UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1998
---------------------------------
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transaction period from ____________________ to ______________________
Commission file number 0-10669
---------------------------------------------------
CB&T, Inc.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Tennessee 62-1121054
- --------------------------------------------- -------------------
(State or other jurisdiction of incorporation (I.R.S. Employer
or organization) Identification No.)
101 East Main Street, McMinnville, Tennessee
----------------------------------------------------
(Address of principal executive offices)
(Zip Code)
37110
----------------------------------------------------
(Registrant's telephone number, including area code)
(931) 473-2148
----------------------------------------------------
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 of each of the issuer's classes of
common stock, as of March 31, 1998: 264,113 shares of common stock, par value
$2.50.
This filing contains 12 pages.
1
<PAGE>
C B & T, INC. AND WHOLLY-OWNED SUBSIDIARY
-----------------------------------------
INDEX
PART I. FINANCIAL INFORMATION PAGE
----
Item 1. Financial Statements..................................... 3
------
Consolidated Balance Sheets for the periods ended
March 31, 1998 and December 31, 1997
(Unaudited).............................................. 3
Consolidated Statements of Income for the three
(3) month period and year-to-date ended
March 31, 1998 and 1997, respectively
(Unaudited).............................................. 4
Consolidated Statements of Cash Flows for the
year-to-date ended March 31, 1998 and 1997,
respectively (Unaudited) ................................ 5
Management's Statement ...................................... 6
Item 2. Management's Discussion and Analysis of Financial
------ Condition and Results of Operations...................... 7
PART II. OTHER INFORMATION ........................................... 11
Signatures................................................... 12
2
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
- ------
<TABLE>
<CAPTION>
C B & T, INC. AND WHOLLY-OWNED SUBSIDIARY
-----------------------------------------
McMinnville, Tennessee 37110
----------------------------
CONSOLIDATED BALANCE SHEETS
---------------------------
<S> <C> <C>
March 31, December 31,
1998 1997
------------- ----------------
(Dollars in Thousands)
ASSETS
Cash and due from banks...................................................... $ 8,421 8,456
Federal funds sold........................................................... 6,000
Investment securities (amortized cost
$102,499 and $103,695, respectively)..................................... 104,066 105,404
Loans, net of unearned income and allowance for possible credit losses...... 143,916 145,335
Interest receivable.......................................................... 3,222 3,160
Bank premises and equipment,
less allowances for depreciation.......................................... 2,099 2,061
Other assets................................................................. 4,069 4,070
----------- ----------
TOTAL ASSETS $ 271,793 268,486
=========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
- ------------------------------------
Deposits:
Non-interest bearing................................................... $ 29,126 28,207
Interest-bearing deposits (other than time)............................ 73,668 71,081
Time deposits less than $100M.......................................... 88,386 88,468
Time deposits of $100M or more ....................................... 33,760 31,387
----------- ----------
TOTAL DEPOSITS $ 224,940 219,143
Accounts payable and accrued liabilities..................................... 3,428 3,397
FHLB borrowings.............................................................. 6,585 6,787
Federal funds purchased/repurchase agreements................................ 2,408 4,273
----------- ----------
TOTAL LIABILITIES $ 237,361 233,600
SHAREHOLDERS' EQUITY:
Common Stock of 2.50 par value: Authorized 1,000,000 shrs,
issued 331,814 shrs including 67,701 and 67,701 Treasury shrs in
March '98 and December '97, respectively.................................. $ 830 830
Surplus ..................................................................... 5,000 5,000
Retained earnings............................................................ 33,101 33,467
Less cost of treasury shares................................................. (5,471) (5,471)
Net unrealized gains (losses) on available for sale securities, net of tax... 972 1,060
----------- ----------
TOTAL SHAREHOLDERS' EQUITY $ 34,432 34,886
----------- ----------
TOTAL LIABILITIES ANDSHAREHOLDERS'
EQUITY $ 271,793 268,486
