<PAGE>
PAGE 1 OF 18
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
Quarter Ended March 31, 1996
-------------------------------------------------------------
Commission File Number 0-10232
----------------------------------------------------
FIRST REGIONAL BANCORP
- - ---------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
California 95-3582843
- - ---------------------------------------------------------------------------
State or other jurisdiction of IRS Employer
incorporation or organization Identification Number
1801 Century Park East, Los Angeles, California 90067
- - ---------------------------------------------------------------------------
Address of principal executive offices Zip Code
(310) 552-1776
- - ---------------------------------------------------------------------------
Registrant's telephone number, including area code
Not applicable
- - ---------------------------------------------------------------------------
Former name, former address, and former fiscal year, if changed since last
report
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No _____
-----
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding in each of the issuer's classes of
common stock, as of the latest practicable date.
Common Stock, No Par Value 2,398,800
-------------------------- -----------------------------
Class Outstanding on May 10, 1996
<PAGE>
FIRST REGIONAL BANCORP
----------------------
INDEX
-----
<TABLE>
<CAPTION>
Page
----
<S> <C> <C>
Part I - Financial Information
Item 1. Financial Statements
Consolidated Statements of Financial
Condition 3
Consolidated Statements of Income 5
Consolidated Statements of Cash Flows 7
Notes to Consolidated Financial
Statements 9
Item 2. Management's Discussion and Analysis
of Financial Condition and Results
of Operations 11
Part II - Other Information
Item 1. Legal Proceedings 17
Item 4. Submission of Matters to a Vote of
Security Holders 17
Item 6. Exhibits and Reports on Form 8-K 17
Signatures 18
</TABLE>
<PAGE>
3
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
- - -----------------------------
FIRST REGIONAL BANCORP AND SUBSIDIARY
-------------------------------------
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
----------------------------------------------
(In Thousands)
(unaudited)
<TABLE>
<CAPTION>
March 31 December 31,
1996 1995
-------- ------------
<S> <C> <C>
ASSETS
- - ------
Cash and due from banks $ 3,567 $ 6,777
Time deposits with other financial
institutions 4,655 8,121
Investment securities 19,021 13,882
Funds sold 22,500 20,690
Federally guaranteed loans 25,544 27,660
Other loans, net of allowance for losses of
$2,143,000 in 1996 and $2,000,000 in 1995 56,965 57,667
Premises and equipment, net of accumulated
depreciation 190 200
Other real estate owned 360 392
Accrued interest receivable and other assets 3,105 2,421
-------- --------
Total Assets $135,907 $137,810
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
- - ------------------------------------
Liabilities:
Demand deposits $ 21,255 $ 24,005
Savings deposits 4,567 4,706
Money market deposits 80,426 82,998
Time deposits 15,044 13,015
-------- --------
Total deposits 121,292 124,724
Securities sold under agreement to repurchase 21 36
Accrued interest payable and other liabilities 1,759 791
-------- --------
Total Liabilities 123,072 125,551
Shareholders' Equity:
Common Stock, no par value, 50,000,000 shares
authorized; 2,398,800 shares outstanding in
1995 and 1994, respectively 11,332 11,332
Retained earnings 1,456 922
</TABLE>
<PAGE>
4
<TABLE>
<CAPTION>
March 31 December 31,
1996 1995
-------- ------------
<S> <C> <C>
Net unrealized gain (loss) on securities
available for sale 47 5
-------- --------
Total Shareholders' Equity 12,835 12,259
-------- --------
Total Liabilities and Shareholders' Equity $135,907 $137,810
======== ========
</TABLE>
The accompanying notes are an integral part of these statements.
