SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended Commission File Number
March 31, 1999 0-7674
-------------- ------
FIRST FINANCIAL BANKSHARES, INC.
--------------------------------
(Exact Name of Registrant as Specified in its Charter)
Texas 75-0944023
------------ ---------------
(State of Incorporation) (I.R.S. Employer
Identification No.)
400 Pine Street, Abilene, Texas 79601
- ------------------------------- ----------------
(Address of Executive Offices) (Zip Code)
Registrant's Telephone Number (915) 627-7155
--------------
Securities Registered Pursuant to Section 12(b) of the Act:
-----------------------------------------------------------
None
Securities Registered Pursuant to Section 12(g) of the Act:
-----------------------------------------------------------
Common Stock, Par Value $10.00 Per Share
----------------------------------------
(Title of Class)
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 .
--- ---
There were 9,956,854 shares of common stock outstanding as of May 10,
1999.
<PAGE>
TABLE OF CONTENTS
PART I
FINANCIAL INFORMATION
Item Page
- ---- ----
1. Consolidated Financial Statements and Notes to
Consolidated Financial Statements 4
2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 10
Signatures 13
-2-
<PAGE>
PART I
FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements.
The consolidated balance sheets of First Financial Bankshares, Inc. at March 31,
1999 and 1998, and December 31, 1998, and the consolidated statements of
earnings and comprehensive earnings for the three months ended March 31, 1999
and 1998, and the changes in shareholders' equity for the year ended December
31, 1998 and three months ended March 31, 1999, and the cash flows for the three
months ended March 31, 1999 and 1998, follow on pages 4 through 8.
-3-
<PAGE>
FIRST FINANCIAL BANKSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
March 31,
-------------------------------
1999 1998 December 31,
(Unaudited) (Unaudited) 1998
-------------- -------------- --------------
<S> <C> <C> <C>
ASSETS
Cash and due from banks ............................................ $ 78,390,448 $ 80,389,114 $ 84,237,577
Interest-bearing deposits in banks ................................. 203,955 203,772 203,911
Federal funds sold ................................................. 111,440,795 82,887,170 116,091,417
Investment in securities:
Securities held to maturity (approximate market value
of $426,154,334 and $463,138,153 at March 31, 1999
and 1998, and $419,252,100 at December 31, 1998) ............... 423,842,816 461,456,459 414,302,781
Securities available for sale, at approximate market value ..... 210,561,841 166,252,799 211,588,088
-------------- -------------- --------------
Total investment in securities 634,404,657 627,709,258 625,890,869
Loans .............................................................. 778,313,633 767,003,326 785,915,818
Less: Allowance for loan losses................................ 8,994,091 10,222,825 8,988,320
Unearned discount........................................ 5,017,322 7,201,580 6,371,531
-------------- -------------- --------------
Net loans ..................................................... 764,302,220 749,578,921 770,555,967
Bank premises and equipment - net .................................. 41,653,243 43,912,930 42,927,162
Goodwill ........................................................... 21,531,458 22,991,121 21,798,277
Other assets ....................................................... 25,182,222 24,213,756 24,941,695
-------------- -------------- --------------
TOTAL ASSETS ........................................................ $1,677,108,998 $1,631,886,042 $1,686,646,875
============== ============== ==============
LIABILITIES
Noninterest-bearing deposits ....................................... $ 315,340,653 $ 309,376,989 $ 334,719,132
Interest-bearing demand deposits ................................... 432,024,999 435,335,559 451,811,746
Interest-bearing time deposits ..................................... 742,177,966 712,041,304 718,324,962
-------------- -------------- --------------
Total deposits ................................................. 1,489,543,618 1,456,753,852 1,504,855,840
Dividends payable .................................................. 2,737,950 2,164,244 2,736,689
Other short-term borrowings ........................................ 304,629 6,305,000 516,958
Other liabilities .................................................. 12,349,896 8,687,494 9,088,130
-------------- -------------- --------------
Total liabilities .............................................. 1,504,936,093 1,473,910,590 1,517,197,617
-------------- -------------- --------------
SHAREHOLDERS' EQUITY
Capital stock - $10 par value;
20,000,000 shares authorized ....................................... 99,561,830 90,312,170 99,526,830
Capital surplus .................................................... 60,395,373 36,346,906 60,375,373
Retained earnings .................................................. 11,403,896 30,910,818 8,015,303
Unrealized gain on investment securities available for sale ........ 811,806 405,558 1,531,752
-------------- -------------- --------------
Total shareholders' equity ..................................... 172,172,905 157,975,452 169,449,258
-------------- -------------- --------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY .......................... $1,677,108,998 $1,631,886,042 $1,686,646,875
============== ============== ==============
See notes to consolidated financial statements.
