AMERICAN BANCORPORATION /WV/
10-Q, 1998-11-16
STATE COMMERCIAL BANKS
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                      FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
                               OF THE SECURITIES AND EXCHANGE ACT OF 1934

                          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 period ended        September 30, 1998
                    ------------------------------------------------------------

Commission File Number:  0-5893

                             American Bancorporation
             (Exact name of registrant as specified in its charter)

      Ohio                                                           31-0724349
  (State or other jurisdiction of                               (I.R.S. Employer
  incorporation or organization)                             Identification No.)

  1025 Main Street, Suite 800, Wheeling, WV                                26003
  (Address of principal executive offices)                            (Zip Code)

                                 (304) 233-5006
              (Registrant's telephone number, including area code)


  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

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

        October 2, 1998: 3,129,674 shares of Common stock without par value


                                               Number of pages comprising
                                               this report. . . . . . . . .  13

                                        1

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1998




TABLE OF CONTENTS

Part I       FINANCIAL INFORMATION
Item  1      Financial Statements
                 Condensed Consolidated Balance Sheet...................       3
                 Condensed Consolidated Statement of Income.............       4
                 Condensed Consolidated Statement of
                           Cash Flows...................................       5
                 Condensed Consolidated Statement of
                           Changes in Stockholders' Equity..............       6
             Notes to the Financial Statements..........................       6
Item  2      Management's Discussion and Analysis of Financial
                  Condition and Results of Operations...................       7
Item 3       Quantitative and Qualitative Disclosures about Market Risk.      12


Part II      OTHER INFORMATION
Item  1          Legal Proceedings........................................  None
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.........................  None

SIGNATURES                                                                    13







                                        2

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1998

                    American Bancorporation and Subsidiaries

<TABLE>
CONSOLIDATED BALANCE SHEET
<S>                                                             <C>                  <C>                  <C>


                                                                             September 30,                  December 31,
                                                                       1998                  1997               1997
                                                                 ---------------      ---------------     --------------
ASSETS
Cash and due from banks.........................................   $  15,407,875       $   11,105,723     $   11,027,692
Interest bearing deposits in other banks....................             274,004                    -                  -
Federal funds sold...........................................          6,178,025            5,620,155          2,414,812
Investment securities available for sale.......................      226,533,508          153,456,761        169,175,987
Loans, net of unearned income..................................      297,794,837          288,340,212        286,691,051
  Less allowance for loan losses..............................         3,090,281            3,392,785          3,284,338
                                                                 ---------------      ---------------    ---------------
                                                                     294,704,556          284,947,427        283,406,713
Premises and equipment - net.................................          9,758,214           10,184,488         10,070,377
Accrued interest receivable..................................          3,198,708            3,633,538          2,713,240
Excess of cost over net assets purchased.....................          1,717,333            2,052,809          1,968,940
Other assets..................................................         5,401,010            3,903,526          3,828,711
                                                                 ---------------      ---------------    ---------------
     TOTAL ASSETS................................................   $563,173,233         $474,904,427       $484,606,472
                                                                    ============         ============       ============

LIABILITIES
 Deposits
   Non-interest bearing........................................    $  34,890,606         $ 34,145,567       $ 33,512,712
   Interest bearing............................................      382,499,946          309,735,355        322,221,620
                                                                   -------------         ------------       ------------
       TOTAL DEPOSITS..........................................      417,390,552          343,880,922        355,734,332
 Short-term borrowings.........................................       88,921,787           90,092,198         87,574,152
 Accrued interest payable....................................          2,261,983            1,952,138          1,782,668
 Other liabilities...........................................          5,484,053            5,222,991          4,396,674
 Long-term debt............................................               14,764              927,816          1,424,800
 Guaranteed preferred beneficial interest in
    subordinated debt..........................................       12,650,000                    -                   -
                                                                  -------------------------------------------------------
    TOTAL LIABILITIES..........................................      526,723,139          442,076,065        450,912,626

