AMERICAN BANCORPORATION /WV/
10-Q, 1999-11-15
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, 1999
                    ------------------------------------------------------------

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 4, 1999: 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, 1999




TABLE OF CONTENTS

Part I       FINANCIAL INFORMATION
Item  1      Financial Statements
                 Condensed Consolidated Balance Sheets......................   3
                 Condensed Consolidated Statements of Income................   4
                 Condensed Consolidated Statements of
                           Cash Flows.......................................   5
                 Condensed Consolidated Statements of
                           Changes in Stockholders' Equity..................   6
             Notes to the Consolidated 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 and Use of Proceeds................  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, 1999

<TABLE>
<CAPTION>


CONDENSED CONSOLIDATED BALANCE SHEETS
                                                             September 30,            December 31,
                                                         1999             1998            1998
                                                    -------------    -------------   -------------
<S>                                                 <C>              <C>             <C>

ASSETS
Cash and due from banks .........................   $   9,707,643    $  15,407,875   $  12,316,176
Interest bearing deposits in other banks ........         173,866          274,004            --
Federal funds sold ..............................       2,556,025        6,178,025      17,747,025
Investment securities available for sale ........     311,206,707      226,533,508     263,827,239
Loans, net of unearned income ...................     356,175,901      297,794,837     300,621,884
  Less allowance for loan losses ................       3,046,300        3,090,281       3,042,269
                                                    -------------    -------------   -------------
                                                      353,129,601      294,704,556     297,579,615
Premises and equipment - net ....................       9,670,676        9,758,214       9,735,582
Accrued interest receivable .....................       4,346,378        3,198,708       3,393,337
Excess of cost over net assets purchased ........       1,425,110        1,717,333       1,633,464
Other assets ....................................      11,504,542        5,401,010       5,173,024
                                                    -------------    -------------   -------------
     TOTAL ASSETS ...............................   $ 703,720,548    $ 563,173,233   $ 611,405,462
                                                    =============    =============   =============

LIABILITIES
 Deposits
   Non-interest bearing .........................   $  39,106,678    $  34,890,606   $  39,497,617
   Interest bearing .............................     393,666,003      382,499,946     391,742,578
                                                    -------------    -------------   -------------
       TOTAL DEPOSITS ...........................     432,772,681      417,390,552     431,240,195
 Borrowed funds .................................     221,935,096       88,921,787     123,891,183
 Accrued interest payable .......................       2,342,338        2,261,983       2,306,854
 Other liabilities ..............................       3,421,420        5,484,053       4,858,495
 Long-term debt .................................            --             14,764          11,242
 Guaranteed preferred beneficial interest in
    subordinated debt ...........................      12,650,000       12,650,000      12,650,000
                                                    -------------    -------------   -------------
    TOTAL LIABILITIES ...........................     673,121,535      526,723,139     574,957,969

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 .............................      21,005,172       17,553,511      18,430,141
 Accumulated other comprehensive income
        (loss), net of income tax ...............      (8,532,326)         770,416        (108,815)
                                                    -------------    -------------   -------------
    TOTAL STOCKHOLDERS' EQUITY ..................      30,599,013       36,450,094      36,447,493
                                                    -------------    -------------   -------------
    TOTAL LIABILITIES AND
              STOCKHOLDERS' EQUITY ..............   $ 703,720,548    $ 563,173,233   $ 611,405,462
                                                    =============    =============   =============
</TABLE>


                                        3

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1999

<TABLE>
<CAPTION>

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

                                          Three Months Ended          Nine Months Ended
                                              September 30,               September 30,
                                          1999          1998          1999          1998
<S>                                    <C>           <C>           <C>           <C>

