FIRST BANKING CO OF SOUTHEAST GEORGIA
10-Q, 1997-05-13
STATE COMMERCIAL BANKS
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<PAGE>   1


                    U. S. 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  March 31 1997               Commission file number  0-10853
                  ---------------                                     ---------

                   FIRST BANKING COMPANY OF SOUTHEAST GEORGIA
             (Exact name of registrant as specified in its charter)

                           -------------------------              

    GEORGIA                                                       58-1458268
 --------------------------------                    --------------------------
  (State or other jurisdiction of                           (I.R.S.  Employer
  incorporation or organization)                            Identification no.)
                        
                             
                              40 NORTH MAIN STREET
                                  P.O. BOX 878
                           STATESBORO, GEORGIA 30459   
                        -------------------------------
                        (Address of Principal Executive
                          Offices, including Zip Code)


                                  912-764-6611        
                        -------------------------------
                (Issuer's telephone number, including area code)

                                 NOT APPLICABLE       
                        -------------------------------
                          (Former name, former address
                           and former fiscal year, if
                           changed since last report)


                        ------------------------------- 

Check whether the issuer:  (1) has filed all reports required to be filed by
Section 13 or 15 (d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports) and (2)
has been subject to such filing requirement for the past 90 days.

                    Yes X                             No
                       ---                              ---

State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date.

   COMMON STOCK, $1.00 PAR VALUE       3,002,020 SHARES AS OF MARCH 31, 1997

<PAGE>   2





                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                   FIRST BANKING COMPANY OF SOUTHEAST GEORGIA
                    CONSOLIDATED BALANCE SHEETS (UNAUDITED)


<TABLE>
<CAPTION>
                                                         March 31,      December 31,
                                                            1997             1996    
                                                         ---------------------------
                                                              (thousands of dollars)
<S>                                                      <C>                <C>
ASSETS
Cash and Due From Banks                                  $ 18,251           $ 21,611
Interest Bearing Deposits in Other Banks                   11,307              9,905
Federal Funds Sold                                            750              6,220
Investment Securities:
   Available for Sale (Cost of $80,994 in 1997
     and $85,901 in 1996)                                  80,595             85,866
   Held to Maturity (Estimated Market Value
   of $21,800 in 1997 and $18,738 in 1996)                 21,469             18,158
Loans                                                     235,726            231,057
   Less: Unearned Interest                                    (12)               (15)
         Allowance for Loan Losses                         (4,230)            (4,024)
                                                         --------           -------- 
   Loans, Net                                             231,484            227,018
                                                         --------           --------
Interest Receivable                                         4,780              5,383
Premises and Equipment, Net                                 7,186              7,193
Other Real Estate                                             617                447
Other Assets                                                2,478              2,235
                                                         --------           --------
  TOTAL ASSETS                                           $378,917           $384,036
                                                         ========           ========

LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Deposits:
   Demand                                                $ 44,680           $ 43,368
   Interest Bearing:
      NOW Accounts                                         52,680             56,265
      Money Market Deposit Accounts                        25,332             33,332
      Savings                                              14,194             13,185
      Time ($100,000 and above)                            87,139             82,204
      Other Time                                          102,015            101,293
                                                         --------           --------
    Total Deposits                                        326,040            329,647
Other Borrowed Money                                        9,627             11,718
Securities Sold Under Agreement to Repurchase               1,200              1,200
Interest Payable                                            3,053              3,279
  Other Liabilities                                         1,116                871
                                                         --------           --------
    Total Liabilities                                     341,036            346,715
                                                         --------           --------

Shareholders' Equity (Note 3):
  Common Stock, 3,002,020 Shares Issued and Outstanding     3,002              3,002
  Surplus                                                   8,023              8,023
  Retained Earnings                                        27,112             26,319
    Net Unrealized Gain/(Loss) on Investment
      Securities Available for Sale                          (256)               (23)
                                                         --------           -------- 

 Shareholders' Equity                                      37,881             37,321
                                                         --------           --------
         TOTAL LIABILITIES AND
         SHAREHOLDERS' EQUITY                            $378,917           $384,036
                                                         ========           ========
</TABLE>

See notes to consolidated financial statements.