STOCKHOLDERS' EQUITY
  Preferred stock......................................                        -                    -                  -
  Common stock without par value, stated value
   $2.50, authorized 6,500,000 shares, issued and
   outstanding 3,129,674......................................         7,824,185            7,824,185          7,824,185
  Additional paid-in capital..................................        10,301,982           10,301,982         10,301,982
  Retained earnings...........................................        17,553,511           14,128,088         14,965,228
 Accumulated other comprehensive income,
        net of income tax....................................            770,416             574,107             602,451
                                                                ----------------    ----------------    ----------------
    TOTAL STOCKHOLDERS' EQUITY.................................       36,450,094           32,828,362         33,693,846
                                                                  --------------       --------------     --------------
    TOTAL LIABILITIES AND
              STOCKHOLDERS' EQUITY...............................   $563,173,233         $474,904,427       $484,606,472
                                                                    ============         ============       ============


</TABLE>

                                                            3

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1998


                    American Bancorporation and Subsidiaries

CONSOLIDATED STATEMENT OF INCOME


<TABLE>

                                                                   Quarter Ended                     Nine Months Ended
                                                                   September 30,                      September 30,
                                                             1998                1997                 1998          1997
                                                      --------------   --------------     ----------------   --------------
<S>                                                   <C>              <C>                <C>               <C>

INTEREST INCOME
 Loans.................................................    $ 6,517,169      $ 6,335,266       $19,200,532      $18,442,153
 Investment securities
  Taxable interest income............................        3,496,296        2,566,404         9,738,783        7,564,434
  Non-taxable interest income.......................            89,346           21,624           135,360           68,978
                                                        --------------   --------------     ---------------    ---------------
                                                             3.585,642        2,588,028         9,874,143        7,633,412
 Other short-term investments.......................           259,443           83,603           589,527          264,436
                                                         -------------   --------------     ---------------    ---------------
   Total interest income..............................      10,362,254        9,006,897        29,664,202       26,340,001

INTEREST EXPENSE
 Deposits............................................        4,713,715        3,401,212        12,878,353        9,522,400
 Borrowed funds.......................................       1,519,812        1,245,475         4,184,090        3,856,644
                                                          ------------     ------------     ---------------   ----------------
   Total interest expense.............................       6,233,527        4,646,687        17,062,443       13,379,044
                                                          ------------     ------------     ---------------   ----------------
     NET INTEREST INCOME.............................        4,128,727        4,360,210        12,601,759       12,960,957
PROVISION FOR LOAN LOSSES...........................            60,000                -           180,000                -
                                                        ---------------------------------   ---------------   ----------------
 Net interest income after
    provision for loan losses........................        4,068,727        4,360,210        12,421,759       12,960,957
OTHER INCOME
 Service charges on deposit accounts.................          190,551          190,571           530,453          563,817
 Securities gains (losses)..........................           141,250             (44)           628,059            4,293
 Net gains on sale of loans.........................           807,108          393,677         1,740,227          902,549
 Insurance commissions.............................             21,483           22,882            64,913           71,879
 Other income........................................          234,910          163,108           622,544          519,476
                                                         -------------    -------------    ----------------   -----------------
   Total other income................................        1,395,302          770,194         3,586,196        2,062,014
OTHER EXPENSE
 Salaries and employee benefits.......................       1,675,214        1,475,122         4,864,479        4,328,362
 Occupancy and equipment expense.....................          610,675          598,028         1,809,126        1,795,405
 Other expenses.......................................       1,363,619        1,241,124         3,954,308        3,717,165
                                                          ------------     ------------    ----------------  -----------------
   Total other expense................................       3,649,508        3,314,274        10,627,913        9,840,932
                                                          ------------     ------------    ----------------  -----------------
INCOME BEFORE INCOME TAXES............................       1,814,521        1,816,130         5,380,042        5,182,039
PROVISION FOR INCOME TAXES...........................          499,228          651,116         1,524,241        1,901,581
                                                         -------------    -------------    ----------------  -----------------
NET INCOME.............................................    $ 1,315,293      $ 1,165,014      $  3,855,801     $  3,280,458
                                                         =============    =============    ================    ================