<PAGE>
5
FIRST REGIONAL BANCORP AND SUBSIDIARY
-------------------------------------
CONSOLIDATED STATEMENTS OF INCOME
---------------------------------
(In Thousands Except Per Share Amounts)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
------------------
1996 1995
---- ----
<S> <C> <C>
REVENUE FROM EARNING ASSETS:
Interest and fees on loans $2,120 $2,195
Interest on time deposits with
other financial institutions 97 102
Interest on investment securities 263 194
Interest on funds sold 294 209
------ ------
Total revenue from earning assets 2,774 2,700
COST OF FUNDS:
Interest on deposits 724 610
Interest on securities sold under
agreements to repurchase
4 0
Total cost of funds ------ ------
728 610
Net revenue from earning assets
before provision for loan losses 2,046 2,090
PROVISION FOR LOAN LOSSES 100 275
------ ------
Net revenue from earning assets 1,946 1,815
OPERATING INCOME
Net gains (losses) on sales of investment
securities (20) 0
Other revenue 105 125
------ ------
Total operating income 85 125
OPERATING EXPENSES:
Salaries and related benefits 625 521
Occupancy expense 89 83
Equipment expense 33 43
Promotion expense 30 37
Professional service expense 171 142
Customer service expense 318 288
Supply/communication expense 42 28
Other expenses
123 228
Total operating expenses ------ ------
1,431 1,370
Income before provision for income taxes 600 570
PROVISION FOR INCOME TAXES 66 63
------ ------
</TABLE>
<PAGE>
6
<TABLE>
<CAPTION>
Three Months Ended
March 31,
------------------
1996 1995
---- ----
<S> <C> <C>
NET INCOME $ 534 $ 507
====== ======
NET INCOME PER SHARE (Note 2) $ 0.22 $ 0.21
====== ======
</TABLE>
The accompanying notes are an integral part of these statements.
<PAGE>
7
FIRST REGIONAL BANCORP AND SUBSIDIARY
-------------------------------------
CONSOLIDATED STATEMENTS OF CASH FLOWS
-------------------------------------
(In Thousands)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
------------------
1996 1995
---- ----
<S> <C> <C>
OPERATING ACTIVITIES
Net Income $ 534 $ 507
Adjustments to reconcile net income to
net cash provided by operating activities:
Provision for loan losses 100 275
Provision for depreciation and
amortization 12 14
Amortization of investment security
and guaranteed loan premiums 111 0
Accretion of investment security
discounts (42) (151)
Decrease (increase) in interest
receivable 19 (98)
Increase (decrease) in interest payable 138 (7)
Increase (decrease) in taxes payable 66 63
Net increase (decrease) in other
liabilities 764 23
------- -------
Net cash provided by
operating activities $ 1,702 $ 626
INVESTING ACTIVITIES
Increase in investments in time
deposits with other financial
institutions $ 3,466 $ 99
Decrease (increase) in investment securities (5,055) (1,694)
Decrease (increase) in guaranteed loans 2,005 (856)
Net decrease (increase) in other loans 602 (1,091)
Decrease (increase) in premises and equipment (2) (1)
Decrease (increase) in other real estate owned 32 44
Net decrease (increase) in other assets (703) (330)
------- -------
Net cash provided by
investing activities $ 345 $(3,829)
</TABLE>
<PAGE>
8
<TABLE>
<CAPTION>
Three Months Ended
March 31,
------------------
1996 1995
---- ----
<S> <C> <C>
FINANCING ACTIVITIES
Net increase (decrease) in demand
deposits, savings accounts, and
money market accounts $(5,461) $ (7,302)
Net increase (decrease) in time deposits 2,029 (680)
Increase (decrease) in securities sold
under agreement to repurchase (15) 0
------- --------
Net cash provided by
financing activities $(3,447) $ (7,982)
Increase (decrease) in cash and cash
equivalents $(1,400) $(11,185)
Cash and cash equivalents, beginning of
period 27,467 25,977
------- --------
Cash and cash equivalents, end of period $26,067 $ 14,792
======= ========
</TABLE>
The accompanying notes are an integral part of these statements.