=========== ==========
</TABLE>
3
<PAGE>
<TABLE>
<CAPTION>
C B & T, INC. AND WHOLLY-OWNED SUBSIDIARY
-----------------------------------------
McMinnville, Tennessee 37110
----------------------------
CONSOLIDATED STATEMENTS OF INCOME
---------------------------------
Fiscal Year-to-date
Three Months Ended Three Months Ended
March 31 March 31
------------------------------------ --------------------------------
1998 1997 1998 1997
---- ---- ---- ----
<S> <C> <C> <C> <C>
INTEREST INCOME:
Interest and fees on loans.......................... $ 3,461 3,432 $ 3,461 3,432
Interest on investment securities:
Taxable income................................ 1,098 1,160 1,098 1,160
Tax-exempt income............................. 458 388 458 388
Other interest income .............................. 37 32 37 32
-------- -------- --------- --------
TOTAL INTEREST INCOME
$ 5,054 5,012 5,054 5,012
INTEREST EXPENSE:
Interest on deposits other than time............... $ 513 502 513 502
Time deposits less than $100M....................... 1,164 1,194 1,164 1,194
Time deposits of $100M or more ..................... 444 421 444 421
Interest on FHLB borrowings......................... 102 111 102 111
Interest on federal funds purchased/ repurchase
agreements........................................ 32 17 32 17
-------- -------- --------- --------
TOTAL INTEREST EXPENSE $ 2,255 2,245 2,255 2,245
-------- -------- --------- --------
TOTAL NET INTEREST
INCOME $ 2,799 2,767 2,799 2,767
PROVISION FOR POSSIBLE
CREDIT LOSSES.................................. ( 102) ( 140) ( 102) ( 140)
-------- -------- --------- --------
NET INTEREST INCOME
AFTER PROVISION FOR
POSSIBLE CREDIT LOSSES........ $ 2,697 2,627 2,697 2,627
OTHER INCOME:
Service charges on deposit accounts........... $ 290 295 290 295
Other service charges, commissions
and fees................................... 119 53 119 53
Net realized gains (losses) on investment
securities................................. 29 12 29 12
Other income.................................. 19 85 19 85
-------- -------- --------- --------
TOTAL OTHER INCOME $ 457 445 457 445
OTHER EXPENSES:
Salaries and employee benefits...................... $ 1,045 800 1,045 800
Net occupancy expense............................... 84 87 84 87
Furniture and equipment expense..................... 193 209 193 209
FDIC Assessment..................................... 13 6 13 6
Other .............................................. 461 405 461 405
-------- -------- --------- --------
TOTAL OTHER EXPENSES $ 1,796 1,507 1,796 1,507
-------- -------- --------- --------
INCOME BEFORE
INCOME TAXES.......... $ 1,358 1,565 1,358 1,565
Income taxes........................................ ( 403) ( 486) ( 403) ( 486)
-------- -------- -------- --------
NET INCOME $ 955 1,079 955 1,079
======== ======== ======== ========
Common shares outstanding ended March 31............ 264,113 264,507 264,113 264,507
Net income per share of common stock................ $ 3.61 4.08 3.61 4.08
Dividends per share of common stock................. $ 5.00 5.00 5.00 5.00
</TABLE>
4
<PAGE>
<TABLE>
<CAPTION>
C B & T, INC. AND WHOLLY-OWNED SUBSIDIARY
-----------------------------------------
MCMINNVILLE, TENNESSEE 37110
----------------------------
CONSOLIDATED STATEMENTS OF CASH FLOWS
-------------------------------------
For the Period Ended
March 31
----------------------
1998 1997
(Dollars in thousands)
<S> <C> <C>
Operating activities:
Net income........................................................................ $ 955 1,079
Adjustments to reconcile net income to net cash
provided by operating activities:
Provision for possible credit losses......................................... 102 140
Provision for depreciation and amortization.................................. 122 133
Decrease (increase) in interest receivable................................... ( 62) ( 229)
Decrease (increase) in other assets ......................................... 1 ( 378)
Increase (decrease) in accounts payable and accrued liabilities .................. 31 ( 112)
-------- ------
NET CASH PROVIDED BY OPERATING ACTIVITIES $ 1,149 633
Investing activities:
Purchases of investment securities.............................................. $(13,431) (9,964)
Proceeds from sales of investment securities..................................... 8,514 4,970
Proceeds from maturities, calls and principal collections
of investment securities...................................................... 6,112 7,678
Net decrease (increase) in unrealized gains on investment securities............. 143 513
Net decrease (increase) in loans................................................. 1,317 (2,066)
Purchase of premises and equipment .............................................. ( 160) ( 45)
-------- ------
NET CASH USED BY INVESTING ACTIVITIES $ 2,495 1,086