  Average Shares Outstanding..........................       3,129,674        3,129,674         3,129,674        3,129,674

    BASIC EARNINGS PER SHARE .................         $         0.42   $          0.37  $           1.23 $           1.05

</TABLE>

                                                           4

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1998

                    American Bancorporation and Subsidiaries

CONSOLIDATED STATEMENT OF CASH FLOWS

                                                 Nine months ended September 30,
                                                           1998           1997
                                                      -------------   ----------
   Operating Activities:
Net Income .........................................     $3,855,801   $3,280,458
Adjustments to reconcile net income to net cash from operating activities:
Depreciation .......................................      640,173       615,892
Amortization of intangibles ........................      251,607       251,607
Net amortization of premium on investment securities      545,424       218,836
Provision for loan losses ..........................      180,000          --
Net gain on sale of investment securities ..........     (628,059)       (4,293)
Net gain on sale of loans ..........................   (1,740,227)     (902,549)
Change in assets and  liabilities  net of effects from the purchase of branch
     assets:
Net increase in accrued interest receivable ...........  (485,468)     (648,216)
Net increase in accrued interest payable ..............   479,315       463,139
Net (increase) decrease in other assets ...............  (586,684)    1,679,464
Net increase in other liabilities .....................   898,123       147,577
Net increase (decrease) from other operating activities  (219,705)      249,017
                                                        ----------    ----------
     Net cash provided by operating activities ........ 3,190,300     5,350,932
 Investing Activities:
     Investment securities available for sale:
     Proceeds from maturities and repayments          101,034,116    25,585,188
     Proceeds from sales ...................            6,377,464    46,746,234
     Purchases .............................         (164,376,191)  (82,031,056)
Net increase in loans ......................           (9,737,616)  (16,158,819)
Purchase of premises and equipment .........             (329,010)   (1,069,500)
Proceeds from sale of premises and equipment                1,000          --
                                                       ------------  -----------
    Net cash used by investing activities ..          (67,030,237)  (26,927,953)
 Financing Activities:
     Net increase (decrease) in non-interest bearing
         demand deposits.......................         1,377,894    (2,598,749)
     Net decrease in interest bearing
         demand and savings deposits...........        (4,136,850)   (9,291,309)
     Net increase in time deposits.............        64,415,176     35,960,162
     Net increase (decrease) in short-term borrowings   1,347,635   (14,003,845)
     Principal repayment of long-term debt.....        (2,410,037)       (9,865)
     Proceeds from issuance of long-term debt..        12,884,091             -
     Cash dividends paid.......................        (1,220,572)   (1,173,628)
                                                    --------------  ------------
          Net cash provided by financing activities..  72,257,337      8,882,766
                                                    --------------  ------------
  Net Increase (Decrease) in Cash and Cash Equivalents  8,417,400   (12,694,255)

  Cash and Cash Equivalents Beginning Balance...... $  13,442,504   $ 29,420,133
                                                    -------------   ------------
  Cash and Cash Equivalents Ending Balance......... $  21,859,904   $ 16,725,878
                                                    =============   ============



                                                           5

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1998




                    American Bancorporation and Subsidiaries

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
Nine months ended September 30, 1998 and 1997

                                                  1998                  1997
                                             ---------------        ------------
    Balance at January 1,...................   $33,693,846          $30,422,694
     Net Income.............................     3,855,801            3,280,458
     Dividends declared ($.405 per share 1998,
          $0.375 per share 1997)............    (1,267,518)          (1,173,628)
     Other comprehensive income.............       167,965              298,838
                                             ---------------        ------------
    Balance at September 30,................   $36,450,094          $32,828,362
                                             ===============        ============




NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

     The unaudited interim condensed  consolidated  financial statements reflect
all  adjustments  which,  in the opinion of management,  are necessary to a fair
presentation  of  the  financial   position  and  results  of  operations.   All
adjustments  are of a  normal  recurring  nature.  The  notes  to the  financial
statements contained in the 1997 Annual Report to Stockholders should be read in
conjunction with these statements.