 INTEREST INCOME
 Loans .............................   $ 7,407,169   $ 6,517,169   $20,757,852   $19,200,532
 Investment securities
  Taxable interest income ..........     4,110,312     3,496,296    11,799,777     9,738,783
  Non-taxable interest income ......       761,841        89,346     2,009,936       135,360
                                        -----------   -----------   -----------   ------------
                                         4.872,153     3,585,642    13,809,713     9,874,143
 Short-term investments ............        59,365       259,443       297,857       589,527
                                        -----------   -----------   -----------   ------------
   Total interest income ...........    12,338,687    10,362,254    34,865,422    29,664,202

INTEREST EXPENSE
 Deposits ..........................     4,398,073     4,713,715    13,179,804    12,878,353
 Borrowed funds ....................     3,184,231     1,519,812     7,972,108     4,184,090
                                       -----------   -----------   ------------  ------------
   Total interest expense ..........     7,582,304     6,233,527    21,151,912    17,062,443
                                       -----------   -----------   ------------  ------------
     NET INTEREST INCOME ...........     4,756,383     4,128,727    13,713,510    12,601,759
PROVISION FOR LOAN LOSSES ..........       120,000        60,000       270,000       180,000
                                       -----------   -----------   -----------   ------------
 Net interest income after
    provision for loan losses ......     4,636,383     4,068,727    13,443,510    12,421,759
OTHER INCOME
 Service charges on deposit accounts       242,828       190,551       659,272       530,453
 Securities gains ..................          --         141,250       342,967       628,059
 Net gains on sale of loans ........       400,166       807,108     1,246,695     1,740,227
 Insurance commissions .............        19,847        21,483        62,797        64,913
 Other income ......................       155,646       234,910       464,325       622,544
                                       -----------   -----------   ------------   ----------
   Total other income ..............       818,487     1,395,302     2,776,056     3,586,196
OTHER EXPENSE
 Salaries and employee benefits ....     1,669,785     1,675,214     5,141,418     4,864,479
 Occupancy and equipment expense ...       657,373       610,675     1,939,004     1,809,126
 Other expenses ....................     1,384,816     1,363,619     4,074,017     3,954,308
                                       -----------   -----------   ------------   ----------
   Total other expense .............     3,711,974     3,649,508    11,154,439    10,627,913
                                       -----------   -----------   ------------   ----------
INCOME BEFORE INCOME TAXES .........     1,742,896     1,814,521     5,065,127     5,380,042
PROVISION FOR INCOME TAXES .........       391,747       499,228     1,081,743     1,524,241
                                       -----------   -----------   ------------   ----------
NET INCOME .........................   $ 1,351,149   $ 1,315,293   $ 3,983,384   $ 3,855,801
                                       ===========   ===========   ===========   ============

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

    BASIC EARNINGS PER SHARE .......   $      0.43   $      0.42   $      1.27   $      1.23
</TABLE>



                                        4

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1999



CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>

                                                                               Nine months ended September 30,
                                                                                    1999              1998
<S>                                                                             <C>             <C>