<PAGE>
9
FIRST REGIONAL BANCORP AND SUBSIDIARY
-------------------------------------
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
------------------------------------------
March 31, 1996
(Unaudited)
NOTE 1 - The consolidated financial statements include the accounts of First
Regional Bancorp (the Company), a bank holding company, and its
wholly-owned subsidiary, First Regional Bank (the Bank). Certain
amounts in the 1995 financial statements have been reclassified to be
comparable with the classifications used in the 1996 financial
statements.
In the opinion of the Company, the accompanying consolidated financial
statements contain all adjustments (which consist only of normal
recurring adjustments) necessary to present fairly the financial
position as of March 31, 1996 and December 31, 1995 and the results of
operations for the three month periods ended March 31, 1996 and 1995.
While the Company believes that the disclosures presented are adequate
to make the information not misleading, it is suggested that these
financial statements be read in conjunction with the financial
statements and the notes included in the Company's 1995 annual report.
NOTE 2 - Per share information is based on the number of common shares
outstanding, which was 2,398,800 for 1996 and 1995. No adjustment has
been made for outstanding stock options.
NOTE 3 - As of March 31, 1996 the Bank had a total of $330,000 in standby
letters of credit outstanding. No losses are anticipated as a result
of these transactions.
NOTE 4 - The Company adopted Statement of Financial Accounting Standards (SFAS)
No. 114, "Accounting by Creditors for Impairment of a Loan," effective
January 1, 1995. This Statement defines an impaired loan as one for
which it is likely that an institution will be unable to collect all
amounts due (that is, all principal and interest) according to the
contractual terms of the loan. The Statement generally requires
impaired loans to be measured at the present value of expected future
cash flows discounted at the effective interest rate of the loan, or,
as an expedient, at the loan's observable market price, or the fair
value of the collateral if the loan is collateral dependent. For the
quarter ended March 31, 1996 the Company had identified loans having
an aggregate average balance of $983,000 which it concluded were
impaired under SFAS No. 114. The Company's policy is to discontinue
the accrual of interest income on impaired loans, and to recognize
income on such loans only after the loan principal has been repaid in
full. Pursuant to this policy, the Company had already ceased to
accrue interest on the impaired loans, and had established a general
loss reserve for each of the loans which at March 31, 1996 totalled
$283,000 for the loans as a group. As the loss reserves established
by the Company were greater than those called for under SFAS No. 114,
the adoption of
<PAGE>
10
SFAS No. 114 had no effect on the Company's financial statements as of
March 31, 1996.
NOTE 5 - The Company adopted Statement of Financial Accounting Standards (SFAS)
No. 115, "Accounting for Investments in Certain Debt and Equity
Securities," effective January 1, 1994. This Statement supersedes
SFAS No. 12, and significantly amends SFAS No. 65 and SFAS No. 60, the
standards previously used by the Company. The effect of adopting SFAS
No. 115 on the Company's financial statements was to increase
shareholders' equity at March 31, 1996 by $47,000 from the level which
would have existed had SFAS No. 115 not been adopted. Because the
applicable investment securities are classified by the Company as
"available for sale," there was no effect on the Company's income
statement.
<PAGE>
11
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
- - ------------------------------------------------------------------------
RESULTS OF OPERATIONS
---------------------
SUMMARY
- - -------
First Regional Bancorp did not conduct any significant business activities
independent of First Regional Bank. The following discussion and analysis
relates primarily to the Bank.
At March 31, 1996 total assets were $135,907,000 compared to $137,810,000 at
December 31, 1995, a decrease of $1,903,000 or 1%. Still, the March 31, 1996
total reflects considerable growth over the $116,904,000 in total assets which
existed on the same date in 1995. The asset shrinkage which took place in the
first quarter of 1996 is typical, in that the Bank's assets customarily shrink
modestly in the first quarter after growing at the end of the preceding year.