NOTE A - ADOPTION OF FINANCIAL ACCOUNTING STANDARDS

     On January 1, 1998 the Company  adopted  Statement of Financial  Accounting
Standards ("SFAS") No. 129, "Disclosure of Information about Capital Structure."
SFAS No. 129 summarizes  previously  issued disclosure  guidance  contained with
Accounting  Principles  Board ("APB") Opinion Nos. 10 and 15 as well as SFAS No.
47. There were no material changes to the Company's  disclosures pursuant to the
adoption of SFAS No. 129.

     On  January  1,  1998  the  Company   adopted  SFAS  No.  130,   "Reporting
Comprehensive  Income".  SFAS No. 130  established  standards  for reporting and
display  of  comprehensive  income and its  components  in a full set of general
purpose financial statements.  Comprehensive income is defined as "the change in
equity of a business  enterprise  during a period  from  transactions  and other
events and  circumstances  from  nonowner  sources.  It includes  all changes in
equity during a period except those  resulting  from  investments  by owners and
distributions to owners." The comprehensive income and related cumulative equity
impact of comprehensive income items is required to be disclosed  prominently as
part of the notes to the  financial  statements.  Only the impact of  unrealized
gains or losses on  securities  available for sale is disclosed as an additional
component of the Company's income under the requirements of SFAS No. 130.

                                        6

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1998


Amounts  included in  comprehensive  income are as follows for the quarter ended
September  30, 1998 and 1997 and the nine months  ended  September  30, 1998 and
1997, respectively:

                                 Quarter ended           Nine months ended
                                 September 30,               September 30,
                           ------------------------   --------------------------
                              1998          1997          1998           1997
                           ----------    ----------   -----------    -----------

Net Income ..........     $ 1,315,293   $ 1,165,014   $ 3,855,801   $ 3,280,458
Other comprehensive income, net of tax
Unrealized gains on securities:
  Unrealized holding gain
   arising during the period  454,588       596,343       375,416       550,853
  Reclassification adjustment for 
   gains included in  
    net income                (38,750)         (639)     (207,451)     (252,015)
                            ----------   -----------   -----------   -----------
Other comprehensive income..  415,838       595,704       167,965       298,838
                            ----------   -----------   -----------   -----------
Comprehensive income .....$ 1,731,131   $ 1,760,718   $ 4,023,766   $ 3,579,296
                           ===========   ===========   ===========   ===========


MANAGEMENT'S DISCUSSION AND ANALYSIS
     OF FINANCIAL POSITION AND RESULTS OF OPERATIONS

INTRODUCTION

     The discussion and analysis, when read in conjunction with the consolidated
financial  statements and accompanying notes, is designed to provide information
relevant to an assessment of financial  performance and management's  perception
of significant events.

     The following is a discussion of significant factors influencing  operating
performance  and  change  in  financial  position  during  the  interim  periods
presented.  The  discussion  should be read in  connection  with the 1997 Annual
Report and the financial statements appearing elsewhere herein.

SUMMARY

     American Bancorporation (the "Company") recognized net income of $3,856,000
or $1.23 basic earnings per share for the nine months ended  September 30, 1998,
compared to net income of $3,280,000  or $1.05 basic  earnings per share for the
nine months ended  September  30, 1997.  Return on average  assets and return on
average  equity were 0.96% and 14.6%,  respectively,  for the nine months  ended
September  30,  1998  compared  to 0.94% and 14.0%,  respectively,  for the nine
months ended September 30, 1997.

     Total  assets  at  September  30,  1998  increased  to  $563,173,000,  from
$474,904,000 at September 30, 1997, an increase of 18.6%.  Deposits increased to
$417,391,000 at September 30, 1998, from  $343,881,000 at September 30, 1997, an
increase of 21.4%. Total  stockholders'  equity was $36,450,000 at September 30,
1998,  which  represents an 11.0%  increase over total  stockholders'  equity of
$32,828,000 at September 30, 1997.