</TABLE>
-4-
<PAGE>
FIRST FINANCIAL BANKSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS - (UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
-------------------------
1999 1998
----------- -----------
<S> <C> <C>
INTEREST INCOME
Loans, including fees ................................. $16,916,130 $17,223,548
Investment income - taxable ........................... 7,909,394 8,837,843
Investment income - tax exempt ........................ 1,107,038 551,980
Interest on interest bearing deposits ................. 2,817 5,006
Interest on federal funds sold and other .............. 1,093,907 1,235,335
----------- -----------
Total interest income ............................... 27,029,286 27,853,712
INTEREST EXPENSE
Interest-bearing deposits ............................. 10,741,005 11,676,819
Short-term borrowings ................................. 5,499 81,417
----------- -----------
Total interest expense .............................. 10,746,504 11,758,236
----------- -----------
NET INTEREST INCOME ....................................... 16,282,782 16,095,476
Provision for loan losses ............................. 470,000 151,500
----------- -----------
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES ............................. 15,812,782 15,943,976
NONINTEREST INCOME
Trust fees ............................................ 1,238,295 1,202,823
Service fees on deposit accounts ...................... 3,123,369 2,701,573
Real estate mortgage fees ............................. 365,057 296,895
Net gain on securities transactions ................... 4,797
Other ................................................. 1,333,783 1,189,116
----------- -----------
Total noninterest income ............................ 6,060,504 5,395,204
NONINTEREST EXPENSE
Salaries and employee benefits ........................ 6,752,768 6,625,013
Net occupancy and equipment expenses .................. 987,911 998,250
Equipment expense ..................................... 1,006,959 985,899
Goodwill amortization ................................. 412,376 413,361
Other ................................................. 3,807,853 3,895,549
----------- -----------
Total noninterest expense ........................... 12,967,867 12,918,072
----------- -----------
EARNINGS BEFORE INCOME TAXES 8,905,419 8,421,108
Provision for income taxes ............................ 2,778,875 2,794,632
----------- -----------
NET EARNINGS .............................................. $ 6,126,544 $ 5,626,476
=========== ===========
BASIC EARNINGS PER SHARE .................................. $ 0.62 $ 0.57
EARNINGS PER SHARE, ASSUMING DILUTION ..................... $ 0.62 $ 0.57
DIVIDENDS PER SHARE ....................................... $ 0.275 $ 0.227
See notes to consolidated financial statements.
</TABLE>
-5-
<PAGE>
FIRST FINANCIAL BANKSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS - (UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
--------------------------
1999 1998
----------- -----------
<S> <C> <C>
NET EARNINGS ..................................................... $ 6,126,544 $ 5,626,476
OTHER ITEMS OF COMPREHENSIVE EARNINGS
Change in unrealized gain on investment in
securities available for sale, before tax ............... (1,107,609) 7,814
Reclassification adjustment for realized gains
on investment in securities included in net earnings .... -- (4,797)
----------- -----------
Total other items of comprehensive earnings ......... (1,107,609) 3,017
----------- -----------
OTHER COMPREHENSIVE EARNINGS, BEFORE TAX ........................ 5,018,935 5,629,493
Income tax (benefit) expense related to
other items of comprehensive earnings ................... (387,663) 1,056
----------- -----------
COMPREHENSIVE EARNINGS ........................................... $ 5,406,598 $ 5,628,437
=========== ===========
See notes to consolidated financial statements.