 Operating Activities:
  Net Income ...............................................................   $   3,983,384    $   3,855,801
  Adjustments to reconcile net income to net cash from operating activities:
    Depreciation ...........................................................         662,160          640,173
    Amortization of intangibles ............................................         208,354          251,607
    Net amortization of premium on investment securities ...................         819,775          545,424
    Provision for loan losses ..............................................         270,000          180,000
    Net gain on sale of investment securities ..............................        (342,967)        (628,059)
    Net gain on sale of loans ..............................................      (1,246,695)      (1,740,227)
    Net increase in accrued interest receivable ............................        (953,041)        (484,468)
    Net increase in accrued interest payable ...............................          35,484          479,315
    Real estate mortgage loans originated for sale .........................     (82,838,353)     (96,556,664)
    Proceeds from sale of real estate mortgage loans .......................      81,672,625       91,166,521
    Net (increase) decrease in other assets ................................        (616,269)        (586,684)
    Net increase (decrease) in other liabilities ...........................      (1,437,075)         898,123
    Net decrease from other operating activities ...........................        (203,576)        (219,705)
                                                                               -------------    -------------
         Net cash provided (used) by operating activities ..................          13,806       (2,199,843)
Investing Activities:
    Investment securities available for sale:
         Proceeds from maturities and repayments ...........................      68,869,201      101,034,116
         Proceeds from sales ...............................................      37,727,462        6,377,464
         Purchases .........................................................    (168,388,123)    (164,376,191)
    Change in loans, net of real estate mortgage loans originated for sale .     (53,407,563)      (4,347,473)
    Purchase of premises and equipment .....................................        (597,254)        (329,010)
    Proceeds from sale of premises and equipment ...........................            --              1,000
                                                                               -------------     ------------
        Net cash used by investing activities ..............................    (115,796,277)     (61,640,094)
Financing Activities:
    Net increase (decrease) in non-interest bearing
        demand deposits ....................................................        (390,939)       1,377,894
    Net increase (decrease) in interest bearing
        demand and savings deposits ........................................       9,186,638       (4,136,850)
    Net increase (decrease) in time deposits ...............................      (7,263,213)      64,415,176
    Net increase (decrease) in borrowed funds ..............................      98,043,913        1,347,635
    Issuance (principal repayment) of long-term debt .......................         (11,242)      10,474,054
    Cash dividends paid ....................................................      (1,408,353)      (1,220,572)
                                                                               -------------    -------------
         Net cash provided by financing activities .........................      98,156,804       72,257,337
                                                                               -------------    -------------
   Net Increase (Decrease) in Cash and Cash Equivalents ....................     (17,625,667)       8,417,400

 Cash and Cash Equivalents Beginning Balance ...............................   $  30,063,201    $  13,442,504
                                                                               -------------    -------------
 Cash and Cash Equivalents Ending Balance ..................................   $  12,437,534    $  21,859,904
                                                                               =============    =============
</TABLE>



                                        5

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1999





CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
Nine months ended September 30, 1999 and 1998

                                                        1999            1998

Balance at January 1, ..........................   $ 36,447,493    $ 33,693,846
Comprehensive results:
   Net Income ..................................      3,983,384       3,855,801
   Other comprehensive income (loss), net of tax     (8,211,338)        375,416
   Reclassification adjustment, net of tax .....       (212,173)       (207,451)
                                                   ------------    ------------
   Total comprehensive income (loss) ...........     (8,423,511)        167,965
   Dividends declared ($.45 per share 1999,
     $0.405 per share 1998) ....................     (1,408,353)     (1,267,518)
                                                   ------------    ------------
Balance at September 30, .......................   $ 30,599,013    $ 36,450,094
                                                   ============    ============



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 1998 Annual Report to Stockholders should be read in
conjunction with these statements.





                                        6

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1999

Item 2.      MANAGEMENT'S DISCUSSION AND ANALYSIS
             FINANCIAL CONDITION 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 1998 Annual
Report and the financial statements appearing elsewhere herein.

SUMMARY

     American Bancorporation (the "Company") recognized net income of $3,983,000
or $1.27 basic earnings per share for the nine months ended  September 30, 1999,
compared to net income of $3,856,000  or $1.23 basic  earnings per share for the
nine months ended  September  30, 1998.  Return on average  assets and return on
average  equity were 0.79% and 15.5%,  respectively,  for the nine months  ended
September  30,  1999  compared  to 0.96% and 14.6%,  respectively,  for the nine
months ended September 30, 1998.

     Total  assets  at  September  30,  1999  increased  to  $703,721,000,  from
$563,173,000 at September 30, 1998, an increase of 25.0%.  Deposits increased to
$432,773,000 at September 30, 1999, from  $417,391,000 at September 30, 1998, an
increase of 3.7%.  Total  stockholders'  equity was $30,599,000 at September 30,
1999,  which  represents a 16.1%  decrease  over total  stockholders'  equity of
$36,450,000 at September 30, 1998.