Financing activities:
Net increase (decrease) in noninterest-bearing and
interest-bearing deposits..................................................... $ 5,797 3,712
Net increase in federal funds sold............................................... ( 6,000)
Net increase (decrease) in federal funds purchased/
repurchase agreements......................................................... ( 1,865) 758
Cash dividends................................................................... ( 1,321) (1,323)
Purchase of Treasury Stock ...................................................... ( 9)
Net increase (decrease) in FHLB borrowings....................................... ( 202) 181
Increase (decrease) in after-tax unrealized gains on securities.................. ( 88) ( 318)
-------- ------
NET CASH PROVIDED BY FINANCING ACTIVITIES $ (3,679) 3,001
-------- ------
DECREASE IN CASH AND CASH EQUIVALENTS $ ( 35) 4,720
CASH AND CASH EQUIVALENTS AT BEGINNING
OF YEAR 8,456 8,196
-------- ------
CASH AND CASH EQUIVALENTS AT END OF QUARTER $ 8,421 12,916
======== ======
</TABLE>
5
<PAGE>
The unaudited consolidated financial statements have been prepared on a
consistent basis and in accordance with the instructions to Form 10-Q and do not
include all of the information and footnotes required by generally accepted
accounting principles for complete financial statements. In the opinion of
management, all adjustments necessary for a fair presentation have been
included. These adjustments were normal reoccurring adjustments with the
exception of $284 thousand in charges related to the proposed merger of CB&T
with Union Planters Corporation, which were accrued or paid and charged against
1998 earnings. For further information, refer to the consolidated financial
statements and footnotes included in the Corporation's Annual Report on Form
10-K for the year ended December 31, 1997.
6
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
- ------
At March 31, 1998, average total assets were $268.6 million compared to $260.7
million at March 31, 1997 and $267.3 million at December 31, 1997. Average
earning assets at the period ended March 31, 1998 totaled $254.7 million as
compared to $244.2 million at March 31, 1997 and $250.5 million at December 31,
1997, respectively. The following discussion examines the significant factors
relative to changes in the Corporation's balance sheets.
SECURITIES
- ----------
The investment portfolio is comprised of U.S. Treasury and other U.S. Government
agency-backed securities, collateralized mortgage-backed securities, tax-exempt
obligations of states and political subdivisions and certain other investments.
The quality of obligations of states and political subdivisions will be BAA, A,
AA, or AAA, the majority of which is AA or AAA, as rated by a nationally
recognized service. As a matter of policy, in support of the local service area,
certain unrated bonds of local municipalities may be purchased provided they are
of reasonable credit risk.
As of December 31, 1995, all investment securities were classified as
available-for-sale. Management classified all securities as available-for-sale
so that securities may be sold prior to their maturity for purposes of bank
asset allocations, rate sensitivity or liquidity and, hence, tend to be more
liquid.
The Corporation's average debt securities portfolio at March 31, 1998 was $103.2
million which was an increase from average investments of $98.5 million at March
31, 1997 and $101.9 million at December 31, 1997. At March 31, 1998, the
liquidity portion of the current portfolio, fixed rate debt securities maturing
in one year or less, totaled $7.9 million or 7.7% of total debt securities and
is an integral part of asset/liability management. In addition, floating rate
securities with a repricing frequency of one year or less totaled $3.9 million
or 3.8% of total debt securities. At March 31, 1997, fixed rate securities
maturing in one year or less totaled $19.3 million and floating rate debt
securities with a repricing frequency of one year or less totaled $5.5 million.
LOANS
- -----
The Corporation's average loan portfolio totaled $145.5 million at March 31,
1998 which was an increase over the corresponding period in 1997 with average
loans of $143.2 million and $144.6 million at March 31, 1997 and December 31,
1997, respectively. Average loan growth reflected an increase of $2.3 million or
1.6% over March 31, 1997 and $0.9 million or 0.7% over December 31, 1997. The
increase in the loan portfolio was attributed primarily to the growth in real
estate mortgage lending which increased $2.2 million or 2.8% over the period
ended March 31, 1997 and $.8 million or 1.0% over December 31, 1997. There was
no commercial paper included in the loan portfolio at the end of the current
reporting period.