For the most part, this year's shrinkage was the result of a decrease in
deposits of $3,432,000 or 3%, to $121,292,000 on March 31, 1996 from
$124,724,000 at December 31, 1995; the reduction was centered in demand
deposits, although smaller decreases were experienced in the areas of savings
deposits and money market deposits. Time deposits grew in the first quarter,
partially offsetting the declines which took place in the other deposit
categories. The composition of the Bank's assets was reasonably stable during
the first quarter. Federally guaranteed loans fell by $2,116,000 due to payoffs
of loans by borrowers, while other loans likewise fell by $702,000. These
reductions brought the Bank's total loans to $82,509,000 at March 31, 1996 from
the December 31, 1995 total of $85,327,000. Because the shrinkage in deposits
was essentially offset by the reduction in loans, total liquid assets remained
basically unchanged, although there were changes in the composition of those
liquid assets. In particular, investment securities rose due to new investment
opportunities, while time deposits with other financial institutions dropped due
to the inability to find acceptable yields on investments meeting the Bank's
quality standards.
The Company earned a profit of $534,000 in the three months ended March 31,
1996, compared to earnings of $507,000 for the first quarter of 1995. The
increase in earnings primarily reflects modest growth in net interest revenue
resulting from the growth in the level of earning assets over the prior year,
which offset the narrowing of the historically large difference between the
Company's yield on average assets and its cost of funds. In addition, the
continued improvement in asset quality led to lower provisions to the reserve
for loan losses.
NET INTEREST INCOME
- - -------------------
Total revenue from earning assets rose by $74,000 (3%) for the three months
ended March 31, 1996 compared to the same period in 1995. This revenue increase
came in part because of the higher level of earning assets which prevailed in
1996 compared to the prior year, although reductions in interest rates which
occurred late in 1995 and in the first quarter of 1996 served to reduce the
effects of the growth. While yields on earning assets fell over the past few
months, however, the cost of funds has been much more stable, with the result
that growth in deposits over the past year has resulted in a substantial
increase in interest expense, which rose from
<PAGE>
12
$610,000 in the first quarter of 1995 to $728,000 for the same period in 1996,
and increase of $118,000 or 19%. Thus, in the first quarter of 1996 the cost of
interest bearing liabilities rose sharply, but interest revenues remained
essentially stable. The combined effect of these changes was a slight drop in
net revenue from earning assets from $2,090,000 in the first quarter of 1995 to
$2,046,000 for the first three months of 1996.
OPERATING INCOME
- - ----------------
Other revenue fell to $105,000 in the first quarter of 1996 compared to $125,000
in the three months ended March 31, 1995. The decrease in this category of
income was largely due to somewhat lower service charge income on deposit
accounts. Other income categories in this area were virtually unchanged from
prior year levels. During the first quarter of 1996, changes in the relative
levels of interest rates made it advisable for one of the Bank's investment
securities to be sold, and a loss of $20,000 was incurred on the sale. No gains
or losses on securities sales were realized in the first quarter of 1995.
PROVISION FOR POSSIBLE LOSSES
- - -----------------------------
The allowance for possible losses is intended to reflect known and inherent
risks in a portfolio. The allowance for possible losses is increased by
provisions for possible losses, and is decreased by net chargeoffs. Management
continues to evaluate the portfolio in light of many factors, including loss
experience and current economic conditions. Management believes the allowance
for possible losses is adequate to provide for losses that might be reasonably
anticipated.
The allowance for possible losses was $2,143,000 and $2,000,000 (or 2.53% and
2.29% of gross outstanding loans) at March 31, 1996 and December 31, 1995
respectively. Reflecting the Company's ongoing analysis of the risks presented
by its loan portfolio, provisions for possible losses were $100,000 in the first
quarter of 1996, compared to $275,000 for the three month period ended March 31,
1995. For the three months ended March 31, 1995, the Company generated net
recoveries of previous loan chargeoffs of $43,000; by comparison, in the first
quarter of 1995 the Company experienced net loan recoveries of $38,000.