                                      1
<PAGE>   3

                   FIRST BANKING COMPANY OF SOUTHEAST GEORGIA
                 CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

<TABLE>
<CAPTION>
                                                             For the Three Months Ended
                                                                      March 31,
                                                                 1997             1996   
                                                             ---------------------------
INTEREST INCOME                                               (thousands of dollars)
<S>                                                          <C>               <C>
  Loans (Including fees)                                     $ 5,968           $ 5,732
  Interest Bearing Deposits                                      151               166
  Investments:
    U.S. Treasury                                                359               383
    U.S. Government Agencies                                     853               828
    States and Political Subdivisions                            269               252
    Dividend Income                                               50                33
  Federal Funds Sold                                              81               101
                                                             -------           -------
      Total Interest Income                                    7,731             7,495
                                                             -------           -------

INTEREST EXPENSE
  NOW Accounts                                                   452               471
  Money Market Deposits Accounts                                 207               299
  Savings                                                        108               103
  Time Deposits ($100,000 and above)                           1,291             1,145
  Other Time Deposits                                          1,403             1,479
  Other                                                          187               122
                                                             -------           -------
      Total Interest Expense                                   3,648             3,619
                                                             -------           -------

  NET INTEREST INCOME                                          4,083             3,876
  Provision for Loan Losses                                      231               229
                                                             -------           -------
  NET INTEREST INCOME AFTER PROVISION
      FOR LOAN LOSSES                                          3,852             3,647
                                                             -------           -------

NON-INTEREST INCOME
  Service Charges on Deposits                                    498               445
  Fees for Trust Services                                         38                38
  Other                                                          117               116
                                                             -------           -------
      Total Non-interest Income                                  653               599
                                                             -------           -------

NON-INTEREST EXPENSE
  Salaries                                                     1,016             1,001
  Other Personnel Expense                                        379               275
  Occupancy Expense, Net                                         204               181
  Equipment Expense                                              299               235
  Other                                                          690               723
                                                             -------           -------
      Total Non-interest Expense                               2,588             2,415
                                                             -------           -------

INCOME BEFORE INCOME TAXES                                     1,917             1,831
Provision for Income Taxes                                       583               547
                                                             -------           -------
NET INCOME                                                   $ 1,334           $ 1,284
                                                             =======           =======

EARNINGS PER COMMON SHARE (NOTE 3)                           $   .44           $   .43
                                                             =======           =======

DIVIDENDS PER COMMON SHARE (NOTE 3)                          $   .18           $   .12
                                                             =======           =======

AVERAGE NUMBER OF SHARES OUTSTANDING (NOTE 3)              3,002,020         3,002,131
                                                           =========         =========
</TABLE>

See notes to consolidated financial statements.

                                      2
<PAGE>   4


                   FIRST BANKING COMPANY OF SOUTHEAST GEORGIA
               CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
               FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND 1996
<TABLE>
<CAPTION>
                                                                 March 31,       
                                                             1997          1996  
                                                            ------------------- 
                                                           (thousands of dollars)                                  
<S>                                                         <C>         <C>      
CASH FLOWS FROM OPERATING ACTIVITIES:                                            
 Net Income                                                 $1,334      $ 1,284  
 Adjustments to Reconcile Net Income to Net                                      
    Cash Provided by Operating Activities:                                       
    Provision for Depreciation                                 248          188  
    Provision for Loan Losses                                  231          229  
    (Gain) Loss on Sale of Other Real Estate                    (4)          (1) 
    Gain on Call of Securities                                  (5)          (6) 
    Net Accretion of Premiums and Discounts on Securities     (103)        (175) 
    Changes in Assets and Liabilities:                                           
     Increase in Interest Receivable                           603          382  
     (Increase) Decrease in Other Assets                      (121)         (23) 
     Increase (Decrease) in Interest Payable                  (226)        (137) 
     Increase (Decrease) in Other Liabilities                  245          (12) 
                                                            ------       ------  
 Net Cash Provided by Operating Activities                   2,202        1,729  
                                                            ------       ------  
CASH FLOWS FROM INVESTING ACTIVITIES:                                            
 Net Increase in Interest Bearing Deposits                                       
     in Other Banks                                         (1,402)      (9,383) 
 Net (Increase) Decrease in Federal Funds Sold               5,470        1,770  
 Available-for-Sale Securities:                                                  
     Proceeds from Maturity                                 14,004       17,165  
     Purchases                                              (8,997)     (35,533) 
 Held-to-Maturity Securities:                                                    
     Proceeds from Maturity                                  3,943        6,369  
     Purchases                                              (7,237)      (2,328) 
 Net (Increase) Decrease in Loans                           (4,889)         222  
 Purchases of Premises and Equipment                          (241)        (353) 
 Proceeds from Sale of Other Real Estate                        25            8  
                                                           -------      -------  
 Net Cash Used in Investing Activities                         676      (22,063) 
                                                           -------      -------  
                                                                                 
