)
- --------------------------------------------------------------------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Interest received $ 3,286,906
Fees received 492,665
Interest paid (869,922)
Cash paid to suppliers and employees (1,387,314)
Income taxes paid (377,000)
-----------
Net cash provided by operating activities 1,145,335
-----------
CASH FLOWS FROM
INVESTING ACTIVITIES:
Decrease in time deposits with other
financial institutions 1,787,000
Maturity of investment securities 1,554,594
Purchase of investment securities (5,228,600)
Net decrease in loans made to customers 3,128,678
Recoveries on loans previously charged off 2,000
Capital expenditures (88,692)
-----------
Net cash used in investing activities 1,154,980
-----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net decrease in demand, MRA, NOW,
and savings accounts (3,613,410)
Net increase in time deposits 2,089,687
Increase in other miscellaneous assets 27,562
Purchase of common stock (36,438)
Dividends paid (319,432)
-----------
Net cash provided by financing activities (1,852,031)
-----------
Net increase in cash and cash equivalents 448,284
Cash and cash equivalents at 12-31-95 16,427,803
-----------
Cash and cash equivalents at 6-30-96 $16,876,087
===========
Reconciliation of net income to net cash provided by operating activities:
Net Income $ 669,421
Adjustments to reconcile net income to cash provided
by operating activities:
Depreciation 59,325
Provision for loan losses 115,000
Decrease in accrued interest receivable 65,922
Decrease in unearned loan fees (13,306)
Decrease in accrued interest payable (35,899)
Decrease in prepaid expenses 32,754
Increase in accounts payable 146,095
Increase in income tax payable 106,023
-------
Total adjustments 475,914
----------
Net cash provided by operating activities $1,145,335
==========
</TABLE>
-6-
<PAGE> 8
<TABLE>
<CAPTION>
SUMMIT BANCSHARES, INC. AND SUBSIDIARY
STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 1995
(Unaudited)
- -----------------------------------------------------------------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Interest received $ 3,124,205
Fees received 535,721
Interest paid (608,976)
Cash paid to suppliers and employees (1,652,719)
Income taxes paid (506,654)
---------
Net cash provided by operating activities 891,577
---------
CASH FLOWS FROM INVESTING ACTIVITIES:
Increase in time deposits with other
financial institutions (793,000)
Maturity of investment securities 4,016,542
Purchase of investment securities (3,603,588)
Net decrease in loans made to customers 1,626,124
Recoveries on loans previously charged off 8,432
Capital expenditures (4,687)
---------
Net cash used in investing activities 1,249,823
---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net decrease in demand, MRA, NOW,
and savings accounts (3,457,152)
Net increase in time deposits 4,337,725
Decrease in other miscellaneous assets 1,859,300
Purchase of common stock (70,426)
Dividends paid (106,252)
---------
Net cash provided by financing activities 2,563,195
---------
Net increase in cash and cash equivalents 4,704,595
Cash and cash equivalents at 12-31-94 9,246,342
----------
Cash and cash equivalents at 6-30-95 $13,950,937
===========
Reconciliation of net income to net cash provided by operating activities:
Net Income $565,563
Adjustments to reconcile net income to cash provided
by operating activities:
Depreciation 73,561
Provision for loan losses 290,000
Increase in accrued interest receivable ( 4,427)
Increase in unearned loan fees 27,542
Increase in accrued interest payable 71,828
Increase in prepaid expenses (38,527)
Increase in accounts payable 30,831
Decrease in income tax payable (124,794)
--------
Total adjustments 326,014
--------
Net cash provided by operating activities $891,577
========
</TABLE>
-7-
<PAGE> 9
NOTES TO FINANCIAL STATEMENTS
----- -- --------- ----------
1. CONSOLIDATED FINANCIAL STATEMENTS
------------ --------- ----------
In the opinion of management, the unaudited interim consolidated financial
statements contain all adjustments (consisting of only normal recurring
adjustments) necessary to present fairly the financial position at June 30,
1996 and the results of operations for the six months ended June 30, 1996
and 1995 and cash flows for the six months ended June 30, 1996 and 1995.
Certain information and footnote disclosures presented in the Corporation's
annual consolidated financial statements are not included in these interim
financial statements. Accordingly, the accompanying unaudited interim
consolidated financial statements should be read in conjunction with the
consolidated financial statements and notes thereto included in the
Corporation's 1995 Annual Report to Shareholders, which is incorporated by
reference in the Company's 1995 annual report on Form 10-K. The results of
operations for the six months ended June 30, 1996 are not necessarily
indicative of the operating results for the full year.
2. SIGNIFICANT ACCOUNTING POLICIES
-------------------------------
Net income per common and common equivalent share is computed using the
weighted average number of shares outstanding during the period and the
dilutive effect of stock options.