Effective January 1, 1995, the Corporation and the Bank adopted Statement of
Financial Accounting Standards No. 114 (as amended by No 118), "Accounting by
Creditors for Impairment of a Loan." SFAS 114 established the accounting by
creditors for impairment of a loan by specifying how allowances for possible
loan losses related to certain loans should be determined. This Statement also
addresses the accounting by creditors for certain loans that are restructured in
a troubled debt restructuring. A loan is considered impaired when it is probable
that an institution will be unable to collect all amounts due (principal and
interest) according to the contractual terms of the loan agreement. Management
evaluates smaller balance homogeneous loans collectively for impairment. Loans
collateralized by one-to-four family residential properties, consumer
installment loans and credit card loans are considered smaller-balance
homogeneous loans.
Loans that are ninety days past-due, loans on non-accrual status, loans that are
restructured in a troubled debt restructuring, and loans that are included on
the Bank's problem loan list are evaluated for impairment. A loan on non-accrual
status is a loan on which interest accruals are discontinued. Interest accruals
are discontinued when management believes, after considering economic and
business conditions and collection efforts, that the borrower's financial
condition is such that it is not reasonable to expect that such interest will be
collected. Interest income is subsequently recognized only to the extent of the
excess of cash payments received over the principal balance due.
When a loan is impaired, the amount of impairment is measured based on the
present value of expected future cash flows discounted at the loan's effective
interest rate. For collateral dependent loans, impairment is measured based on a
7
<PAGE>
loan's observable market price or the fair value of the collateral. The entire
change in the net carrying amount is reported as an adjustment to the provision
for possible loan losses, but in no event are changes in the net present value
used to justify having a loan on the Bank's books at a value that exceeds its
recorded investment. Estimated losses from impaired loans are included in the
Bank's allowance for possible loan losses. Impaired loans are charged-off once
management has exhausted all efforts to collect the loan.
Inherent in the business of providing financial services is the risk involved in
extending credit. Management believes the objective of a sound credit policy is
to extend quality loans to customers while reducing risk affecting shareholders'
and depositors' investments. Risk reduction is achieved through diversity of the
loan portfolio as to type, borrower, and industry concentration as well as sound
credit policy guidelines and procedures.
Total impaired loans at March 31, 1998 were $1.4 million compared to $.03
million at March 31, 1997 and $1.4 million at December 31, 1997. The ratio of
impaired loans to the allowance for loan losses at March 31, 1998 was 73.6%
compared to 1.63% and 73.4% at March 31 and December 31, 1997, respectively.
Total impaired loans as a percentage of total loans were 1.0% at March 31, 1998,
compared to .02% at March 31, 1997 and 1.0% at December 31, 1997.
OTHER EARNING ASSETS
- --------------------
At the reporting period ended March 31, 1998, average federal funds sold totaled
$2.8 million compared to $2.4 million and $3.9 million at March 31, 1997 and
December 31, 1997, respectively, which equates to $.4 million more than at March
31, 1997 and $1.1 million less than at December 31, 1997, respectively.
DEPOSITS
- --------
The Corporation's major source of investable funds is core deposits from retail
and business customers. Core deposits consist of interest-bearing and
noninterest-bearing deposits, including certificates of deposit over $100,000.
Average interest-bearing core deposits, comprised of interest-bearing checking
accounts, savings, certificates of deposit, money market and other time
accounts, increased $3 million or 1.6% over March 31, 1997 and increased $.4
million or 0.2% over December 31, 1997. Average demand deposits
(noninterest-bearing core deposits) increased $.6 million or 2.3% over March 31,
1997 and decreased $.7 million or 2.6% from December 31, 1997. These deposits
represent approximately 11.8%, 11.7% and 12.1% of average core deposits at March
31, 1998 and 1997 and December 31, 1997, respectively.