                                        7

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1998

RESULTS OF OPERATIONS
       NINE MONTH COMPARISON

     Net  Income.  Net income  for the nine  months  ended  September  30,  1997
amounted  to  $3,856,000,  or  $1.23  basic  earnings  per  share,  compared  to
$3,280,000 or $1.05 basic earnings per share for the nine months ended September
30, 1997. The increase was the result of an increase in other noninterest income
which was  partially  offset  by  increases  in other  noninterest  expense  and
provision for loan losses and a decrease in net interest income.

     Net Interest  Income.  Net interest income before provision for loan losses
for the nine months ended September 30, 1998 amounted to $12,602,000, a decrease
of $359,000 or 2.8%,  compared to the nine months ended  September 30, 1997. The
decrease  resulted  primarily  from a 66 basis point  decrease in the  Company's
margin which was partially  offset by a $72,089,000 or 16.6% increase in average
interest earning assets.

     Total interest income for the nine months ended September 30, 1998 amounted
to $29,664,000,  an increase of $3,324,000 or 12.6%, compared to the same period
in 1997.  The increase  resulted  primarily  from a $72,089,000  increase in the
average  volume of earning  assets  offset by a 27 basis  point  decrease in the
average yield on earning assets. Average loans outstanding increased $10,893,000
or 3.9%.  Average  commercial loans increased  $6,055,000 or 6.6%,  average real
estate loans  increased  $2,585,000 or 1.8%,  and average  consumer  installment
loans  increased  $2,253,000 or 4.7%. The average yield on loans  increased from
8.80%  in 1997 to  8.82%  in  1998.  Average  investment  securities  and  other
short-term  investments  outstanding  increased  $61,196,000 or 39.3%, while the
average yield decreased from 6.76% in 1997 to 6.43% in 1998.

     Total  interest  expense  for the nine  months  ended  September  30,  1998
amounted to $17,062,000, an increase of $3,683,000 or 27.5% compared to the nine
months  ended  September  30,  1997.  The  increase  resulted  primarily  from a
$67,291,000  or  17.1%  increase  in the  average  volume  of  interest  bearing
liabilities  and a 40  basis  point  increase  in  interest  rates  paid on such
liabilities.   Average  NOW,  money  market  and  savings   accounts   decreased
$5,165,000.  Average time deposits increased  $69,373,000.  Average  noninterest
bearing  accounts  increased  $907,000  and  represented  8.6% of average  total
deposits in 1998. Average short-term borrowings decreased $5,082,000 or 5.5% and
the average rate paid on short-term  borrowings  increased from 5.46% in 1997 to
5.55% in 1998.

     Provision  for Loan  Losses.  The loan loss  provision  for the nine months
ended September 30, 1998 was $180,000.  There was no loan loss provision for the
nine months ended September 30, 1997.

     Other  Income.  Other income for the nine months ended  September  30, 1998
amounted to $3,586,000, an increase of $1,524,000 or 73.9%. Net gains on sale of
loans  totalled  $1,740,000  for the  nine  months  ended  September  30,  1998,
including a $297,000  gain on the sale of the Company's  credit card  portfolio,
compared to net gains of $903,000 for the same period in 1997.  The remainder of
the increase is primarily  the result of increased  residential  mortgage  loans
generated  for sale to secondary  markets by the  Company.  Net gains on sale of
investment  securities  totalled  $628,000  in  1998  primarily  the  result  of
liquidating  a  majority of the Company's SLMA preferred stock portfolio,
compared to $4,000 in 1997.


                                        8

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1998

     Other Expense.  Total other expense for the nine months ended September 30,
1998 amounted to $10,628,000,  an increase of $787,000 or 8.0%,  compared to the
same period in 1997. Salaries and employee benefits increased $536,000 or 12.4%.
Occupancy and equipment expense increased $14,000 or 0.1%.
Other (miscellaneous) expenses increased $237,000 or 6.4%.

     Provision  for Income  Taxes.  The  provision for income taxes for the nine
months ended September 30, 1998 was  $1,524,000,  compared to $1,902,000 for the
nine months ended September 30, 1997.