CASH FLOWS FROM FINANCING ACTIVITIES                                             
 Net Increase (Decrease) in Deposits                        (3,607)      17,152  
 Advances from the Federal Home Loan Bank and                                    
     Federal Funds Purchased                                   800        4,766  
 Repayment of Other Borrowed Money                          (2,891)      (3,384) 
 Dividends Paid                                               (540)        (399) 
                                                           -------      -------  
 Net Cash Provided by Financing Activities                  (6,238)      18,135  
                                                           -------      -------  
                                                                                 
INCREASE (DECREASE) IN CASH AND DUE FROM BANKS              (3,360)      (2,199) 
CASH AND DUE FROM BANKS AT BEGINNING OF YEAR                21,611       15,006  
                                                           -------      -------  
CASH AND DUE FROM BANKS AT END OF PERIOD                   $18,251      $12,807  
                                                           =======      =======  
                                                                                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:                                
  Cash paid (received) during the year for:                                      
    Interest                                               $ 3,510      $ 3,756  
    Income Taxes                                                70           64  
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING ACTIVITIES:  
  Other Real Estate Acquired through Loan Foreclosure      $   234           56
  Loans granted to facilitate the Sale of Other Real Estate     43
  Change in Net Unrealized Gain (Loss) on
    Investment Securities Available for Sale                  (234)         306
</TABLE>

See notes to consolidated financial statements.

                                      3

<PAGE>   5

                   FIRST BANKING COMPANY OF SOUTHEAST GEORGIA

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

1.  BASIS OF PRESENTATION

    The consolidated financial statements of First Banking Company of Southeast
    Georgia (the "Company") include the financial statements of First Bulloch 
    Bank & Trust Company, Metter Banking Company and First National Bank of 
    Effingham, wholly-owned subsidiaries.  Intercompany balances and 
    transactions have been eliminated in consolidation.

    The consolidated statements contained in this report are unaudited but 
    reflect all adjustments, consisting only of normal recurring accruals, which
    are, in the opinion of management, necessary to a fair statement of the
    results for the interim period reflected. Certain information and footnote
    disclosures normally included in financial statements prepared in 
    accordance with generally accepted accounting principles have been 
    condensed or omitted pursuant to applicable rules and regulations of the
    Securities and Exchange Commission.  The results of operations for the 
    interiM period reported herein are not necessarily indicative of results 
    to be expected for the full year.

    The consolidated financial statements included herein should be read in
    conjunction with the financial statements and notes thereto, and the
    Independent Auditors' Report included in the Company's Annual Report on
    Form 10-K for the fiscal year ended December 31, 1996.

2.  ACCOUNTING POLICIES

    Reference is made to the accounting policies of the Company described in the
    notes to consolidated financial statements contained in the Company's Annual
    Report on Form 10-K for the year ended December 31, 1996.  The Company has
    followed those policies in  preparing this report.

3.  COMMON STOCK

    At the Company's Annual Meeting of Shareholders held on April 25, 1996, the
    shareholders  approved a proposal to amend the Articles of Incorporation to
    increase the number of authorized shares from 5,000,000 to 10,000,000.  The
    par value of First Banking's common stock is $1 and, as of May 3, 1996
    10,000,000 shares were authorized.

