<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________
FORM 10-Q
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
--- THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1995
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
--- THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 0-6136
RIVER FOREST BANCORP, INC.
(Exact name of registrant as specified in its charter)
<TABLE>
<CAPTION>
<S> <C>
Minnesota 41-0823592
(State of incorporation of organization) (I.R.S. Employer Identification No.)
Lincoln National Bank Building, 3959 N. Lincoln Ave., Chicago, Illinois 60613
(Address of principal executive offices) (Zip Code)
</TABLE>
(312) 549-7100
(Registrant's telephone number)
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 and
(2) has been subject to such filing requirements for the past 90 days.
Yes X No
--- ---
As of October 31,1995, the Registrant had 15,040,842 common shares, $0.05 par
value, outstanding.
<PAGE> 2
River Forest Bancorp, Inc.
Index to Quarterly Report on Form 10-Q
September 30, 1995
<TABLE>
<CAPTION>
PART I - FINANCIAL INFORMATION. PAGE
<S> <C>
Item 1. Financial Statements
Condensed Consolidated Statements of Condition (unaudited) -
September 30, 1995, December 31, 1994 and September 30, 1994. 1
Condensed Consolidated Statements of Income (unaudited) -
Three and Nine Months ended September 30, 1995 and 1994. 2
Condensed Consolidated Statements of Cash Flows (unaudited) -
Nine Months ended September 30, 1995 and 1994. 3
Notes to Condensed Consolidated Financial Statements (unaudited). 4
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations 5
PART II - OTHER INFORMATION.
Item 6. Exhibits and Reports on Form 8-K. 10
</TABLE>
<PAGE> 3
PART I. FINANCIAL INFORMATION
ITEM I. FINANCIAL STATEMENTS
RIVER FOREST BANCORP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CONDITION
(Unaudited)
<TABLE>
<CAPTION>
September 30 December 31 September 30
(thousands) 1995 1994 1994
------------ ----------- ------------
<S> <C> <C> <C>
Assets
Cash and due from banks - noninterest bearing $ 91,625 $ 109,880 $ 66,239
Federal funds sold 18,165 96,785 3,500
Interest-bearing deposits with banks 25,000 25,000 -
Securities:
Trading account securities, at market value - 74,432 39,825
Available-for-Sale securities, at market value 367,572 405,679 464,850
Held-to-Maturity securities, at amortized cost 16,024 19,253 21,845
----------- ---------- -----------
Total Securities 383,596 499,364 526,520
Loans, net of unearned discount 1,435,766 1,100,509 1,055,171
Less: Allowance for possible loan losses 22,816 20,157 20,000
----------- ---------- -----------
Net Loans 1,412,950 1,080,352 1,035,171
Premises and equipment, net 26,969 27,268 27,874
Accrued interest receivable 24,031 19,307 16,555
Other real estate 1,589 916 1,188
Other assets 12,731 19,077 11,965
Goodwill, net of accumulated amortization 12,897 11,506 12,039
----------- ---------- -----------
Total Assets $ 2,009,553 $1,889,455 $ 1,701,051
=========== ========== ===========
Liabilities & Shareholders' Equity
Deposits:
Noninterest bearing $ 214,185 $ 211,955 $ 171,825
Interest bearing 1,567,993 1,486,543 1,319,240
----------- ---------- -----------
Total Deposits 1,782,178 1,698,498 1,491,065
Federal funds purchased - 6,675 25,530
Treasury tax and loan note option account 6,617 3,490 4,143
Accrued interest payable 3,137 3,277 3,467
Other liabilities 28,591 18,914 18,750
----------- ---------- -----------
Total Liabilities 1,820,523 1,730,854 1,542,955
Minority Interest 2,197 1,742 1,669
Shareholders' Equity
Common stock, Surplus & Retained Earnings 181,037 162,812 157,726
Unrealized gains (losses) on Available-for-Sale
securities, net of tax 5,796 (5,953) (1,299)
----------- ---------- -----------
Total Shareholders' Equity 186,833 156,859 156,427
----------- ---------- -----------
Total Liabilities and Shareholders' Equity $ 2,009,553 $ 1,889,455 $ 1,701,051
=========== ========== ===========
</TABLE>
See accompanying notes.
1
<PAGE> 4
RIVER FOREST BANCORP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30 September 30
--------------------------- ---------------------------
(thousands, except per share data) 1995 1994 1995 1994
---- ---- ---- ----
<S> <C> <C> <C> <C>
Interest Income $ 41,801 $ 28,873 $ 124,217 $ 80,494
Interest Expense 15,818 12,023 53,419 30,448
--------- --------- --------- --------
Net Interest Income 25,983 16,850 70,798 50,046
Provision for possible loan losses 1,500 - 2,979 -
--------- --------- --------- --------
Net Interest Income after Provision
for Possible Loan Losses 24,483 16,850 67,819 50,046
Noninterest Income:
Service charges on deposit accounts 2,328 2,341 7,126 7,253
Trust services 110 101 323 282
Other income 849 990 3,500 2,618
Trading account gains (losses), net - (47) 297 (47)
Securities and other financial
instruments gains (losses), net 325 209 (763) (6)
--------- --------- --------- --------
Total noninterest income 3,612 3,594 10,483 10,100
Noninterest Expense:
Salaries and employee benefits 6,885 4,869 18,693 16,218
Net occupancy 1,015 970 2,985 2,864
Data processing 538 638 1,602 2,070
FDIC deposit insurance (111) 754 1,686 2,191
Goodwill amortization 593 504 1,663 1,510
Other expenses 4,213 2,895 11,719 8,035
--------- --------- --------- --------
Total noninterest expense 13,133 10,630 38,348 32,888
--------- --------- --------- --------
Income before income taxes 14,962 9,814 39,954 27,258
Income tax expense 5,386 3,393 14,215 9,471
--------- --------- --------- --------
Net Income $ 9,576 $ 6,421 $ 25,739 $ 17,787
========= ========= ========= ========
Net Income per Common Share $ 0.63 $ 0.42 $ 1.67 $ 1.16
========= ========= ========= ========
Cash Dividends Declared Per Common Share $ 0.100 $ 0.075 $ 0.263 $ 0.220
========= ========= ========= ========
Average Common and Common Equivalent
Shares Outstanding 15,311 15,292 15,374 15,296
========= ========= ========= ========
</TABLE>
See accompanying notes.