RESULTS OF OPERATIONS
       NINE MONTH COMPARISON

     Net  Income.  Net income  for the nine  months  ended  September  30,  1999
amounted  to  $3,983,000,  or  $1.27  basic  earnings  per  share,  compared  to
$3,856,000 or $1.23 basic earnings per share for the nine months ended September
30, 1998. The increase was the result of an increase in net interest  income and
a decrease in income  taxes which was  partially  offset by  increases  in other
expense and provision for loan losses and a decrease in other income.

     Net Interest  Income.  Net interest income before provision for loan losses
for the nine months  ended  September  30,  1999  amounted  to  $13,714,000,  an
increase of $1,112,000 or 8.8%,  compared to the nine months ended September 30,
1998. The increase  resulted  primarily from a $130,274,000 or 25.7% increase in
average  interest  earning assets which was partially offset by a 39 basis point
decrease in the Company's margin.

     Total interest income for the nine months ended September 30, 1999 amounted
to $34,865,000,  an increase of $5,201,000 or 17.5%, compared to the same period
in 1998. The increase  resulted  primarily  from a $130,274,000  increase in the
average  volume of earning  assets  offset by a 46 basis  point  decrease in the
average yield on earning assets. Average loans outstanding increased $36,272,000
or 12.5%.  Average commercial loans increased  $34,662,000 or 35.7%, and average
consumer  installment  loans  increased  $2,515,000  or 5.0% while  average real
estate loans  decreased  $905,000 or 0.6%. The average yield on loans  decreased
from 8.82% in 1998 to 8.47% in 1999.  Average  investment  securities  and other
short-term  investments  outstanding  increased  $94,002,000 or 43.3%, while the
average yield decreased from 6.43% in 1998 to 6.16% in 1999.

                                        7

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1999

     Total  interest  expense  for the nine  months  ended  September  30,  1999
amounted to $21,152,000, an increase of $4,089,000 or 24.0% compared to the nine
months  ended  September  30,  1998.  The  increase  resulted  primarily  from a
$130,989,000  or 28.5%  increase  in the  average  volume  of  interest  bearing
liabilities  which was partially offset by a 17 basis point decrease in interest
rates paid on such  liabilities.  Average NOW, money market and savings accounts
increased  $1,563,000.  Average time  deposits  increased  $27,541,000.  Average
noninterest  bearing  accounts  increased  $3,878,000  and  represented  8.9% of
average total deposits in 1999. Average borrowed funds increased  $98,327,000 or
112.1% and the average rate paid on borrowed funds  decreased from 5.55% in 1998
to 5.12% in 1999.

     Provision  for Loan  Losses.  The loan loss  provision  for the nine months
ended  September 30, 1999 was $270,000  compared to $180,000 for the same period
in 1998.

     Other  Income.  Other income for the nine months ended  September  30, 1999
amounted to  $2,776,000,  a decrease of $810,000 or 22.6%.  Net gains on sale of
loans totalled $1,247,000 for the nine months ended September 30,  1998,compared
to net gains of $1,740,000 for the same period in 1998 which included a $297,000
gain on the sale of the Company's credit card portfolio.

     Other Expense.  Total other expense for the nine months ended September 30,
1999 amounted to $11,154,000,  an increase of $527,000 or 5.0%,  compared to the
same period in 1998.  Salaries and employee benefits increased $277,000 or 5.7%.
Occupancy   and   equipment   expense   increased   $130,000   or  7.2%.   Other
(miscellaneous) expenses increased $120,000 or 3.0%.

     Provision  for Income  Taxes.  The  provision for income taxes for the nine
months ended September 30, 1999 was  $1,082,000,  compared to $1,524,000 for the
nine months ended  September  30, 1998.  The decrease is primarily the result of
additional tax-exempt income in 1999.