RESULTS OF OPERATIONS
     QUARTER COMPARISON

     Net Income. Net income for the quarter ended September 30, 1998 amounted to
$1,315,000, compared to net income of $1,165,000 for the quarter ended September
30, 1997.  The increase was primarily  the result of an increase in  noninterest
income, which was partially offset by increases in other noninterest expense and
provision for loan losses and a decrease in net interest income.

     Net Interest  Income.  Net interest income before provision for loan losses
for the quarter ended  September 30, 1998 amounted to $4,129,000,  a decrease of
$231,000 or 5.3%, compared to the quarter ended September 30, 1997. The decrease
resulted primarily from an 83 basis point decrease in the Company's margin which
was partially  offset by an $87,307,000  or 19.8%  increase in average  interest
earning assets.

     Total interest  income for the quarter ended September 30, 1998 amounted to
$10,362,000,  an increase of $1,355,000 or 15.0%, compared to the same period in
1997. The increase  resulted  primarily from an $87,307,000 or 19.8% increase in
the average  volume of earning assets offset by a 32 basis point decrease in the
average yield on earning assets. Average loans outstanding increased $10,456,000
or  3.7%.  Average  commercial  loans  increased  $7,155,000  or  7.7%,  average
installment  loans  increased  $3,255,000 or 6.8%, and average real estate loans
increased  $46,000.  The average yield on loans  decreased from 8.91% in 1997 to
8.84% in 1998.  Average investment  securities and other short-term  investments
outstanding  increased  $76,851,000 or 48.9%,  while the average yield decreased
from 6.80% in 1997 to 6.57% in 1998.

        Total interest expense for the quarter ended September 30, 1998 amounted
to $6,234,000,  an increase of $1,587,000 or 34.1%,  compared to the same period
in 1997. The increase resulted primarily from a $84,790,000 or 21.4% increase in
the average volume of interest bearing liabilities and a 50 basis point increase
in interest rates paid on such liabilities.

       Provision for Loan Losses.  The loan loss provision for the quarter ended
September 30, 1998 was $60,000. There was no loan loss provision for the quarter
ended September 30, 1997.

        Other Income.  Other income amounted to $1,395,000 for the quarter ended
September  30, 1998,  compared to $770,000 for the quarter  ended  September 30,
1997.  Net gains on sale of loans  increased  $413,000 or 105.0%,  primarily the
result  of sale of the  Company's  credit  card  portfolio.  Net gain on sale of
investment  securities  totalled  $141,000 for the quarter  ended  September 30,
1998.


                                        9

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1998

       Other  Expense.  Total other expense for the quarter ended  September 30,
1998 amounted to $3,650,000,  an increase of $335,000 or 10.1%,  compared to the
same period in 1997. Salaries and employee benefits increased $200,000 or 13.6%.
Occupancy and equipment expense increased $13,000 or 2.1%.
Other (miscellaneous) expenses increased $122,000 or 9.9%.

       Provision  for Income  Taxes.  The  provision  for  income  taxes for the
quarter  ended  September  30, 1998 was  $499,000,  compared to $651,000 for the
quarter ended September 30, 1997.


ASSET QUALITY

       Nonperforming  loans  totalled  $2,862,000  or 1.0%  of  total  loans  at
September  30,  1998,  compared  to  $2,658,000  or 0.9% at December  31,  1997.
Nonperforming  loans  at  September  30,  1998  consisted  of  nonaccrual  loans
totalling  $1,215,000,  90 day delinquent loans of $1,165,000,  and restructured
loans  aggregating  $482,000.  Other  real  estate  held  totalled  $456,000  at
September 30, 1998, compared to $236,000 at December 31, 1997.

CAPITAL RESOURCES

       Stockholders'  equity  totalled  $36,450,000  at September 30, 1998.  The
Company's  risk-based capital ratio was 17.4%, of which 16.1% constituted common
stockholder  equity,  while the risk-based  capital ratio for the Company's bank
subsidiary,  Wheeling National Bank, was 15.0%, with common stockholders' equity
of 13.9%. At September 30, 1998 the Company's  leverage  capital ratio was 8.2%,
while the leverage ratio for Wheeling National Bank was 7.1%.