3. IMPAIRED LOANS AND TROUBLED DEBT RESTRUCTURING
-------- ----- --- -------- ---- -------------
The Bank adopted SFAS No. 114, "Accounting by Creditors for Impairment of
a Loan," and SFAS No. 118, "Accounting by Creditors for Impairment of a
Loan Income Recognition and Disclosures," requires that certain impaired
loans be measured based on the present value of expected future cash flows
discounted at the loan's original effective interest rate. As a practical
expedient, impairment may be measured based on the loan's observable
market price or the fair value of the collateral if the loan is collateral
dependent. When the measure of the impaired loan is less than the recorded
investment in the loan, the impairment is recorded through a valuation
allowance.
As of June 30, 1996 and June 30, 1995, the Bank's recorded investment in
impaired loans and the related valuation allowance calculated under SFAS
No 114 are as follows:
-8-
<PAGE> 10
<TABLE>
<CAPTION>
1996
-------------------------
Recorded Valuation
Investment Allowance
---------- ----------
Impaired Loans
--------------
<S> <C> <C>
Valuation allowance
required $ 0 $0
No valuation allowance
required 204,075 0
---------- ----------
Total Impaired Loans $204,075 $0
========== ==========
1995
------------------------
Recorded Valuation
Investment Allowance
---------- ----------
Impaired Loans
--------------
Valuation allowance
required $ 0 $0
No valuation allowance
required 464,000 0
--------- --------
$464,000 $0
========= ========
</TABLE>
The valuation allowance is included in the allowance for loan losses on
the balance sheet.
Interest payments received on impaired loans are recorded as interest
income unless collection of the remaining recorded investment is doubtful
at which time payments received are recorded as reductions of principal.
The Bank did not recognize interest income on impaired loans for the first
six months of 1996.
The average recorded investment in impaired loans for the quarter ending
June 30, 1996 and 1995 was $204,075 and $504,000 respectively.
The allowance for loan losses is maintained at a level considered adequate
to provide for estimated probable incurred losses resulting from loans and
leases. The allowance is reviewed periodically, and as losses are incurred
and the amounts become estimable, they are charged to operations in the
periods that they become known.
-9-
<PAGE> 11
The activity in the allowance for loan losses was as follows:
<TABLE>
<CAPTION>
June 30,
1996 1995
------------------------
<S> <C> <C>
Allowance for loan losses-
Balance at the beginning of year $1,024,922 $931,878
Provision for credit losses 115,000 290,000
Write downs 0 85,397
Recoveries 2,000 9,879
--------- ---------
Balance at June 30 $1,141,922 $1,146,360
========= =========
</TABLE>
-10-
<PAGE> 12
INTEREST RATE SENSITIVITY/INTEREST RATE RISK ANALYSIS
The following table provides an interest rate sensitivity and interest
rate risk analysis for the quarter ended June 30, 1996. The table presents each
major category of interest-earning assets and interest-bearing liabilities.
<TABLE>
<CAPTION>
INTEREST RATE RISK REPORTING SCHEDULE
REPORTING INSTITUTION: SUMMIT BANK REPORTING DATE: 3/31/96
REMAINING TIME BEFORE MATURITY OR INTEREST RATE ADJUSTMENT
($000.00)
OMITTED UP > 3 > 1
TOTAL 3 < 1 < 3
<S> <C> <C> <C> <C>
I. EARNING ASSETS
--------------
A. INVESTMENTS:
-----------
1. U. S. TREASURIES $ 9,962 $ 2,960 $ 4,491 $2,241
2. FED FUNDS 10,450 10,450 0 0
3. PURCHASED CDS 9,215 2,378 4,162 2,675
------ ------ ------ -----
TOTAL INVESTMENTS $29,357 $15,788 $ 8,653 $4,916
B. LOANS:
1. COMMERCIAL LOANS $44,221 $41,571 $ 936 $ 632
2. REAL ESTATE LOANS 1,553 7 1,546 0
3. INSTALLMENT 19 19 0 0
------- ------- ------- ------
TOTAL LOANS $45,793 $41,597 $ 2,482 $ 632
C. TOTAL EARNING ASSETS $75,150 $57,385 $11,136 $5,547
II. COST OF FUNDS (DEPOSITS)
A. CERTIFICATES OF DEPOSITS $21,798 $13,169 $ 8,480 $ 123
B. MONEY MARKET ACCOUNTS 22,288 0 11,144 11,144
C. TRANSACTIONS ACCOUNTS 5,517 0 0 3,311
D. SAVINGS ACCOUNTS 2,177 0 0 1,089
------- -------
TOTAL COST OF FUNDS $51,780 $13,169 $19,624 $15,667
III. INTEREST SENSITIVE ASSETS $75,150 $57,385 $11,136 $ 5,547
IV. INTEREST SENSITIVE LIABILITIES $51,780 $13,169 $19,624 $15,667
------- ------- ------- -------
V. GAP $23,370 $44,216 $(8,488) $(10,120)
VI. CUMULATIVE GAP $23,370 $44,216 $35,728 $25,609
VII. GAP RATIO 1.45 4.36 0.57 0.35
VIII.CUMULATIVE RATIO 1.45 4.36 2.09 1.53
IX. GAP AS % OF TOTAL ASSETS 27.93 52.84 (10.14) (12.09)
X. CUMULATIVE GAP AS A % OF
TOTAL ASSETS 27.93 52.84 42.70 30.60
</TABLE>
-11-
<PAGE> 13
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
------------ ---------- --- -------- -- ---------
CONDITION AND RESULTS OF OPERATIONS
--------- --- ------- -- ----------
FOR THE SIX MONTHS ENDED JUNE 30, 1996
--- --- --- ------ ----- ---- --- ----
The registrant is a bank holding company whose only operating subsidiary is
Summit Bank. The following discussion primarily concerns the financial condition
and results of operations of the Holding Company ("Company") on a consolidated
basis including the subsidiary bank. All adjustments made in the compilation of
this information are of a normal recurring nature.