RESULTS OF OPERATIONS
     QUARTER COMPARISON

     Net Income. Net income for the quarter ended September 30, 1999 amounted to
$1,351,000, compared to net income of $1,315,000 for the quarter ended September
30, 1998. The increase was the result of an increase in net interest  income and
a decrease in income  taxes which was  partially  offset by  increases  in other
expense and provision for loan losses and a decrease in other income.

     Net Interest  Income.  Net interest income before provision for loan losses
for the quarter ended September 30, 1999 amounted to $4,756,000,  an increase of
$628,000  or 15.2%,  compared to the  quarter  ended  September  30,  1998.  The
increase  resulted  primarily from a  $136,392,000  or 25.8% increase in average
interest  earning assets which was partially offset by a 26 basis point decrease
in the Company's margin.

     Total interest  income for the quarter ended September 30, 1999 amounted to
$12,339,000,  an increase of $1,976,000 or 19.1%, compared to the same period in
1998. The increase  resulted  primarily from a $136,392,000 or 19.1% increase in
the average  volume of earning assets offset by a 42 basis point decrease in the
average yield on earning assets. Average loans outstanding increased $55,603,000
or 18.9%.  Average  commercial  loans  increased  $43,130,000 or 43.3%,  average
installment  loans increased  $7,854,000 or 15.3%, and average real estate loans
increased $4,619,000 or 3.2%. The average yield on loans decreased from 8.84% in
1998 to  8.46% in 1999.  Average  investment  securities  and  other  short-term
investments  outstanding increased $80,789,000 or 34.5%, while the average yield
decreased from 6.57% in 1998 to 6.27% in 1999.

                                        8

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1999


       Total interest expense for the quarter ended September 30, 1999 amounted
to $7,582,000, an increase of $1,349,000 or 21.6%, compared to the same period
in 1998. The increase resulted primarily from a $143,428,000 or 29.8% increase
in the average  volume of interest  bearing  liabilities  which was  partially
offset  by  a  33  basis  point  decrease  in  interest  rates  paid  on  such
liabilities.

       Provision for Loan Losses.  The loan loss provision for the quarter ended
September  30,  1999 was  $120,000,  compared  to $60,000 for the same period in
1998.

        Other  Income.  Other income  amounted to $818,000 for the quarter ended
September 30, 1999,  compared to $1,395,000 for the quarter ended  September 30,
1998.  Net  gains on sale of  loans  totalled  $400,000  for the  quarter  ended
September  30,  1999,  compared to a net gain of $807,000 for the same period in
1998,  which  included a $297,000 gain on the sale of the Company's  credit card
portfolio.  There were no gains on sale of investment securities for the quarter
ended September 30, 1999,  compared to net gains on $141,000 for the same period
in 1998.

       Other  Expense.  Total other expense for the quarter ended  September 30,
1999  amounted to  $3,712,000,  an increase of $62,000 or 1.7%,  compared to the
same period in 1998.  Salaries and employee  benefits  decreased $6,000 or 0.3%.
Occupancy and equipment expense increased $47,000 or 7.6%. Other (miscellaneous)
expenses increased $21,000 or 1.6%.

       Provision  for Income  Taxes.  The  provision  for  income  taxes for the
quarter  ended  September  30, 1999 was  $392,000,  compared to $499,000 for the
quarter  ended  September  30, 1998.  The  decrease is  primarily  the result of
additional tax exempt income in 1999.


ASSET QUALITY

       Nonperforming  loans  totalled  $2,720,000  or 0.8%  of  total  loans  at
September  30,  1999,  compared  to  $2,960,000  or 1.0% at December  31,  1998.
Nonperforming  loans  at  September  30,  1999  consisted  of  nonaccrual  loans
totalling  $988,000,  90 day delinquent  loans of $1,466,000,  and  restructured
loans  aggregating  $266,000.  Other  real  estate  held  totalled  $387,000  at
September 30, 1999, compared to $183,000 at December 31, 1998.