YEAR 2000 COMPLIANCE

        The Company is exposed to potential losses due to business  interruption
or errors which could result if any of its computer  systems are not modified to
ensure that dates  beginning  in  January,  2000 are not  misinterpreted  by the
system as January,  1900. This is commonly  referred to as the Year 2000 Problem
("Y2K").  A number of computer systems which are affected by Y2K are utilized by
the  Company to operate  its  day-to-day  business.  Most of these  systems  use
software developed by and licensed from third party vendors,  some of which have
been customized by the Company, while others have been developed internally.

        Management has  established a task force to identify all instances where
the Company is not currently Y2K compliant, and to ensure that those systems are
brought into compliance before the end of 1998. For software licensed from third
party vendors,  software  upgrades have either been received or are  forthcoming
from those vendors. The Company has begun testing for Y2K compliance.

        The Company has estimated that direct costs for Y2K compliance  will not
be material.

        Y2K  problems  which are inherent in the  regional,  national and global
banking and payments system are expected to be brought into compliance,  but are
completely beyond the Company's control.


                                       10

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1998


<TABLE>
<CAPTION>
                                                Three months ended September 30,         Nine months ended September 30,
                                                        1998              1997             1998                 1997

<S>                                             <C>      <C>        <C>      <C>      <C>      <C>      <C>        <C>
                                                ---------------    -----------------  ----------------   --------------
                                                 Average Yield/     Average  Yield/   Average   Yield/  Average    Yield/
                                                 Balance  Rate       Balance  Rate    Balance    Rate   Balance     Rate
INTEREST EARNING ASSETS                          (000's)             (000's)           (000's)            (000's)
 Loans
  Commercial................................   $   99,533 9.31%     $ 92,378  9.61%   $ 97,185   9.23%   $ 91,130    9.29%
  Real estate...............................      144,038  8.22      143,992   8.14    142,936   8.28      140,351   8.07
  Installment-net..........................        51,241  8.47       47,986   8.81     50,249   8.44       47,996   8.83
                                              -----------         ----------         ---------          ----------
   Total loans .............................      294,812  8.84      284,356   8.91    290,370   8.82      279,477   8.80
 Investment securities
  Taxable...................................      213,157  6.56      153,301   6.70    202,803   6.40      151,423   6.66
  Tax-exempt...............................        10,096  3.54        1,028   8.41      4,109   4.39        1,109   8.30
                                              -----------        -----------         ---------          -----------
   Total investment securities..............      223,253  6.42      154,329   6.71    206,912   6.36      152,532   6.67
 Other short-term investments..............        10,704  9.69        2,777  12.04      9,962   7.89        3,146  11.21
                                               ----------          ---------        ----------          ----------
    Total interest earning assets............    $528,769  7.84     $441,462   8.16   $507,244   7.80     $435,155   8.07
                                                 ========           ========          ========            ========
INTEREST BEARING LIABILITIES
  Deposits
   NOW, Savings and MMDA.....................    $117,373 2.80%     $122,804  2.73%   $119,689   2.71%    $124,854  2.67%
   Time.....................................      265,905  5.85      185,189   5.54    243,601   5.72      174,228   5.38
                                                ---------         ----------          --------          ----------
    Total deposits..........................      383,278  4.92      307,993   4.42    363,290   4.73      299,082   4.25
  Short-term borrowings....................        84,825  5.85       87,058   5.63     87,689   5.55       92,771   5.46
  Long-term debt...........................        12,666  8.84          928   8.58      9,097   7.86          932   8.44
                                               ----------       ------------          --------          ----------
    Total interest bearing liabilities.......    $480,769  5.19     $395,979   4.69   $460,076   4.94     $392,785   4.54
                                                 ========           ========          ========            ========

MARGIN ANALYSIS
 (as a % of earning assets)
 Interest income...................                       7.84%               8.16%              7.80%               8.07%
 Interest expense...................                      4.72                4.21               4.49                4.10
                                                          ----                ----               ----                ----
 Net interest income...............                       3.12%              3.95%               3.31%               3.97%
                                                         =====                ====               ====                ====

<FN>
Averages stated are month end average balances. Installment loans are stated net
of unearned  income.  Average  loans  include  nonaccrual  loans.  Yields do not
reflect tax equivalent adjustments.
</FN>
</TABLE>







                                       11

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1998



Item 3. Quantitative and Qualitative Disclosures about Market Risk

            Quantitative  and  qualitative  disclosures  about  market  risk are
presented at December  31, 1997 in Item 7a. of the  Company's  Annual  Report on
Form 10-K, filed with the SEC on March 31, 1998.  Management believes there have
been no material changes in the Company's market risk since December 31, 1997.