FINANCIAL CONDITION
- --------- ---------
Liquidity Management
- --------- ----------
The consolidated loan-to-deposit ratio at June 30, 1996 was 64.8% which was a
decrease from 66.9% for the same period in 1995. The average loan-to-deposit
ratio for the second quarter of 1996 was 64.1%, down from 68.8% for the same
period last year. This decrease was caused by a significant increase of
$4,264,000 in average total deposits in 1996 versus 1995, centered in demand and
time deposits, and a slight increase of $611,000 in average outstanding loans,
centered in real estate construction. Management continues to seek the
acquisition of quality credits. Increase in deposits was due to Bank's effort to
attract new business.
Net liquid assets, which consists primarily of cash, due from banks,
interest-bearing deposits with other financial institutions, short term
securities and federal funds sold totaled $35,783,000 on June 30, 1996. This
amount represented 48.5% of total deposits in comparison to the liquidity ratio
of 46.1% as of June 30, 1995. This increase is primarily the result of an
increase in total deposits and a decrease in the company's loan to deposit
ratio. It is management's belief that the current liquidity level is appropriate
given current economic conditions and is sufficient to meet current needs.
The Company is not aware of any current recommendations by the regulatory
authorities which, if they were implemented, would have a material effect on the
Company.
-12-
<PAGE> 14
The following table sets forth book value of investments by category and the
percent of total investments at the dates specified.
<TABLE>
<CAPTION>
Investment Comparative
----------------------
6-30-96 % 12-31-95 % 6-30-95 %
------- - -------- - ------- -
<S> <C> <C> <C> <C> <C> <C>
Fed Funds Sold $10,450 36% $ 9,600 36% $ 8,200 32%
Interest bearing
Deposits 9,215 31% 11,002 41% 7,832 30%
Securities 9,692 33% 6,018 23% 9,912 38%
------- --- ------- --- ------- ---
$29,357 100% $26,620 100% $25,944 100%
======= === ======= === ======= ===
</TABLE>
Interest bearing deposits are comprised of Time Certificates of Deposit with
other banks and savings and loan institutions with no more than $100,000 in any
institution.
Securities on June 30, 1996 were comprised of $5,452,000 in short term U.S.
Gov't bills and $4,240,000 in U.S. Gov't notes. Securities held on June 30, 1995
were composed of $8,577,000 in short term U.S. Gov't bills, and $1,335,000
school district tax anticipation revenue notes used to fund school district
budgets.
Changes in Financial Position
- ------- -- --------- --------
As of June 30, 1996, deposits decreased $1,524,000 from year end 1995 while at
the same time loans outstanding decreased $2,908,000. Total deposits as of June
30, 1996 were $73,727,000, a increase of 7.3% from $68,739,000 as of June 30,
1995. Total loans as of June 30, 1996 were $47,762,000, an increase of 3.9% from
$45,970,000 as of June 30, 1995. The increase in the deposit categories was
mentioned previously under "Liquidity Management."
The following table sets forth the amount of deposits by each category and the
percent of total deposits at the dates specified.
<TABLE>
<CAPTION>
Deposit Comparative
------- -----------
6-30-96 % 12-31-95 % 6-30-95 %
------- - -------- - ------- -
<S> <C> <C> <C> <C> <C> <C>
Demand $22,764 31% $27,573 37% $20,812 30%
Savings 2,178 3% 2,365 3% 2,531 4%
Interest bearing
transactions accts 27,777 38% 26,394 35% 27,589 40%
Other Time 21,008 28% 18,919 25% 17,807 26%
------- --- ------- --- ------- ---
$73,727 100% $75,251 100% $68,739 100%
======= === ======= === ======= ===
</TABLE>
-13-
<PAGE> 15
The following table sets forth the amount of loans outstanding by each category
and the percent of total loans outstanding at the dates specified.
<TABLE>
<CAPTION>
Loan Comparative
---- -----------
6-30-96 % 12-31-95 % 6-30-95 %
------- - -------- - ------- -
<S> <C> <C> <C> <C> <C> <C>
Commercial $29,850 62% $30,472 60% $29,490 64%
Real estate-const. 6,530 14% 8,432 17% 5,665 12%
Real estate-other 5,783 12% 6,193 12% 5,034 11%
Installment/Other 5,599 12% 5,573 11% 5,781 13%
------- --- ------- --- ------- ---
$47,762 100% $50,670 100% $45,970 100%
======= === ======= === ======= ===
</TABLE>
Non-Performing Assets
- -------------- ------
The following table provides information with respect to the subsidiary Bank's
past due loans and components for non-performing assets at the dates indicated.