In addition, the Company adopted Statement of Financial Accounting Standards
(SFAS) No. 114, "Accounting by Creditors for Impairment of a Loan," effective
January 1, 1995. This Statement defines an impaired loan as one for which it is
likely that an institution will be unable to collect all amounts due (that is,
all principal and interest) according to the contractual terms of the loan. The
Statement generally requires impaired loans to be measured at the present value
of expected future cash flows discounted at the effective interest rate of the
loan, or, as an expedient, at the loan's observable market price, or the fair
value of the collateral if the loan is collateral dependent. For the quarter
ended March 31, 1996 the Company had identified loans having an aggregate
average balance of $983,000 which it concluded were impaired under SFAS No. 114.
The Company's policy is to discontinue the accrual of interest income on
impaired loans, and to recognize income on such loans only after the loan
principal has been repaid in full. Pursuant to this policy, the Company had
already ceased to accrue interest on the impaired loans, and had
<PAGE>
13
established a general loss reserve for each of the loans which at March 31, 1996
totalled $283,000 for the loans as a group. As the loss reserves established by
the Company were greater than those called for under SFAS No. 114, the adoption
of SFAS No. 114 had no effect on the Company's financial statements as of March
31, 1996.
OPERATING EXPENSES
- - ------------------
Overall operating expenses increased in the first quarter of 1996 compared to
the same period of 1995, although some categories of expense actually decreased
from the levels of previous periods. Operating expenses rose to a total of
$1,431,000 for the first quarter of 1996 from $1,370,000 for the three months
ended March 31, 1995.
Salary and related benefits increased significantly, rising from a total of
$521,000 for the first quarter of 1995 to $625,000 for the same period in 1996.
The increase principally reflects increases in staffing which took place in 1995
as part of the Bank's program to increase its level of assets. Occupancy
expense remained generally stable, rising slightly to $89,000 for the three
months ended March 31, 1996 from $83,000 in the first quarter of 1995. This
category of expense has fallen sharply in recent years following the
renegotiation of the Company's premises leases in mid-1993. Other operating
expenses fell somewhat in 1996 compared to the prior year, falling from $766,000
for the first quarter of 1995 to $717,000 for the first three months of 1996.
In addition to the benefits of the Bank's ongoing program of expense control,
the expense reduction reflects the absence in 1996 of premiums for deposit
insurance.
The combined effects of the above-described factors resulted in income before
taxes of $600,000 for the three months ended March 31, 1996 compared to $570,000
for the first quarter of 1995. Reflecting the higher income level, the
Company's provision for taxes for the first quarter rose to $66,000 in 1996 from
$63,000 in 1995. This brought Net Income for the first quarter of 1996 to
$534,000 compared to $507,000 for the same period in 1995.
LIQUIDITY, SOURCES OF FUNDS, AND CAPITAL RESOURCES
- - --------------------------------------------------
The Company's financial position remains liquid. Total liquid assets (cash and
due from banks, time deposits with other financial institutions, investment
securities, and funds sold) stood at 41.0% of total deposits at March 31, 1996.
This level represents a slight increase from the 39.7% liquidity level which
existed on December 31, 1995. In addition, at March 31, 1996 over $25 million
of the Bank's total loans consisted of government guaranteed loans, which
represent a significant source of liquidity due to the active secondary market
which exists for these assets. The ratio of net loans (including government
guaranteed loans) to deposits was 68.0% and 68.4% as of March 31, 1996 and
December 31, 1995, respectively.
Because customer deposits are the Company's principal funding source outside of
its capital, management has attempted to match rates and maturities of its
deposits with its investment and loan portfolios as part of its liquidity and
asset and liability management policies. The objective of these policies is to
limit the fluctuations of net interest income resulting from interest rate
changes. The table which follows
<PAGE>
14
indicates the repricing or maturity characteristics of the major categories of
the Bank's assets and liabilities as of March 31, 1996, and thus the relative
sensitivity of the Bank's net interest income to changes in the overall level of
interest rates. A positive "gap" for a period indicates that an upward or
downward movement in the level of interest rates would cause a corresponding
change in net interest income, while a negative "gap" implies that an interest
rate movement would result in an inverse change in net interest income.