    The Banks may pay dividends to First Banking in any year up to 50% of the
    previous year's  net income without the approval of the Georgia Department
    of Banking and Finance, or $2,824,000 in 1997.

4.  EARNINGS PER SHARE

    Net Income per share of common stock is based on the weighted average number
    of shares of common stock outstanding during each period.

5.  IMPACT OF NEW ACCOUNTING STANDARD

    In February 1997, the Financial Accounting Standards Board issued Statement
    of Financial Accounting Standards No. 128 ("SFAS 128"), "Earnings per 
    Share." SFAS 128 established standards for computing and presenting 
    earnings per share and applies to entities with publicly held common stock
    or potential common stock and is effective for


                                      4
<PAGE>   6
 
    financial statements issued for periods ending after December 15, 1997, 
    including  interim periods.  The statement has no effect on the Company's 
    financial statements for the three month period ended March 31,1997 as the 
    Company had no common stock equivalents outstanding during the period.





                                       5
<PAGE>   7





ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

                   FIRST BANKING COMPANY OF SOUTHEAST GEORGIA
               MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS FOR THE
                       THREE MONTHS ENDED MARCH 31, 1997

        This discussion relates to the consolidated financial condition and
results of operations of First Banking Company of Southeast Georgia (the
"Company") and its wholly-owned subsidiaries, First Bulloch Bank & Trust
Company ("Bulloch Bank"), Metter Banking Company ("Metter Bank") and First
National Bank of Effingham ("Effingham Bank"), (the "Banks").  Since the
Company has no subsidiaries other than the Banks and no activities other than
those of the Banks, the following narrative refers to the operations of the
Banks. The Company acquired the Effingham Bank on August 27, 1996 through the
merger of FNB Bancshares, Inc. ("FNB") with and into the Company.  The Company
issued 340,309 shares of common stock and approximately $2,800 in cash in the
merger. The financial statements appearing herein and the discussion and
analysis set forth below reflect the combined operations of the Company and
FNB. 

                             FINANCIAL CONDITION

        The Company functions as the sole owner of three commercial banks, and
its financial condition should be examined in terms of trends in sources and
uses of funds.  The Company's primary use of funds historically comes from loan
demand.  Loans outstanding have increased $4,889,000 or 2.1% since year-end.
Investment securities and federal funds sold have decreased $1,960,000 (1.9%)
and $5,470,000 (87.9%), respectively, while interest bearing deposits in other
banks have increased $1,402,000 (14.2%) since year-end.  The decrease in
Federal Funds Sold and Investment Securities has funded the growth in loans
discussed above.

        Total assets have decreased $5,119,000 (1.3%) since year-end, while
total funds (deposits plus Other Borrowed Money) have decreased $5,698,000
(1.7%). Total deposits have decreased $3,607,000 (1.1%) since year-end, and
Other Borrowed Money has decreased $2,091,000 (16.2%).  Demand deposits have
increased $1,312,000 (3.0%), and savings deposits (including NOW accounts and
the liquid money market accounts) have decreased $10,576,000 (10.3%).  Time
deposits over


                                      6


<PAGE>   8


$100,000 have increased approximately $4,935,000 (6.0%), while other time
deposits have increased approximately $722,000 (0.7%).  The $10,576,000
decrease in savings deposits is primarily the result of the movement of
municipal public funds since year-end either out of the Banks or into Time
Deposits over $100,000.  Two public entity accounts reflect typical
fluctuations in balances which account for a $5,678,000 decrease.  A third
public entity account moved approximately $4,000,000 from savings to Time
Deposits over $100,000.  The decrease in Other Borrowed Money is the result of
repayment since year-end of $800,000 in Federal Funds Purchased and of
$1,250,000 in short-term borrowings from the Federal Home Loan Bank. 