<TABLE>
<CAPTION>
Non-Performing Assets
---------------------
(000.00 Omitted)
6-30-96 12-31-95 6-30-95
------- -------- -------
<S> <C> <C> <C>
Loans 90 days or more past
due & still accruing $ 58 $ 367 $ 277
Non-accrual loans 146 39 464
Other real estate owned 1,302 1,303 1,302
----- ----- -----
Total non-performing assets $1,506 $1,709 $2,043
===== ===== =====
Non-performing assets to
period end loans plus
other real estate owned 3.07% 3.28% 4.32%
Allowance to non-performing
loans 560% 252% 154%
Allowance to non-performing
assets 76% 60% 56%
</TABLE>
The subsidiary Bank's policy is to recognize interest income on an accrual basis
unless the full collectibility of principal and interest is uncertain. Loans
that are delinquent 90 days as to principal or interest are placed on a
non-accrual basis, unless they are well secured and in the process of
collection, and any interest earned but uncollected is reversed from income.
Collectibility is determined by considering the borrower's financial condition,
cash flow, quality of management, the existence of collateral or guarantees and
the state of the local economy.
-14-
<PAGE> 16
Other real estate owned is comprised of properties acquired through foreclosure.
These properties are carried at the lower of the recorded loan balance or their
estimated fair market value based on appraisal. When the loan balance plus
accrued interest exceeds the fair value of the property, the difference is
charged to the allowance for loan losses at the time of acquisition. Subsequent
declines in value from the recorded amount, if any, and gains or losses upon
disposition are included in noninterest expense. Operating expenses related to
other real estate owned are charged to noninterest expense in the period
incurred.
The decrease in non-performing assets from June 30, 1995 to June 30, 1996 is due
primarily to a decrease of $318,000 in non-accrual loans. Loans 90 days or more
past due and still accruing also decreased $219,000 from previous year.
The amount in Other Real Estate Owned represents a parcel of improved land and
two parcels of partially improved land. The Bank is actively marketing these
parcels and no loss is anticipated on any of the sale of the properties.
Capital Position
- ------- --------
As of June 30, 1996, Shareholders' Equity was $11,436,000. This represents an
increase of $553,000, or 5.1% over June 30, 1995. Since the inception of the
repurchase program in 1989, the Company has authorized the repurchase of
$2,100,000 of its stock. As of June 30, 1996, the Company's has repurchased a
total of 151,538 shares of Company stock constituting 28.0% of the Company's
original stock prior to the repurchase program, at a total cost of $2,067,000,
or an average price per share of $13.64. The Company plans to continue its
repurchase program as an additional avenue for liquidity for its shareholders.
The program has not affected the Company's liquidity or capital positions or its
ability to operate as the Company's capital growth has exceeded its asset
growth. In addition, the Company's subsidiary Bank remains more than well
capitalized under current regulations.
On March 14, 1989, the Board of Directors of the Federal Deposit Insurance
Corporation approved a Statement of Policy on Risk-Based Capital which became
effective December 31, 1990. Under this statement banks are required to meet
certain capital standards in addition to leverage standards as previously
outlined under FDIC Rules and Regulations. The Bank does not foresee any
material or significant impact to its manner of operation in the foreseeable
future. Total qualifying capital allowable under risk-based capital guidelines
for the subsidiary bank is $8,936,000. The following table shows the risk-based
capital ratios and the leverage ratios for 1995 as well as the minimum
regulatory requirements as of June 30, 1996:
-15-
<PAGE> 17
<TABLE>
<CAPTION>
Minimum
Capital Ratio Regulatory Requirement
<S> <C> <C>
Tier 1 Capital 13.72% 4.00%
Total Capital 14.88% 8.00%
Leverage Ratio 10.17% 3.00%
</TABLE>
The Company is not aware of any current recommendations by the regulatory
authorities which if they were implemented would have a material effect on the
Company.
RESULTS OF OPERATIONS
- ------- -- ----------
Net Interest Income
- --- -------- ------
Total interest income on loans including loan fees decreased from $2,713,000 for
the first six months of 1995 to $2,693,000 for the same period in 1996. This
decrease was due to an average decrease in the prime lending rate of
approximately .61% over the same period last year. Although average loans
outstanding increased $871,000 from June 30, 1995 to June 30, 1996, the yield on
loans decreased from 10.89% to 10.84% compared to the same period last year.