<TABLE>
<CAPTION>
One month Six months One year Non-interest
Floating Less than but less than but less than but less than Five years earning
Category Rate one month six months one year five years or more or bearing Total
====================================================================================================================================
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Fed funds sold 22,500 0 0 0 0 0 0 22,500
Time deposits with other
banks 0 1,878 2,777 0 0 0 0 4,655
Investment securities 10,512 0 6,051 1,234 1,224 0 0 19,021
------ - ----- ----- ----- - - ------
Subtotal 33,012 1,878 8,828 1,234 1,224 0 0 46,176
Loans 80,531 0 235 1,743 0 0 0 82,509
------ - ----- ----- - - - ------
Total earning assets 113,543 1,878 9,063 2,977 1,224 0 0 128,685
Cash and due from banks 0 0 0 0 0 0 3,567 3,567
Premises and equipment 0 0 0 0 0 0 190 190
Other real estate owned 0 0 0 0 0 0 360 360
Other assets 0 0 0 0 0 0 3,105 3,105
- - - - - - ------ ------
Total non-earning assets 0 0 0 0 0 0 7,222 7,222
- - - - - - ------ ------
Total assets 113,543 1,878 9,063 2,977 1,224 0 7,222 135,907
Funds purchased 21 0 0 0 0 0 0 21
Repurchase agreements 0 0 0 0 0 0 0 0
- - - - - - - -
Subtotal 21 0 0 0 0 0 0 21
Savings deposits 4,567 0 0 0 0 0 0 4,567
Money market deposits 80,426 0 0 0 0 0 0 80,426
Time deposits 0 7,412 5,520 2,049 3 0 0 15,044
- ----- ----- ----- - - - ------
Total bearing liabilities 85,014 7,412 5,520 2,049 3 0 0 100,058
Demand deposits 0 0 0 0 0 0 21,255 21,255
Other liabilities 0 0 0 0 0 0 1,759 1,759
Equity capital 0 0 0 0 0 0 12,835 12,835
- - - - - - ------ ------
Total non-bearing
liabilities 0 0 0 0 0 0 35,849 35,849
- - - - - - ------ ------
Total liabilities 85,014 7,412 5,520 2,049 63 0 35,849 135,907
GAP 28,529 (5,534) 3,543 928 1,161 0 (28,627) 0
Cumulative GAP 28,529 22,995 26,538 27,466 28,627 28,627 0 0
</TABLE>
As the table indicates, the vast majority of the Company's assets are
<PAGE>
15
either floating rate or, if fixed rate, have extremely short maturities. Since
the yields on these assets quickly adjust to reflect changes in the overall
level of interest rates, there are no significant unrealized gains or losses
with respect to the Company's assets, nor is there much likelihood of large
realized or unrealized gains or losses developing in the future. For this
reason, realized or unrealized gains or losses are not expected to have any
significant impact on the Company's future operating results or liquidity.
The Bank's investment portfolio continues to be composed of high quality, low
risk securities, primarily U.S. Treasury or Agency obligations. As mentioned
above, a loss of $20,000 was incurred on a security sale in the first quarter of
1996; no gains or losses were recorded on securities sales in the first quarter
of 1995. As of March 31, 1996 the Bank's investment portfolio contained gross
unrealized gains of $51,000 and gross unrealized losses of $4,000, whereas at
March 31, 1995 the Bank's investment portfolio contained gross unrealized gains
of $7,000 and no gross unrealized losses. As discussed more fully in Note 5,
the Company adopted SFAS No. 115 in 1994, with the result that the unrealized
net gain of $47,000 gave rise to a $47,000 increase in the Company's
shareholders' equity. Because the Company's holdings of securities are intended
to serve as a source of liquidity should conditions warrant, the securities have
been classified by the Company as "available for sale."
The Company continues to enjoy a strong capital position. Total capital was
$12,835,000 and $12,259,000 as of March 31, 1996 and December 31, 1995,
respectively. The Company's capital ratios for those dates in comparison with
regulatory capital requirements were as follows:
<TABLE>
<CAPTION>
3-31-96 12-31-95
------- --------
<S> <C> <C>
Leverage Ratio (Tier I Capital
to Assets):
Regulatory requirement 4.00% 4.00%
First Regional Bancorp 9.38% 8.96%
</TABLE>
The "regulatory requirement" listed represents the level of capital required for
Adequately Capitalized status.