                              CAPITAL RESOURCES

        The Banks are required to maintain minimum amounts of capital to total
"risk-weighted" assets, as defined by the banking regulators.  At March 31,
1997, the Banks were required to have minimum Tier 1 and Total Risk-Based
Capital ratios of 4% and 8%, respectively, and a leverage ratio of at least 3%.
At that date the Banks' actual ratios were as follows:

<TABLE>
<CAPTION>
                                      Bulloch Bank      Metter Bank     Effingham Bank 

   <S>                                  <C>                <C>             <C>
   Tier 1 Risk-based Capital ratio      18.7%              15.5%           8.7%
   Total Risk-based Capital ratio       19.9               16.8            9.8
   Leverage ratio                       10.9               10.0            6.2
</TABLE> 

        These ratios qualify the Bulloch Bank and the Metter Bank for the
"well-capitalized" classification and the Effingham Bank for the "adequately    
capitalized" classification as defined by the banking regulators.  The Company's
ratio of shareholders' equity to total assets was 10.0% at March 31, 1997 and
9.7% at December 31, 1996. 

 LIQUIDITY 

        The percentage of net loans to total funds was 69.0% at March 31,1997
and 66.7% at December 31, 1996.  At March 31, 1997 the Banks had $30,308,000 in
cash and due from banks, interest bearing deposits in other banks and federal
funds sold as compared with $37,736,000 at December 31, 1996.  The Banks'
liquidity policies typically require that the ratio of cash and certain 
short-term investments to net withdrawable deposit accounts be at least 20.0%.




                                       7
<PAGE>   9

At March 31, 1997, all of the Banks exceeded this ratio.  The liquidity of
the Company and the Banks is considered adequate to repay deposits and other
obligations, meet expected loan demand and pay dividends.

        Presented below is an interest rate sensitivity analysis of the Company
at March 31, 1997.  The anaylsis indicates that the Company is
liability-sensitive through one year, meaning that a greater amount of
liabilities are maturing or repricing than assets, which is beneficial in a
falling rate environment. Beyond one year, the Company is asset- sensitive,
which is beneficial in a rising rate environment.





                                       8
<PAGE>   10





Interest Rate Sensitivity Analysis - March 31, 1997

<TABLE>
<CAPTION>          
                                             Term to Repricing or Maturity                    
                        ----------------------------------------------------------------------
                                          Over Three        Over One       Over Five
                           Less Than    Months through    Year through     years and
                          Three Months     One Year        Five years     Insensitive    Total
                        ----------------------------------------------------------------------
<S>                                    <C>               <C>            <C>         <C>       <C>
Interest Earning Assets:

 Interest Bearing
  Deposits in Other
  Banks                    $11,307                                                      $11,307
 Investment Securities      11,568         $34,250          $37,888         $18,358     102,064
 Federal Funds Sold            750                                                          750
 Loans                     104,551          50,000           57,774          23,401     235,726
                          --------         -------          -------         -------    --------
    Total Interest
    Earning Assets         128,176          84,250           95,662          41,759     349,847
Noninterest Earning
 Assets                                                                      29,070      29,070
                          --------         -------          -------         -------    --------
TOTAL ASSETS              $128,176         $84,250          $95,662         $70,829    $378,917
                          ========         =======          =======         =======    ========

Interest Bearing Liabilities:
 Interest Bearing
  Deposits                $146,197        $106,695          $28,468                    $281,360
 Other Borrowed Money          220             807            4,225          $4,375       9,627
 Repurchase Agreements       1,200                                                        1,200
                          --------        --------          -------        --------    --------
    Total Interest
    Bearing Liabilities    147,617         107,502           32,693           4,375     292,187
 Interest Free Deposits                                                      44,680      44,680
 Other Interest Free                                                                          
 Liabilities and Equity                                                      42,050      42,050
                          --------        --------          -------        --------    --------
                                             
TOTAL LIABILITIES
 AND EQUITY               $147,617        $107,502          $32,693         $91,105    $378,917
                          ========        ========          =======        ========    ========

Net Interest Rate
 Sensitivity Gap          $(19,441)       $(23,252)         $62,969        ($20,276)
Cumulative gap             (19,441)        (42,693)          20,276

Net Interest Rate
 Sensitivity Gap as
 a Percent of Interest
 Earning Assets              (15.2)          (27.6)            65.8           (28.6)