Loan fees showed an increase of $11,500 over the same period last year primarily
due to increase in loan volume. Total interest income on investments increased
$124,000 or 19.15% for the first six months of 1996 compared to the same period
last year. Average outstanding investments increased $5,101,000 for the first
six months of this year versus the same period last year, primarily due to an
increase in total deposits specially in demand and time deposits. This increase
provided the Bank with funds to invest in Time Certificates of Deposits with
other banks, securities and fed funds. The yield on investments showed a
decrease of .21% primarily related to a decrease in investment rates brought
about by a decrease in the prime lending rate. Interest expense increased from
$681,000 as of the end of the first six months of 1995 to $834,000 in 1996.
Average outstanding interest-bearing deposit accounts increased $2,543,000
during the first half of 1996 versus the same period last year. The average cost
of funds for the period ending June 30, 1996 was .73% more than the same period
last year. Since yield from investments is generally lower than yields on loans,
interest margin in the six months ending June 30, 1996 is 6.91% compared to
7.78% in the same period last year. As a result of these factors, net interest
income for the first six months of 1996 decreased 1.84% over the same period
last year.
For the second quarter, total interest income on loans including loan fees
decreased from $1,370,000 in 1995 to $1,316,000 for the same period in 1996. The
average loans for the 1996 period showed an increase of $611,000 from the same
period last year. However, the average prime rate during the second quarter was
.75% less than the same period last year which caused the yield on loans in the
second
-16-
<PAGE> 18
quarter of 1996 to be approximately .21% less than 1995. Loan fees showed a
decrease of $2,000 over the same period last year primarily reflective of flat
demand in quality credit. For the second quarter of 1996, total interest income
on investments increased $43,200. Although yield on investments are lower for
the current period following the trend on interest rates, the average volume on
investments increased $5,011,000 compared to the same period last year. For the
second quarter of 1996 interest expense increased to $415,000 from $371,000 as
of the end of second quarter of 1995.
Average outstanding interest-bearing deposit accounts increased $2,341,000
during the second quarter versus the same period last year, and the average cost
of funds for the second quarter of 1996 was .48% more than the same period last
year. As a result of these factors, net interest income for the second quarter
of 1996 decreased 4.10% compared to a 19.9% increase for the same period last
year.
Other Operating Income
- ----- --------- ------
Service charges on deposit accounts as of the end of the first half of 1996
decreased to $161,000 versus $192,000 for the same period in 1995 and was
centered in service charges related to return check and overdraft charges which
decreased $19,000. Other charges and fees increased $17,000 primarily due
increase of collection of wire fees totalling $18,400 in 1996. However,
Mastercard/VISA merchant card income decreased $2,800.
Service charges on deposit accounts for the second quarter of 1996 decreased
$15,000 over the same period last year and was primarily centered in lower
collection of return check charges and overdraft fees. Other charges and fees
decreased $1,800 primarily due to decrease in Mastercard/Visa merchant card
fees.
Loan Loss Provision
- ---- ---- ---------
The decrease in loan loss provision was primarily due to an improvement in the
quality of the Bank's loan portfolio.
The allowance for loan losses is maintained at a level that management of the
Company considers to be adequate for losses that can be reasonably anticipated.
The allowance is increased by charges to operating expenses and reduced by
net-charge-offs. The level of the allowance for loan losses is based on
management's evaluation of potential losses in the loan portfolio, as well as
prevailing and anticipated economic conditions.
Management employs a systematic methodology on a monthly basis to determine the
adequacy of the allowance for current and future loan losses. Each loan is
graded at the time of extension or renewal by the credit administrator. Gradings
are assigned a risk factor which is calculated to assess the
-17-
<PAGE> 19
adequacy of the allowance for loan losses. Further, management considers other
factors such as overall portfolio quality, trends in the level of delinquent and
classified loans, specific problem loans, and current and anticipated economic
conditions.
The balance in the allowance for loan losses at June 30, 1996 was $1,142,000 or
2.39% of total loans compared to $1,146,000 or 2.49% at June 30, 1995.
Other Operating Expenses
- ----- --------- --------
Total other operating expenses decreased $93,000 as of the end of the first half
of 1996 compared to the same period last year. Total salary expense increased
$45,800 and is primarily related to an incentive program based on growth goals.
Foreclosure and OREO expense decreased $92,000 and was directly related to the
maintenance of properties held in the OREO account in 1995. Legal fees decreased
$23,300 and was directly related to overall improvement of loan quality.
Consulting fees increased $8,200 and was related to the utilization of an
outside firm to assist in the acquisition of SBA loans and assist in developing
a formal sales culture in the Bank.
For the second quarter 1996 operating expenses decreased $33,200 compared to the
same period last year and was centered in items previously mentioned.
Provision for Income Taxes
- --------- --- ------ -----
The Company's provision for income taxes as of the end of the first half of 1996
increased from $382,000 in 1995 to $483,000. This increase was primarily related
to the growth in income and is considered normal. For the first half of 1996 the
Company's total effective tax rate was 41.9% compared to 40.3% in 1995.
For the second quarter 1996 the provision for income taxes increased $36,600
compared to the second quarter of 1995. This increase was related to the items
mentioned above. The Company's total effective tax rate was 40.6% for the second
quarter of 1996 versus 40.2% for the same period last year.