</TABLE>
-6-
<PAGE>
FIRST FINANCIAL BANKSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
<TABLE>
<CAPTION>
Unrealized
Gain on
Investment in
Capital Stock Securities Total
--------------------------- Capital Retained Available Shareholders'
Shares Amount Surplus Earnings For Sale Equity
--------- -------------- -------------- -------------- ------------- ----------------
<S> <C> <C> <C> <C> <C> <C>
Balances at December 31, 1997 9,025,852 $ 90,258,520 $ 36,595,698 $ 27,203,391 $ 403,597 $ 154,461,206
Net earnings - - - 23,253,939 - 23,253,939
Stock issuances 23,257 232,570 60,857 - - 293,427
Cash dividends declared - - - (9,687,469) - (9,687,469)
Stock dividend, 10% 903,574 9,035,740 23,718,818 (32,754,558) -
Change in unrealized gain,net - - - - 1,128,155 1,128,155
--------- -------------- -------------- -------------- ------------- ----------------
Balances at December 31, 1998 9,952,683 99,526,830 60,375,373 8,015,303 1,531,752 169,449,258
Net earnings - - - 6,126,544 - 6,126,544
Stock issuances 3,500 35,000 20,000 - - 55,000
Cash dividends declared - - - (2,737,951) - (2,737,951)
Change in unrealized gain,net - - - - (719,946) (719,946)
--------- -------------- -------------- -------------- ------------- ----------------
Balances at March 31,1999
(unaudited) 9,956,183 $ 99,561,830 $ 60,395,373 $ 11,403,896 $ 811,806 $ 172,172,905
========= ============== ============== ============== ============= ================
See notes to consolidated financial statements.
</TABLE>
-7-
<PAGE>
FIRST FINANCIAL BANKSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS - (UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
------------------------------
1999 1998
------------- -------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings ............................................................................ $ 6,126,544 $ 5,626,476
Adjustments to reconcile net earnings to
net cash provided by operating activities:
Depreciation and amortization ....................................................... 1,394,625 1,494,248
Provision for loan losses ........................................................... 470,000 151,500
Premium amortization, net of discount accretion ..................................... 696,057 386,817
Gain on sale of assets ............................................................. (155,269) (212,470)
Deferred federal income tax expense (benefit) ....................................... 170,465 (400,639)
Decrease in other assets ............................................................ 294,635 774,071
Increase in other liabilities ....................................................... 3,261,766 5,459,182
------------- -------------
Total adjustments 6,132,279 7,652,709
------------- -------------
Net cash provided by operating activities ........................................... 12,258,823 13,279,185
CASH FLOWS FROM INVESTING ACTIVITIES
Net (increase) decrease in interest-bearing deposits in banks ........................... (44) 194,949
Proceeds from sale of securities available for sale ..................................... 3,485,999 4,910,628
Proceeds from maturity of securities available for sale ................................. 11,812,106 88,508,307
Proceeds from maturity of securities held to maturity ................................... 42,015,175 49,765,511
Purchase of securities available for sale ............................................... (13,795,943) (77,540,639)
Purchase of securities held to maturity ................................................. (53,834,791) (77,716,578)
Net decrease (increase) in loans ........................................................ 5,619,052 (16,919,590)
Capital expenditures .................................................................... (688,887) (1,112,346)
Proceeds from sale of assets ............................................................ 837,000 387,604
------------- -------------
Net cash used in investing activities ............................................... (4,550,333) (29,522,154)
CASH FLOWS FROM FINANCING ACTIVITIES
Net decrease in noninterest-bearing deposits ............................................ (19,378,479) (14,783,141)
Net increase (decrease) in interest-bearing deposits .................................... 4,066,257 (17,171,735)
Net decrease in other short-term borrowings ............................................. (212,329) (2,180,000)
Proceeds from stock issuances ........................................................... 55,000 50,053
Dividends paid .......................................................................... (2,736,690) (2,162,899)
------------- -------------
Net cash used in financing activities ............................................... (18,206,241) (36,247,722)
------------- -------------
Net decrease in cash and cash equivalents ............................................... (10,497,751) (52,490,691)
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR ............................................... 200,328,994 215,766,975
------------- -------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD ................................................... $ 189,831,243 $ 163,276,284
============= =============
SUPPLEMENTAL INFORMATION AND NONCASH TRANSACTIONS
Interest paid ........................................................................... $ 11,053,473 $ 11,345,164
Federal income tax paid ................................................................. 530,000 200,000
Assets acquired through foreclosure ..................................................... 192,815 12,500
See notes to consolidated financial statements.