Cumulative Gap as a
 Percent of Cumulative
 Interest Earning Assets     (15.2)          (20.0)             6.6

</TABLE>




                                       9
<PAGE>   11

                             RESULTS OF OPERATIONS

INTEREST INCOME

        Total interest income increased $236,000 (3.1%) in the first three
months of 1997 as compared to the first three months of 1996.  Interest on loans
increased $236,000 (4.1%) in the first three months of 1997 as compared to the
first three months of 1996, as a result of an increase of $17,903,000 in the    
year-to-date average balance of loans outstanding from March 31, 1996 to March
31, 1997 offset by a decrease in yield on the loan portfolio for that period
from 10.8% to 10.4%.  Interest on investments increased $35,000 (2.3%) in the
first three months of this year as compared to the first three months of 1996,
primarily as a result of an increase in the average balance of the investment
portfolio of $3,213,000 offset by a nominal decrease in yield from 6.42% to
6.40%.

        During the first three months of 1997, interest on federal funds sold
decreased $20,000 (19.5%) from the first three months of 1996.  Interest on
Interest-bearing Deposits in Other Banks decreased $15,000 (9.1%) during the
first three months of 1997 from the first three months of 1996.   These
short-term investments are the two means of investing any excess cash from day
to day.  The total decrease in the combined income of Federal Funds Sold and
Interest-bearing deposits in other banks is the result of a decrease of
$4,248,000 in the combined year-to-date average balance offset by a nominal
decrease in the weighted average yield.  

INTEREST EXPENSE 

        During the first three months of 1997, total interest expense increased
$29,000 (0.8%) from the first three months of 1996.  Interest on deposits
decreased $36,000 (1.1%) in the first three months of 1997 from the first three
months of 1996.  This decrease is attributable to a decrease in the cost of
funds from 5.15% to 4.91% offset by an increase in the average balance of
interest bearing deposits of $10,631,761.  Interest on Other Borrowed Money
increased $65,000 (53.6%) in the first three months of 1997 from the first three
months of 1996.  This increase is the result of an increase of $3,289,000 in the
average balance outstanding of Other Borrowed Money at a higher average interest
rate of 7.06% from 6.60%.





                                       10
<PAGE>   12


PROVISIONS FOR LOAN LOSSES

        Provisions for loan losses for the first three months of 1997 increased
$3,000 (1.3%) from the first three months of 1996.  After considering the credit
worthiness of the loan portfolios, it is the opinion of the management of the
Banks that the allowance for loan losses is adequate.  At March 31, 1997 the
allowance for loan losses was 1.8% of outstanding loans less unearned interest.

        Nonperforming loans were $3,391,000 at March 31, 1997 and $1,416,000 at
December 31, 1996.  These loans included those on a nonaccrual status of
$2,608,000 and $353,000, respectively, accruing loans contractually past due at
least 90 days of $227,000 and $207,000, respectively, and restructured loans of
$556,000 and $856,000, respectively.  Net loans charged off totaled $26,000
during the first three months of 1997 as compared to $20,000 during the first
three months of 1996.  

NONINTEREST INCOME AND EXPENSE 

        Noninterest income increased $54,000 (9.0%) in the first three months of
1997 from the first three months of 1996.  This increase is reflected primarily
in an increase in service charges on deposit accounts of $53,000 during the
first three months of this year, as a result of increases in the per item NSF
service charge as well as an increase in the overall volume of accounts subject
to other account service charges.

        Noninterest expense increased $173,000 (7.2%) in the first three months
of 1997 compared to the first three months of 1996.  This increase is the result
of an increase in salary and personnel expense of $119,000 and an increase in
occupancy and equipment expense of $87,000 offset by a decrease in Other Expense
of $33,000 during the first three months of 1997 as compared to the first three
months of 1996.  The increase in salary and personnel expense is primarily the
result of increases in insurance expense, a credit adjustment to post-retirement
benefits in 1996, and the adoption of retirement benefits for the Effingham
Bank, which was acquired by the Company in 1996.  The increase in occupancy and
equipment expense is the result of increases in depreciation expense related to
construction projects, equipment purchases and the opening of two Wal-Mart
Supercenters branches in 1996.  The decrease in