Net Income
- --- ------
Net income for the first half of 1996 increased from $565,563 for the same
period in 1995 to $669,421, or an increase of 18.4%. Second quarter net income
increased 16.4% over the same period last year.
-18-
<PAGE> 20
PART II - OTHER INFORMATION
------- -----------------
ITEM 1 - LEGAL PROCEEDINGS
----- -----------
No material developments from those which were reported in the
10-K dated March 29, 1996 for the year ended December 31, 1995.
ITEM 2 - CHANGE IN SECURITIES
------ -- ----------
None
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
-------- ---- ------ ----------
None
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
---------- -- ------- -- - ---- -- -------- -------
Annual Meeting minutes attached (Exhibit #1).
Meeting held April 25, 1996
ITEM 5 - OTHER INFORMATION
----- -----------
None
ITEM 6 - REPORTS ON FORM 8-K
------- -- ---- ---
No reports on Form 8-K have been filed by the registrant during
the second quarter of 1996 for which this report is filed.
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.
SUMMIT BANCSHARES, INC.
Registrant
DATE: August 12, 1996 By:/s/ Shirley W. Nelson
---------------------------
Shirley W. Nelson
Chairman and
Chief Executive Officer
DATE: August 12, 1996 By:/s/ Kikuo Nakahara
---------------------------
Kikuo Nakahara
Chief Financial Officer
-19-
<PAGE> 21
MINUTES OF AN ANNUAL MEETING OF
THE SHAREHOLDERS OF SUMMIT BANCSHARES, INC.
April 25, 1996
==============================================================================
A meeting of the Shareholders of Summit Bancshares, Inc. was conducted on April
25, 1996, in the board room of Summit Bank at 2969 Broadway, Oakland,
California.
PRESENT
-------
Directors Staff
--------- -----
Jerrald R. Goldman, M.D. C. Michael Ziemann
George H. Hollidge Denise Dodini
Kikuo Nakahara Rebecca Holowich
Shirley W. Nelson Frances R. Darnley
Thomas H. State
Mary C. Warren
Barbara J. Williams
GUESTS
------
Jeffrey P. Hank, Arthur Andersen & Co.
Joseph W. Thatcher, First Interstate Bank
The meeting was called to order by Shirley W. Nelson, Chairman of the Board, at
2:00 p.m. The Chairman asked George H. Hollidge, Corporate Secretary, to present
proof of the due calling of the meeting.
Secretary Hollidge presented a copy of the printed Notice of Annual Meeting of
Shareholders dated March 25, 1996, stating the meeting's time, place and
purpose. The Secretary suggested that the reading of the notice be dispensed
unless there was a request to do so. No request was made. He then stated if any
of the Shareholders present had an objection to the contents of the notice or
the manner in which the notice was served, such objection should be stated or it
would be deemed waived. No objection was voiced.
-20-
<PAGE> 22
Summit Bancshares, Inc.
Annual Meeting of Shareholders
April 25, 1996
Page 2
Second, the Secretary presented a complete list certified by First
Interstate/Wells Fargo Bank, the stock transfer agent for the Company, of the
holders of the common stock of the Company as of the close of business on
February 29, 1996, the record date fixed by the Board of Directors for
Shareholders entitled to notice of and to vote at this meeting . This list,
which was kept open to the inspection of Shareholders throughout the meeting,
showed that at the close of business on February 29, 1996, there were 424,259
common shares of the Company issued and outstanding.
Third, the declaration of Joseph W. Thatcher, an employee of First
Interstate/Wells Fargo Bank, showing that he caused to be mailed on March 25,
1996, to each of the Shareholders of Record, a copy of the Notice of Annual
Meeting of Shareholders.
Chairman Nelson directed Secretary Hollidge to incorporate a copy of the notice
of meeting, together with the declaration of mailing of the notice in the Minute
Book of the Company as a part of the Minutes of this meeting. The Chairman
stated that the Minute Book would be kept open to the inspection of Shareholders
throughout the meeting.
Mr. Joseph Thatcher of First Interstate Bank, who was appointed by the Board of
Directors as the Inspector of Elections for this meeting, was introduced by the
Chairman. The Inspector has duly taken his oath of office in writing. The
Chairman directed that it be filed with the minutes of the meeting and that the
Inspector make a poll of the shares represented at the meeting in person or by
proxy.
Mr. Thatcher reported that there were represented in person or by
proxy 323,406 common shares of the Company for a total percentage
of shares of the Comp any present, in person or by proxy of 76.23%
Chairman Nelson stated that based upon these numbers a quorum was present, the
meeting was declared lawful and properly convened and competent to proceed to
the transaction of the business as stated in the notice.
Ms. Nelson described the items on the agenda for the meeting and
discussed voting procedures.
Item 1 pertains to election of Directors to serve until the 1997 A nnual Meeting
or until their successors and elected and qualified. Those seven (7) nominees
who receive the highest number of votes will be those elected.
-21-
<PAGE> 23
Summit Bancshares, Inc.