</TABLE>
-8-
<PAGE>
FIRST FINANCIAL BANKSHARES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
Note 1 - Basis of Presentation
In the opinion of management, the financial statements reflect all
adjustments necessary for a fair presentation of the Company's financial
position and results of operation. All adjustments were of a normal
recurring nature. However, the results of operations for the three months
ended March 31, 1999 are not necessarily indicative of the results to be
expected for the year ended December 31, 1999. The Company has procedures to
monitor market risk and has determined that no material changes in market
risk have occurred since December 31, 1998.
Note 2 - Earnings Per Share
Basic earnings per common share is computed by dividing net income available
to common shareholders by the weighted average number of shares outstanding
during the period. In computing diluted earnings per common share for the
quarters ended March 31, 1999 and 1998, the Company assumes that all
outstanding options to purchase common stock have been exercised at the
beginning of the year (or time of issuance, if later). The dilutive effect
of the outstanding options is reflected by application of the treasury stock
method, whereby the proceeds from the exercised options are assumed to be
used to purchase common stock at the average market price during the
respective period. The weighted average common shares outstanding used in
computing basic earnings per common share for the quarters ended March 31,
1999 and 1998, was 9,953,794 and 9,932,584 shares, respectively. The
weighted average common shares outstanding used in computing diluted
earnings per common share for the quarters ended March 31, 1999 and 1998,
was 9,996,399 and 9,993,897 shares, respectively.
The Company's per share financial information has been adjusted to reflect
the 10 percent stock dividend declared on October 27, 1998, payable on
December 1, 1998 to shareholders of record on November 16, 1998.
-9-
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Operating Results
- -----------------
Net income for the first quarter 1999 totaled $6.1 million, an increase of $500
thousand, or 8.9% over earnings of $5.6 million for the same period last year.
Higher net interest income and noninterest income were the primary factors
contributing to the improved earnings. On a basic per share basis, earnings
amounted to $0.62 per share as compared to $0.57 per share for 1998. Return on
average assets and return on average equity for the first quarter amounted to
1.49% and 14.78%, respectively. For the same period in 1998, return on average
assets and return on average equity amounted to 1.41% and 14.70%, respectively.
Tax-equivalent net interest income for the first quarter 1999 amounted to $16.8
million as compared to $16.2 million for the same period last year. The
improvement resulted primarily from an increase in average earning assets which
for the first quarter 1999 were $42 million higher than the same period last
year. For the first three months of 1999 the net interest yield was 4.53% as
compared to 4.50% for the same period last year.
The provision for loan losses for the first quarter 1999 totaled $470 thousand
as compared to $152 thousand for the first quarter last year. Net charge offs
for the first quarter totaled $464 thousand which, on an annualized basis,
amounted to 0.24% of average loans as compared to 0.36% for the full year of
1998. At March 31, 1999, the allowance for loan losses amounted to 280.93% of
nonperforming loans and 1.16% of total loans, which was considered by Management
to be adequate.
Total noninterest income for the first quarter was $6.1 million, an increase of
$665 thousand, or 12.3%, over the same period last year. Service fees on deposit
accounts were up $422 thousand, or 15.6%, and were the primary factor for the
overall improvement in noninterest income. The increase in deposit service fees
resulted from increased transaction volume and selected product price increases
in certain banking markets.
Noninterest expense for the first quarter 1999 amounted to $12.9 million which
was $50 thousand above the same period last year. Salaries and employee benefits
expense were up $128 thousand and all other noninterest expenses in total were
down $78 thousand from the same period in 1998. The Company's key indicator of
operating efficiency, noninterest expense as a percent of net interest income
and noninterest income, was 56.69% for the first quarter as compared to 59.70%
for the first quarter in 1998.