Part II.   OTHER INFORMATION

Item  6.  Exhibits and Reports on Form 8-K

         B. Reports on Form 8-K:

              Date                     Item                      Description
              None





                                       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.

                                                        AMERICAN BANCORPORATION
                                                         (Registrant)

Date November 16, 1998                                   /s/ Jeremy C. McCamic
- - ----------------------                                   ---------------------
                                                         Jeremy C. McCamic
                                                         Chairman and
                                                         Chief Executive Officer


Date   November 16, 1998                                 /s/ Brent E. Richmond
- - -----------------------                                  ---------------------
                                                         Brent E. Richmond
                                                         Chief Financial and
                                                         Accounting Officer











                                       13

<PAGE>

<TABLE> <S> <C>

<ARTICLE>                                                            9
<MULTIPLIER>                                                     1,000
       
<S>                                                        <C>
<PERIOD-TYPE>                                              9-MOS
<FISCAL-YEAR-END>                                          DEC-31-1998
<PERIOD-END>                                               SEP-30-1998
<CASH>                                                      15,407,875
<INT-BEARING-DEPOSITS>                                         274,004
<FED-FUNDS-SOLD>                                             6,178,025
<TRADING-ASSETS>                                                     0
<INVESTMENTS-HELD-FOR-SALE>                                226,533,508
<INVESTMENTS-CARRYING>                                               0
<INVESTMENTS-MARKET>                                       226,533,508
<LOANS>                                                    297,794,837
<ALLOWANCE>                                                  3,090,281
<TOTAL-ASSETS>                                             563,173,233
<DEPOSITS>                                                 417,390,552
<SHORT-TERM>                                                88,921,787
<LIABILITIES-OTHER>                                          7,746,036
<LONG-TERM>                                                 12,664,764
<COMMON>                                                     7,824,185
                                                0
                                                          0
<OTHER-SE>                                                  28,625,909
<TOTAL-LIABILITIES-AND-EQUITY>                             563,173,233
<INTEREST-LOAN>                                             19,200,532
<INTEREST-INVEST>                                            9,874,143
<INTEREST-OTHER>                                               589,527
<INTEREST-TOTAL>                                            29,664,202
<INTEREST-DEPOSIT>                                          12,878,353
<INTEREST-EXPENSE>                                           4,184,090
<INTEREST-INCOME-NET>                                       12,601,759
<LOAN-LOSSES>                                                  180,000
<SECURITIES-GAINS>                                             628,059
<EXPENSE-OTHER>                                             10,627,913
<INCOME-PRETAX>                                              5,380,042
<INCOME-PRE-EXTRAORDINARY>                                   3,855,801
<EXTRAORDINARY>                                                      0
<CHANGES>                                                            0
<NET-INCOME>                                                 3,855,801
<EPS-PRIMARY>                                                     1.23
<EPS-DILUTED>                                                     1.23
<YIELD-ACTUAL>                                                    0331
<LOANS-NON>                                                  1,215,000
<LOANS-PAST>                                                 1,165,000
<LOANS-TROUBLED>                                               482,000
<LOANS-PROBLEM>                                                      0
<ALLOWANCE-OPEN>                                                     0
<CHARGE-OFFS>                                                        0
<RECOVERIES>                                                         0
<ALLOWANCE-CLOSE>                                                    0
<ALLOWANCE-DOMESTIC>                                                 0
<ALLOWANCE-FOREIGN>                                                  0
<ALLOWANCE-UNALLOCATED>                                              0
        

</TABLE>


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