Annual Meeting of Shareholders
April 25, 1996
Page 3
Item 2 involves the ratification of the selection of Arthur Andersen LLP to
audit the financial statement of the Company for the fiscal year 1996.
Chairman Nelson explained that, in addition, the Shareholders may consider such
other business as may properly come before the Annual Meeting and any
adjournment or adjournments thereof. The meeting will take up the agenda items
in the order described. Any Shareholder voting in person at the meeting has been
provided a ballot which may be used to vote on these items and will be given
time to mark the ballot after each item is discussed . The number of shares
which are to be voted on each matter should be marked in the appropriate space.
The Chairman then moved to Item 1, the election of Directors. The Board of
Directors nominated the following persons to the office of Directors of the
Company to serve until the 1997 Annual Meeting of Shareholders and until their
successors are elected and qualified: Jerrald R. Goldman, M.D.; George H.
Hollidge; Kikuo Nakahara; Shirley W. Nelson; Thomas H. State; Mary C. Warren;
and Barbara J. Williams. The Secretary announced that there were no further
nominees, and accordingly nominations were declared closed. The Chairman
requested that the shareholders voting in person mark their ballots and hold the
same pending later matters to be voted.
Next on the agenda was Item 2, the ratification of the selection of Arthur
Andersen LLP to audit the financial statement of the Company for the fiscal year
1965. The following resolution was proposed by the Secretary:
"RESOLVED that the appointment of the accounting firm of Arthur Andersen LLP as
the independent auditors for the Company for the fiscal year ending December 31,
1996, be approved and ratified."
The resolution was moved by Mr. Nakahara and seconded by Mr.
Hollidge. The Chairman asked if there was any discussion.
Hearing none, the discussion was closed.
The Chairman thereupon inquired whether there was any further business to come
before the meeting. Hearing none, she then asked Mr. Thatcher to collect the
ballots of any Shareholders and tally them.
-22-
<PAGE> 24
Summit Bancshares, Inc.
Annual Meeting of Shareholders
April 25, 1996
Page 4
Mr. Ziemann gave a financial and operating overview of the Company. Summit
Bank's total assets increased from $79 million in 1994 to $86 million in 1995,
while its total deposits increased from $68 million to $75 million. Our profit
went up from $907,000 in 1994 to $1,315,000 in 1995. Return on assets was 1.59%
while our peer group was .63% We are projecting total assets of $87 million with
a net profit of $1,400,000 for 1996. This is an aggressive projection as we will
be attempting to add an additional $10 million to our real estate lending
portfolio.
Next, the Inspector of Elections reported to the persons present. The seven (7)
highest number of votes of the common shares of the Company for the office of
Director were as follows: Jerrald R. Goldman, M.D.; George H. Hollidge; Kikuo
Nakahara; Shirley W. Nelson; Thomas H. State; Mary C. Warren; and Barbara J.
Williams. These individuals are hereby declared elected to serve as Directors of
the Company for the following year.
In addition, the holders of 318,476 common shares of the Company voted to
approve Item 2, the appointment of Arthur Andersen LLP as auditors of this
Company for the fiscal year ending December 31, 1996.
The Chairman announced that the Report of the Inspector of Elections was
approved and ordered appended to the minutes of this meeting.
There being no other business to come before the meeting, the Chairman asked for
a motion to adjourn. Mr. Nakahara moved the meeting be adjourned, and Mr.
Hollidge seconded the motion. Hearing no objection, the meeting was adjourned at
2:05 p.m.
Respectfully submitted:
/s/ Frances R. Darnley
----------------------
Frances R. Darnley
Assistant Corporate Secretary
Attested: Attested:
/s/ George H. Hollidge /s/ Shirley W. Nelson
- ---------------------- ---------------------
George H. Hollidge Shirley W. Nelson
Corporate Secretary Chairman of the Board
-23-
<PAGE> 25
WEIGHTED AVERAGE SHARES
Six Months Ended June 30, 1996
PRIMARY FULLY
------- -----
A. Common Stock 424,842 424,842
424,259 12-31-95 (Bal. Fwd.)