CAPITAL RESOURCES

       Stockholders'  equity  totalled  $30,599,000  at September 30, 1999.  The
Company's  risk-based capital ratio was 14.4%, of which 13.6% constituted common
stockholders'  equity, while the risk-based capital ratio for the Company's bank
subsidiary, Wheeling National Bank, was 13.6%, with common stockholder equity of
12.8%.  At September  30, 1999 the  Company's  leverage  capital ratio was 7.2%,
while the leverage ratio for Wheeling National Bank was 6.8%.


                                        9

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1999



YEAR 2000 COMPLIANCE

        The  Company  may  be  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
issue. A number of computer systems which are affected by Year 2000 are utilized
by the Company to operate its day-to-day business.

        Management  has  established a task force to develop and maintain a Year
2000 Compliance  Plan. The Company's Year 2000 Compliance Plan has been prepared
in  accordance  with the  Federal  Financial  Institutions  Examination  Council
("FFIEC")  guidelines on Year 2000  Compliance  and involves the following  five
phases: awareness, assessment,  renovation,  validation and implementation.  The
Company has completed all phases of the Y2K Compliance Plan.

        The Company has contacted  large  commercial  customers and  significant
suppliers  to  determine  their  capability  to resolve the Year 2000 issues and
attain compliance. Risk ratings have been assigned to customers and suppliers.
Further contact will occur based on survey results.

        The Company has prepared general contingency plans to address unforeseen
Year 2000 issues.  Contingency plans will be continuously  monitored and updated
as conditions change throughout 1999 and into the Year 2000.

        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, 1999

<TABLE>
<CAPTION>


                                         Three months ended September 30,    Nine months ended September 30,
                                            1999                1998            1999                1998
                                      -----------------   ----------------  ----------------   ---------------
                                         Average   Yield/   Average   Yield/   Average   Yield/  Average   Yield/
                                         Balance    Rate    Balance    Rate    Balance    Rate    Balance   Rate
<S>                                      <C>         <C>    <C>         <C>     <C>       <C>     <C>        <C>

INTEREST EARNING ASSETS                  (000's)             (000's)            (000's)           (000's)
 Loans
  Commercial .........................   $142,663    8.77%  $ 99,533    9.31%  $131,847   8.71%  $ 97,185   9.23%
  Real estate ........................    148,657    7.81    144,038    8.22    142,031   7.93    142,936   8.28
  Installment-net ....................     59,095    8.32     51,241    8.47     52,764   8.33     50,249   8.44
                                         --------            -------           --------           -------
   Total loans .......................    350,415    8.46    294,812    8.84    326,642   8.47    290,370   8.82
 Investment securities
  Taxable ............................    252,538    6.51    213,157    6.56    249,402   6.31    202,803   6.40
  Tax-exempt .........................     58,644    5.20     10,096    3.54     54,436   5.53      4,109   4.39
                                         --------            -------           --------           -------
   Total investment securities .......    311,182    6.26    223,253    6.42    303,838   6.17    206,912   6.36
 Other short-term investments ........      3,564    6.66     10,704    9.69      7,038   5.64      9,962   7.89
                                         --------            -------           --------            ------
    Total interest earning assets ....   $665,161    7.42   $528,769    7.84   $637,518   7.34   $507,244   7.80
                                         ========            =======           ========          ========
INTEREST BEARING LIABILITIES
  Deposits
   NOW, Savings and MMDA .............   $125,206    2.46   $117,373    2.80%  $121,252   2.33   $119,689   2.71%
   Time ..............................    268,171    5.41    265,905    5.85    271,142   5.44    243,601   5.72
                                         --------           --------           --------           -------
    Total deposits ...................    393,377    4.47    383,278    4.92    392,394   4.48    363,290   4.73
  Borrowed funds .....................    218,169    5.33     84,825    5.85    186,015   5.12     87,689   5.55
  Long-term debt .....................     12,652    8.70     12,666    8.84     12,655   8.70      9,097   7.86
                                         --------            -------           --------          --------
    Total interest bearing liabilities   $624,198    4.86   $480,769    5.19   $591,064   4.77   $460,076   4.94
                                         ========            =======           ========           =======