Balance Sheet Review
- --------------------
Total assets at March 31, 1999, amounted to $1.677 billion as compared to $1.687
billion at December 31, 1998, and $1.632 billion at March 31, 1998. The March
31, 1999, decline in total assets from the year-end 1998 balance reflects a
seasonal decrease in total deposits. The balance sheets presented reflect normal
recurring adjustments and accruals.
Loans at March 31, 1999, net of unearned discount, totaled $773 million as
compared to $780 million at year-end 1998 and $760 million at March 31, 1998.
The decrease in loans since year-end 1998 resulted primarily from a $9.0 million
reduction in commercial, financial and agricultural loans. Investment securities
at March 31, 1999, totaled $634 million as compared to $626 million at year-end
1998 and $628 million at March 31, 1998. The net unrealized gain in the
investment portfolio at March 31, 1999, amounted to $3.5 million. With an
overall yield of 6.02%, the investment portfolio continues to provide a positive
contribution to the Company's earnings. At March 31, 1999, the Company did not
hold any CMOs that entail higher risks than standard mortgage-backed securities.
Total investment securities at March 31, 1999, included structured notes with an
amortized cost of $7.0 million and an approximate market value of $6.9 million.
Total deposits at March 31, 1999, amounted to $1.490 billion as compared to
$1.505 billion at year-end 1998 and $1.457 billion at March 31, 1998. The
decrease from December 31, 1998, is considered seasonal and not indicative of a
downward trend in total deposits.
-10-
<PAGE>
Nonperforming assets at March 31, 1999, totaled $3.8 million as compared to $3.2
million at December 31, 1998. The increase resulted primarily from a $440
thousand increase in nonaccrual loans. At 0.50% of loans plus foreclosed assets,
Management considers nonperforming assets to be at a manageable level and is
unaware of any material classified credit not properly disclosed as
nonperforming.
Liquidity and Capital
- ---------------------
The Company's consolidated statements of cash flows are presented on page 8 of
this report. At March 31, 1999, the parent company had no debt outstanding under
its $18 million line of credit with an unaffiliated financial institution. Total
equity capital amounted to $172.2 million at March 31, 1999, which was up from
$169.4 million at year-end 1998 and $158.0 million at March 31, 1998. The
Company's risk-based capital and leverage ratios at March 31, 1999, were 16.67%
and 9.11%, respectively. The first quarter 1999 cash dividend of $0.275 per
share totaled $2.7 million and represented 44.7% of first quarter earnings. On
April 27, 1999, the Company declared a $0.275 per share cash dividend payable
July 1, 1999.
Interest Rate Risk
- ------------------
Interest rate risk results when the maturity or repricing intervals of
interest-earning assets and interest-bearing liabilities are different. The
Company's exposure to interest rate risk is managed primarily through the
Company's strategy of selecting the types and terms of interest-earning assets
and interest-bearing liabilities which generate favorable earnings, while
limiting the potential negative effects of changes in market interest rates. The
Company uses no off-balance-sheet financial instruments to manage interest rate
risk. Each subsidiary bank has an asset/liability committee which monitors
interest rate risk and compliance with investment policies. Interest-sensitivity
gap and simulation analysis are among the ways that the subsidiary banks track
interest rate risk.
Since year-end 1998, there has been no material change in the Company's interest
rate risk.