CAPITAL
- -------
The capital growth rate, exclusive of unrealized net gains or losses on
securities, increased $2,120 thousand or 6.8% over March 31, 1997 and decreased
$366 thousand or 1.1% over December 31, 1997. For the period ended March, 1998,
the Corporation had an equity capital to assets ratio of 12.7% compared to 11.7%
for March 31, 1997 and 12.0% for December 1997. Regulatory risk-adjusted capital
adequacy standards were revised in 1993. Under risk- adjusted capital
requirements, total capital consists of Tier 1 capital which is essentially
Common Shareholders' equity less tangible assets, and Tier 2 capital which
consists of certain types of preferred stock, subordinated debt, and allowance
for possible credit losses not to exceed 1.25% of risk-adjusted assets. The
capital ratio is then computed by dividing the sum of Tier 1 and Tier 2 capital
by the total of risk-adjusted assets including converted off- balance-sheet
risks. The minimum requirement for Tier 1 capital is 4% and total capital (Tier
1 plus Tier 2) is 8%. The Corporation's Tier 1 capital ratio was 22.6% and total
capital was 23.9% at March 31, 1998 compared to 20.9% and 22.2% at March 31,
1997 and 22.5% and 23.8% at December 31, 1997. These ratios substantially exceed
the Federal Reserve Board's capital guidelines for a "well-capitalized"
institution, which are 6% for Tier 1 and 10% for total capital. It is
management's intent to maintain a level of capitalization that allows the
flexibility to take advantage of opportunities that may arise in the future.
The formation of two nonbank subsidiaries resulted in the July, 1996 business
opening of CBT Insurance, Inc. and CBT Realty, Inc. Both subsidiaries are wholly
owned by CB&T, Inc. with an initial investment in each of $1,000 to purchase one
hundred percent (100%) of the stock issued by each of the newly formed
subsidiaries.
The principal activity of CBT Insurance, Inc. is insurance sales. CBT Realty,
Inc. was formed to engage in the holding and disposing of real estate acquired
through foreclosure, however, through March 1998, there has been no activity in
CBT Realty, Inc. The Corporation has entered into an Agreement and Plan of
Merger with Union Planters Corporation ("UPC"), and Union Planters Holding
Corporation, a wholly owned subsidiary of UPC ("UP Holding"), pursuant to which
8
<PAGE>
the Corporation will merge with and into UP Holding, with UP Holding being the
surviving corporation (the "Merger"). If the Merger is approved, CBT Realty Inc.
will be dissolved prior to consummation of the Merger.
MATERIAL CHANGES IN RESULTS OF OPERATION
Year-to-date 1998, interest from investment securities increased by $8 thousand
or 0.5% from the corresponding 1997 period. This increase in investment income
is attributable to the higher yields resulting from the increase in agency
mortgage-back securities in the portfolio.
At year-to-date March 31, 1998, there were net realized gains (losses) on the
sales of securities of $29 thousand compared to $12 thousand at March 31, 1997.
At March 31, 1998 net unrealized gains in securities totaled $1.6 million and
categorically were; Treasuries - $.1 million, Agencies - $.2 million, Municipals
- -$1.2 million and other investments - $.1 million. For the corresponding period
in 1997, net unrealized gains totaled $.5 million and categorically were;
Treasuries - $.1 million, Agencies - $(.2) million and Municipals - $.6 million.
The Corporation's interest from loans for the period ended March 31, 1998,
increased $29 thousand or 0.8% over the same period in 1997. This increase in
loan interest income is primarily a result of the increase in the volume of
loans outstanding.
Interest income on federal funds sold increased $5 thousand or 15.6% through the
first quarter of 1998 from the corresponding period in 1997.
Due to slightly declining rates on a higher volume of deposit accounts, interest
expense on interest-bearing deposits increased over the March 1997 period by
only $4 thousand or 0.2%. Interest expense for the 1998 reporting period on
certificates of deposit of less than $100 thousand decreased by $30 thousand or
2.5% through the first quarter and interest on time certificates of $100
thousand or more increased by $23 thousand or 5.5%. Total interest expense on
transaction accounts and savings deposits for the 1998 reporting period
increased $11 thousand or 2.2% over the same 1997 reporting period. Interest
expense on F.H.L.B. borrowings decreased $9 thousand or 8.1% from the same
year-to-date period in 1997.
Non-interest income (excluding securities transaction) decreased $5 thousand or
1.2% for the year-to-date 1998 over the corresponding period in 1997.
Through March 31, 1998, non-interest expense increased by $289 thousand or
19.2%. This increase in non-interest expense in 1998 over the corresponding
period in 1997 is the result of provision for charges of $284 thousand related
to the proposed Merger which have been accrued or paid and charged against 1998
earnings.
Year-to-date 1998, provision for possible credit losses reflects an increase of
$70 thousand or 2.7% over the corresponding period in 1997.
The net result of operations after federal income taxes for 1998 is a decrease
of $124 thousand or 11.5% over same year-to-date period in 1997.