In addition, bank regulators have issued risk-adjusted capital guidelines which
assign risk weighting to assets and off-balance sheet items and place increased
emphasis on common equity. The Company's risk adjusted capital ratios for the
dates listed in comparison with the risk adjusted regulatory capital
requirements were as follows:
<TABLE>
<CAPTION>
3-31-96 12-31-95
------- --------
<S> <C> <C>
Tier I Capital to Assets:
Regulatory requirement 4.00% 4.00%
First Regional Bancorp 15.97% 15.91%
Tier I + Tier II Capital to Assets:
Regulatory requirement 8.00% 8.00%
First Regional Bancorp 17.20% 17.17%
</TABLE>
<PAGE>
16
The Company believes that it will continue to meet all applicable capital
standards.
INFLATION
- - ---------
The impact of inflation on the Company differs significantly from other
industries, since virtually all of its assets and liabilities are monetary.
During periods of rising inflation, companies with net monetary assets will
always experience a reduction in purchasing power. Inflation continues to have
an impact on salary, supply, and rent expenses, but the rate of inflation in
general and its impact on these expenses in particular has remained moderate in
recent years.
<PAGE>
17
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
- - --------------------------
Litigation
- - ----------
The Company is a party as plaintiff or defendant to a number of lawsuits that
have arisen in connection with the normal conduct of its banking business. It
is management's opinion, based upon advice of legal counsel, that none of the
pending litigation will have a materially adverse effect on the Company or the
Bank.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
- - ------------------------------------------------------------
No items were submitted to a vote of the Company's shareholders during the first
quarter of 1996.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- - -----------------------------------------
Exhibits
- - --------
There are no exhibits to this report.
Reports on Form 8-K
- - -------------------
No reports on Form 8-K were filed during the first quarter of 1996.
<PAGE>
18
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.
FIRST REGIONAL BANCORP
Date: May 10, 1996 /s/ Jack A. Sweeney
------------------------------------------
Jack A. Sweeney, Chairman of the Board
and Chief Executive Officer
Date: May 10, 1996 /s/ Thomas McCullough
------------------------------------------
Thomas McCullough, Chief Financial Officer
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 3,567
<INT-BEARING-DEPOSITS> 4,655
<FED-FUNDS-SOLD> 22,500
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 19,021
<INVESTMENTS-CARRYING> 18,974
<INVESTMENTS-MARKET> 19,021
<LOANS> 84,652
<ALLOWANCE> (2,143)
<TOTAL-ASSETS> 135,907
<DEPOSITS> 121,292
<SHORT-TERM> 21
<LIABILITIES-OTHER> 1,759
<LONG-TERM> 0
11,332
0
<COMMON> 0
<OTHER-SE> 1,456
<TOTAL-LIABILITIES-AND-EQUITY> 135,907
<INTEREST-LOAN> 2,120
<INTEREST-INVEST> 360
<INTEREST-OTHER> 294
<INTEREST-TOTAL> 2,774
<INTEREST-DEPOSIT> 724
<INTEREST-EXPENSE> 728
<INTEREST-INCOME-NET> 2,046
<LOAN-LOSSES> 100
<SECURITIES-GAINS> (20)
<EXPENSE-OTHER> 1,431
<INCOME-PRETAX> 600
<INCOME-PRE-EXTRAORDINARY> 600
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 534
<EPS-PRIMARY> 0.22
<EPS-DILUTED> 0
<YIELD-ACTUAL> 0.086
<LOANS-NON> 983
<LOANS-PAST> 2,654
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 2,000
<CHARGE-OFFS> 74
<RECOVERIES> 116
<ALLOWANCE-CLOSE> 2,143
<ALLOWANCE-DOMESTIC> 2,143
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