424,259 to 03-21-96 80 days = 33,940,720
425,359 to 04-10-96 20 days = 8,507,180
425,909 to 05-17-96 37 days = 15,758,633
425,659 to 05-22-96 5 days = 2,128,295
424,659 to 06-30-96 40 days = 16,986,360
182 days = 77,321,188
Average shares outstanding for period = 424,842
Options - Fully 36,239
------- -----
Use Higher of Year End Price
or Average Price
Year End Price = $26.00
Ave Price = $27.79
Use Year End Price of $27.79
SN 8,250 X (27.79 - 10.45) = 5,148
---------------
27.79
MZ 1,000 X (27.79 - 10.00) = 640
---------------
27.79
SN 10,000 X (27.79 - 10.00) = 6,401
---------------
27.79
SN 15,689 X (27.79 - 10.00) 10,043
---------------
27.79
SN 8,333 X (27.79 - 12.00) = 4,734
---------------
27.79
MZ 2,900 X (27.79 - 13.50) = 1,491
---------------
27.79
TW 400 X (27.79 - 12.25) = 224
---------------
27.79
SN 978 X (27.79 - 13.25) = 512
---------------
27.79
-24-
<PAGE> 26
DD 2,500 X (27.79 - 13.00) = 1,331
---------------
27.79
MZ 1,045 X (27.79 - 13.00) = 556
---------------
27.79
FD 1,950 X (27.79 - 13.00) = 1,039
---------------
27.79
AC 400 X (27.79 - 13.00) = 213
---------------
27.79
TW 1,500 X (27.79 - 13.00) = 798
---------------
27.79
SN 4,000 X (27.79 - 17.75) = 1,445
---------------
27.79
MZ 2,000 X (27.79 - 17.75) = 723
---------------
27.79
DD 1,000 X (27.79 - 17.75) = 362
---------------
27.79
TW 1,000 X (27.79 - 17.75) = 362
---------------
27.79
FD 500 X (27.79 - 17.75) = 181
---------------
27.79
AC 100 X (27.79 - 17.75) = 36
---------------
27.79
Options - Primary 36,239
------- -------
Average Price for the Year
$27.79
SN 8,250 X (27.79 - 10.45) = 5,148
---------------
27.79
MZ 1,000 X (27.79 - 10.00) = 640
---------------
27.79
SN 10,000 X (27.79 - 10.00) = 6,401
---------------
27.79
SN 15,689 X (27.79 - 10.00) 10,043
---------------
27.79
SN 8,333 X (27.79 - 12.00) = 4,734
---------------
27.79
-25-
<PAGE> 27
MZ 2,900 X (27.79 - 13.50) = 1,491
---------------
27.79
TW 400 X (27.79 - 12.25) = 224
---------------
27.79
SN 978 X (27.79 - 13.25) = 512
---------------
27.79
DD 2,500 X (27.79 - 13.00) = 1,331
---------------
27.79
MZ 1,045 X (27.79 - 13.00) = 556
---------------
27.79
FD 1,950 X (27.79 - 13.00) = 1,039
---------------
27.79
AC 400 X (27.79 - 13.00) = 213
---------------
27.79
TW 1,500 X (27.79 - 13.00) = 798
---------------
27.79
SN 4,000 X (27.79 - 17.75) = 1,445
---------------
27.79
MZ 2,000 X (27.79 - 17.75) = 723
---------------
27.79
DD 1,000 X (27.79 - 17.75) = 362
---------------
27.79
TW 1,000 X (27.79 - 17.75) = 362
---------------
27.79
FD 500 X (27.79 - 17.75) = 181
---------------
27.79
AC 100 X (27.79 - 17.75) = 36
---------------
27.79
-26-
<PAGE> 28
[S] [C] [C]
TOTAL SHARES 2ND QUARTER 461,081 461,081
========== =========
TOTAL SHARES YEAR END
========== =========
NET INCOME 2ND QUARTER $342,321 $342,321
========== =========
NET INCOME YEAR END 1996 $ $
========== =========
EARNINGS PER SHARE 2ND QTR $ .75 $ .75
========== =========
EARNINGS PER SHARE YTD $1.45 $1.45
========== =========
-27-
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
This schedule contains summary information extracted from the Form 10-Q and is
qualified in its entirety by reference to such financial statements.
</LEGEND>
<CIK> 0000353203
<NAME> SUMMIT BANCSHARES, INC.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1996
<CASH> 6,426,087
<INT-BEARING-DEPOSITS> 9,215,000
<FED-FUNDS-SOLD> 10,450,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 9,692,463
<INVESTMENTS-MARKET> 9,745,282
<LOANS> 47,761,809
<ALLOWANCE> 1,141,922
<TOTAL-ASSETS> 86,101,725
<DEPOSITS> 73,727,191
<SHORT-TERM> 0
<LIABILITIES-OTHER> 938,475
<LONG-TERM> 0
0
0
<COMMON> 3,751,067
<OTHER-SE> 7,684,992
<TOTAL-LIABILITIES-AND-EQUITY> 86,101,725
<INTEREST-LOAN> 2,692,962
<INTEREST-INVEST> 770,568
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 3,463,530
<INTEREST-DEPOSIT> 834,023
<INTEREST-EXPENSE> 834,023
<INTEREST-INCOME-NET> 2,629,507
<LOAN-LOSSES> 115,000
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1,625,488
<INCOME-PRETAX> 1,152,444
<INCOME-PRE-EXTRAORDINARY> 1,152,444
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 669,421
<EPS-PRIMARY> 1.45
<EPS-DILUTED> 1.45
<YIELD-ACTUAL> 0<F1>
<LOANS-NON> 146,233
<LOANS-PAST> 92,233
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 388,497
<ALLOWANCE-OPEN> 1,024,922
<CHARGE-OFFS> 0
<RECOVERIES> 2,000
<ALLOWANCE-CLOSE> 1,141,922
<ALLOWANCE-DOMESTIC> 1,141,922
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
<FN>
<F1> Not contained in document.
</FN>
</TABLE>