Year 2000
- ---------
The Company completed compliance testing of its core IT systems during the
quarter ended December 31, 1998. The Company believes that the results of its
tests were successful and that these results showed that these core IT systems
are Year 2000 compliant. These results were reviewed and confirmed by an
independent third party that is competent in Year 2000 compliance testing and
hired by the Company. The Company believes that, based on these results and the
warranties provided by the third parties that licensed these core IT systems to
the Company, these core IT systems are Year 2000 compliant. The Company has
completed its Year 2000 compliance assessment of its other IT systems, which
includes automatic teller machine software systems. These other IT systems are
also licensed from third parties. These third parties have either assured the
Company that their system is Year 2000 compliant or identified necessary system
upgrades to make their system Year 2000 compliant. The Company currently
anticipates receiving the necessary systems upgrades and completing Year 2000
compliance testing of these other IT systems by June 30, 1999. The cost of IT
systems testing and upgrades is not considered to be material to the Company's
consolidated operating results. All of the costs have been and will continue to
be funded with cash from operations. The Year 2000 issue may also affect the
Company's date-sensitive embedded technology which controls systems such as the
telecommunication systems, security systems, etc. The Company does not believe
that the cost to modify or replace such technology to make it Year 2000
compliant will be material. But, if such modifications or replacements, if
required, are not made, the Year 2000 issue could have a material adverse effect
on the operations, financial condition and results of operations of the Company.
-11-
<PAGE>
Ultimately, the potential impact of the Year 2000 issue will depend not only on
the corrective measures the Company undertakes, but also on the way in which the
Year 2000 issue is addressed by governmental agencies, businesses and other
entities that provide data to, or receive data from, the Company or any of its
subsidiaries, or whose financial condition or operations are important to the
Company or any of its subsidiaries, such as bank regulatory agencies, the
Federal Reserve banking system and significant suppliers and customers. The
Company is in communication with significant customers and vendors to evaluate
the risk of their failure to be Year 2000 compliant and the extent to which the
Company may be vulnerable to such failure.
The Company has developed some contingency plans for Year 2000 noncompliance.
The Company's plans are not comprehensive and do not address all Year 2000
contingencies, including contingencies for Year 2000 noncompliance by the
Company's embedded technology or the systems of governmental agencies,
significant customers or significant vendors. Also, there can be no assurance
that the Company's contingency plans will prevent the Company from suffering a
material adverse effect on its operations, financial condition or results of
operations if any of its core IT systems, other IT systems or embedded
technology or any systems of a governmental agency, a significant customer or
significant vendor prove not to be Year 2000 compliant.
-12-
<PAGE>
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 FINANCIAL BANKSHARES, INC.
Date: May 13, 1999 By:/S/CURTIS R. HARVEY
------------ ----------------------------------
Curtis R. Harvey
Executive Vice President and
Chief Financial Officer
Date: May 13, 1999 By:/S/SANDY LESTER
------------ ----------------------------------
Sandy Lester
Secretary-Treasurer
-13-
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1999
<PERIOD-END> MAR-31-1999
<CASH> 78,390
<INT-BEARING-DEPOSITS> 204
<FED-FUNDS-SOLD> 111,441
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 210,562
<INVESTMENTS-CARRYING> 423,843
<INVESTMENTS-MARKET> 426,154
<LOANS> 768,296
<ALLOWANCE> 8,994
<TOTAL-ASSETS> 1,677,109
<DEPOSITS> 1,489,544
<SHORT-TERM> 305
<LIABILITIES-OTHER> 15,087
<LONG-TERM> 0
0
0
<COMMON> 99,562
<OTHER-SE> 72,611
<TOTAL-LIABILITIES-AND-EQUITY> 1,677,109
<INTEREST-LOAN> 16,916
<INTEREST-INVEST> 9,016
<INTEREST-OTHER> 1,097
<INTEREST-TOTAL> 27,029
<INTEREST-DEPOSIT> 10,741
<INTEREST-EXPENSE> 10,746
<INTEREST-INCOME-NET> 16,283
<LOAN-LOSSES> 470
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 12,968
<INCOME-PRETAX> 8,905
<INCOME-PRE-EXTRAORDINARY> 6,127
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 6,127
<EPS-PRIMARY> 0.62
<EPS-DILUTED> 0.62
<YIELD-ACTUAL> 4.53
<LOANS-NON> 3,137
<LOANS-PAST> 64
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 448
<ALLOWANCE-OPEN> 8,988
<CHARGE-OFFS> 4,159
<RECOVERIES> 1,375
<ALLOWANCE-CLOSE> 8,994
<ALLOWANCE-DOMESTIC> 8,994
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