It is the opinion of management that during the current reporting period of
March 1998, the effect of general inflation was relatively immaterial to the
operation of the Corporation and the results thereof.
PROPOSED MERGER
- ---------------
On January 6, 1998, the Corporation entered into the Merger Agreement which
provides for the combination of the Corporation and UPC. The Merger is expected
to be a tax free exchange of stock in which the Shareholders of the Corporation
will be entitled to receive 5.488 shares of UPC common stock (subject to upward
adjustment upon the occurrence of certain events set forth in the Merger
Agreement) in exchange for each outstanding share of the Corporation's common
stock. The Merger is subject to various conditions, including receipt of
approval by the Shareholders of the Corporation and receipt of certain
regulatory approvals from the Board of Governors of the Federal Reserve System
and other federal and state regulatory authorities.
9
<PAGE>
The description of the terms and conditions of the Merger Agreement
and the Merger in this report are qualified in their entirety by reference
to the Merger Agreement that has been filed as an exhibit to the
Corporation's Form 8-K, which was filed with the Securities and Exchange
Commission on January 21, 1998, and is hereby incorporated herein by
reference.
10
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C B & T, INC. AND WHOLLY-OWNED SUBSIDIARY
-----------------------------------------
PART II. OTHER INFORMATION
Items 1.-5. None applicable to the reporting period for the three (3) months
- ----------- ended March 31, 1998.
Item 6. Exhibits and Reports on Form 8-K.
- -------
(a) No exhibits were furnished in accordance with Item 601 of
Regulation S-K for three (3) months ended March 31, 1998.
(b) The registrant filed a report on Form 8-K on January 21,
1998 to report that the registrant had entered into an
Agreement and Plan of Merger with Union Planters Corporation
and Union Planters Holding Corporation, a wholly-owned
subsidiary of Union Planters Corporation, providing for the
merger of the registrant with and into Union Planters
Holding Corporation.
11
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
C B & T, INC.
By: /s/ Jeffrey A. Golden
--------------------------------------
Jeffrey A. Golden, Chairman, President
and Chief Executive Officer
Date: May 7, 1998
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the Registrant and
in the capacities and on the dates indicated.
/s/ Jeffrey A. Golden
- -------------------------------------------
Jeffrey A. Golden, Chairman, President
and Chief Executive Officer
(Principal Executive and Financial Officer)
Date: May 7, 1998
/s/ Jerry N. Brown
- -------------------------------------------
Jerry N. Brown, Sr Vice-President
City Bank & Trust Company
(Chief Financial Officer)
Date: May 7, 1998
12
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
Article 9 for CB&T, Inc.
</LEGEND>
<CIK> 000357130
<NAME> CB&T, Inc.
<MULTIPLIER> 1,000
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<EXCHANGE-RATE> 1.00
<CASH> 8,421
<INT-BEARING-DEPOSITS> 195,814
<FED-FUNDS-SOLD> 6,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 102,499
<INVESTMENTS-MARKET> 104,066
<LOANS> 145,819
<ALLOWANCE> (1,903)
<TOTAL-ASSETS> 271,793
<DEPOSITS> 224,940
<SHORT-TERM> 2,408
<LIABILITIES-OTHER> 3,428
<LONG-TERM> 6,585
0
0
<COMMON> 830
<OTHER-SE> 33,602
<TOTAL-LIABILITIES-AND-EQUITY> 271,793
<INTEREST-LOAN> 3,461
<INTEREST-INVEST> 1,556
<INTEREST-OTHER> 37
<INTEREST-TOTAL> 5,054
<INTEREST-DEPOSIT> 2,121
<INTEREST-EXPENSE> 2,255
<INTEREST-INCOME-NET> 2,799
<LOAN-LOSSES> 102
<SECURITIES-GAINS> 29
<EXPENSE-OTHER> 1,796
<INCOME-PRETAX> 1,358
<INCOME-PRE-EXTRAORDINARY> 1,358
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 955
<EPS-PRIMARY> 3.61
<EPS-DILUTED> 3.61
<YIELD-ACTUAL> 8.04
<LOANS-NON> 1
<LOANS-PAST> 1,403
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 1,401
<ALLOWANCE-OPEN> 1,913
<CHARGE-OFFS> 132
<RECOVERIES> 20
<ALLOWANCE-CLOSE> 1,903
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