                                       11
<PAGE>   13

Other Expense is the result of a decrease in legal and consultant fees compared
to those incurred in 1996 relating to the acquisition of the Effingham Bank and
executive compensation matters.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

      Not Applicable





                                       12
<PAGE>   14





                         PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

        Neither the Registrant nor any of its subsidiaries is a party to, nor is
any of their property the subject of, any material pending legal proceedings, 
other than ordinary routine proceedings incidental to the business of banks, 
nor to the knowledge of management are any such proceedings contemplated or 
threatened against the Registrant or its subsidiaries.

ITEM 2.  CHANGES IN SECURITIES

        None

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

        None

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS.

        None

ITEM 5.  OTHER INFORMATION

        None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

        (a) Exhibits:

            Exhibit 27 - Financial Data Schedule (for SEC use only).

        (b) Reports on Form 8-K:  None





                                       13
<PAGE>   15





                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the Registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.

                                      FIRST BANKING COMPANY OF SOUTHEAST GEORGIA



DATE:    May 14, 1997                 BY:  /s/James Eli Hodges
     -----------------                   --------------------------
                                               JAMES ELI HODGES
                                                  PRESIDENT


DATE:    May 14, 1997                 BY:  /s/Dwayne E. Rocker
     -----------------                   -------------------------- 
                                               DWAYNE E. ROCKER
                                              SECRETARY-TREASURER
                                         (PRINCIPAL FINANCIAL OFFICER)





                                       14

<TABLE> <S> <C>

<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE 
FINANCIAL STATEMENTS OF FIRST BANKING COMPANY OF SOUTHEAST GEORGIA FOR THE 
THREE MONTHS ENDED MARCH 31, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE 
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1997
<PERIOD-START>                             JAN-01-1997
<PERIOD-END>                               MAR-31-1997
<CASH>                                          18,251
<INT-BEARING-DEPOSITS>                          11,307
<FED-FUNDS-SOLD>                                   750
<TRADING-ASSETS>                                     0
<INVESTMENTS-HELD-FOR-SALE>                     80,595
<INVESTMENTS-CARRYING>                          21,469
<INVESTMENTS-MARKET>                            21,800
<LOANS>                                        235,714
<ALLOWANCE>                                      4,230
<TOTAL-ASSETS>                                 378,917
<DEPOSITS>                                     326,040
<SHORT-TERM>                                     1,200
<LIABILITIES-OTHER>                              4,169
<LONG-TERM>                                      9,627
                                0
                                          0
<COMMON>                                         3,002
<OTHER-SE>                                      34,879
<TOTAL-LIABILITIES-AND-EQUITY>                 378,917
<INTEREST-LOAN>                                  5,968
<INTEREST-INVEST>                                1,531
<INTEREST-OTHER>                                   232
<INTEREST-TOTAL>                                 7,731
<INTEREST-DEPOSIT>                               3,461
<INTEREST-EXPENSE>                               3,648
<INTEREST-INCOME-NET>                            4,083
<LOAN-LOSSES>                                      231
<SECURITIES-GAINS>                                   4
<EXPENSE-OTHER>                                  2,588
<INCOME-PRETAX>                                  1,917
<INCOME-PRE-EXTRAORDINARY>                       1,917
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     1,334
<EPS-PRIMARY>                                     0.44
<EPS-DILUTED>                                     0.44
<YIELD-ACTUAL>                                    4.87
<LOANS-NON>                                      2,608
<LOANS-PAST>                                       227
<LOANS-TROUBLED>                                   556
<LOANS-PROBLEM>                                  3,391
<ALLOWANCE-OPEN>                                 4,024
<CHARGE-OFFS>                                       86
<RECOVERIES>                                        61
<ALLOWANCE-CLOSE>                                4,230
<ALLOWANCE-DOMESTIC>                             4,230
<ALLOWANCE-FOREIGN>                                  0
<ALLOWANCE-UNALLOCATED>                              0
        

</TABLE>


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