MARGIN ANALYSIS
 (as a % of earning assets)
 Interest income .....................               7.42%              7.84%             7.34%             7.80%
 Interest expense ....................               4.56               4.72              4.42              4.49
                                                   ------             ------            ------            ------
 Net interest income .................               2.86%              3.12%             2.92%             3.31%
                                                 ========            =======           =======            ======

</TABLE>


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.



                                       11

<PAGE>


AMERICAN BANCORPORATION FORM 10-Q Quarterly Report
September 30, 1999



Item 3. Quantitative and Qualitative Disclosures about Market Risk

            Management is responsible  for monitoring and limiting the Company's
exposure to interest rate risk within  established  guidelines  while maximizing
net  interest  income.  During  the first  nine  months of 1999,  the  Company's
interest  rate  risk  position  grew more  liability  sensitive.  The  change in
position resulted primarily from the purchase of fixed-rate securities funded by
short-term FHLB borrowings.

            Quantitative  and  qualitative  disclosures  about  market  risk are
presented at December  31, 1998 in Item 7a. of the  Company's  Annual  Report on
Form 10-K, filed with the SEC on March 31, 1999.



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 15, 1999                               /s/ Jeremy C. McCamic
    ----------------------------                         ----------------------
                                                         Jeremy C. McCamic
                                                         Chairman and
                                                         Chief Executive Officer


Date     November 15, 1999                               /s/ Brent E. Richmond
     ---------------------------                         ---------------------
                                                         Brent E. Richmond
                                                         Chief Operating Officer


Date     November 15, 1999                               /s/ Jeffrey A. Baran
     ----------------------------                        --------------------
                                                         Jeffrey A. Baran
                                                         Chief Financial Officer




                                       13

<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>                                            9,707,643
<INT-BEARING-DEPOSITS>                              173,866
<FED-FUNDS-SOLD>                                  2,556,025
<TRADING-ASSETS>                                          0
<INVESTMENTS-HELD-FOR-SALE>                     311,206,707
<INVESTMENTS-CARRYING>                                    0
<INVESTMENTS-MARKET>                            311,206,707
<LOANS>                                         356,175,901
<ALLOWANCE>                                       3,046,300
<TOTAL-ASSETS>                                  703,720,548
<DEPOSITS>                                      432,772,681
<SHORT-TERM>                                    221,935,096
<LIABILITIES-OTHER>                               5,763,758
<LONG-TERM>                                      12,650,000
<COMMON>                                          7,824,185
                                     0
                                               0
<OTHER-SE>                                       22,774,828
<TOTAL-LIABILITIES-AND-EQUITY>                  703,720,548
<INTEREST-LOAN>                                  20,757,852
<INTEREST-INVEST>                                13,809,713
<INTEREST-OTHER>                                    297,857
<INTEREST-TOTAL>                                 34,865,422
<INTEREST-DEPOSIT>                               13,179,804
<INTEREST-EXPENSE>                                7,972,108
<INTEREST-INCOME-NET>                            13,713,510
<LOAN-LOSSES>                                       270,000
<SECURITIES-GAINS>                                  342,967
<EXPENSE-OTHER>                                  11,154,439
<INCOME-PRETAX>                                   5,065,127
<INCOME-PRE-EXTRAORDINARY>                        3,983,384
<EXTRAORDINARY>                                           0
<CHANGES>                                                 0
<NET-INCOME>                                      3,983,384
<EPS-BASIC>                                          1.27
<EPS-DILUTED>                                          1.27
<YIELD-ACTUAL>                                         0292
<LOANS-NON>                                         988,000
<LOANS-PAST>                                      1,466,000
<LOANS-TROUBLED>                                    266,000
<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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