2
<PAGE> 5
RIVER FOREST BANCORP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
September 30
-------------------------------------
(thousands) 1995 1994
---------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 25,739 $ 17,787
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Provision for possible loan losses 2,979 -
Depreciation and amortization 1,411 1,369
Accretion of student loan discount (8,857) (1,525)
Amortization of goodwill 1,663 892
Change in deferred income taxes (2,800) 1,332
Decrease (increase) in trading account securities 74,432 (39,825)
Loss on sales of securities and other financial instruments 763 13
Gain on dispositions of loans (1,619) -
Decrease (increase) in other assets 4,368 (3,084)
Increase in other liabilities and minority interest 302 8,371
--------- -----------
Net cash provided by (used in) operating activities 98,381 (14,670)
CASH FLOWS FROM INVESTING ACTIVITIES:
Maturities of securities held to maturity 3,633 11,482
Maturities of securities available for sale 17,356 183,388
Sales of securities available for sale 911,712 1,457,800
Purchases of securities available for sale (874,053) (1,838,990)
Net increase in loans (325,774) (74,367)
Purchases of premises and equipment, net (1,112) (3,323)
--------- -----------
Net cash used in investing activities (268,238) (264,010)
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in deposit accounts 83,680 223,284
(Decrease) increase in short-term borrowings (3,548) 17,021
Issuance of common shares under the stock option
plan, net of repurchase - 895
Repayment of subordinated debentures - (1,185)
Repurchases of common shares (3,530) -
Dividends paid (3,620) (3,270)
--------- -----------
Net cash provided by financing activities 72,982 236,745
--------- -----------
Net decrease in cash and cash equivalents (96,875) (41,935)
Cash and cash equivalents at December 31, 1994 and 1993 206,665 111,674
--------- -----------
Cash and cash equivalents at September 30, 1995 and 1994 $ 109,790 $ 69,739
========= ===========
</TABLE>
See accompanying notes.
3
<PAGE> 6
RIVER FOREST BANCORP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. Condensed Consolidated Financial Statements
The Condensed Consolidated Statements of Condition, Income and Cash
Flows are unaudited. The interim financial statements reflect all
adjustments (consisting only of normal recurring accruals) which are, in
the opinion of management, necessary for a fair statement of the results
for the interim periods presented. The condensed consolidated financial
statements should be read in conjunction with the consolidated financial
statements and notes thereto included in River Forest Bancorp, Inc.'s
consolidated financial statements for the three years ended December 31,
1994 included in Bancorp's Annual Report and Form 10-K for the year ended
December 31, 1994. The results of operations for the interim periods
should not be considered indicative of results to be expected for the full
year.
Net income per common share is computed by dividing net income by the
weighted average number of common shares and common share equivalents
(dilutive stock options) outstanding during the respective periods.
Certain reclassifications have been made in the 1994 financial statements
to conform to current accounting classifications.
2. Goodwill
In the second quarter of 1995, an additional $3.0 million of goodwill
was recorded for the 1993 acquisition of Belmont National Bank. The
additional goodwill was the result of the settlement of contingencies
related to the purchase. The original purchase price was contingent upon
the performance of certain specified loans and assets during the
post-acquisition period. The additional goodwill is being amortized over
the remaining term of the original goodwill period of 15 years.
3. Stock Split
On August 16, 1995, the Board of Directors declared a two-for-one stock
split, which was payable to shareholders on September 22, 1995. All
references in prior periods to the number of shares and per share amounts
have been restated to reflect the effect of the split.
4
<PAGE> 7
ITEM 2. - RIVER FOREST BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
OPERATING RESULTS
The major source of earnings for Bancorp is net interest income. The related
net interest margin represents the net interest income as a percentage of
average earning assets during the period. The following table represents a
summary of Bancorp's net interest income and related net interest margin, as
calculated on a fully taxable equivalent basis.
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30 September 30
(thousands) 1995 1994 1995 1994
---------------- -------------- ---------------- ----------------
<S> <C> <C> <C> <C>
Net interest income $ 25,983 $ 16,850 $ 70,798 $ 50,046
Taxable equivalent adjustment 334 463 1,058 1,283
---------------- -------------- ---------------- ----------------
Taxable equivalent net
interest income $ 26,317 $ 17,313 $ 71,856 $ 51,329
=============== ============== ================ ================
Average earning assets $1,852,563 $1,529,716 $1,809,980 $1,426,406
=============== ============== ================ ================
Net interest margin (annualized) 5.68% 4.53% 5.29% 4.80%
=============== ============== ================ ================
</TABLE>
During the three months ended September 30, 1995, Bancorp had $4.5 million of
interest income from the accretion of acquisition discount related to several
groups of non-performing student loan pools compared with $0.5 million in the
third quarter of 1994.
For the first nine months of 1995, Bancorp had $8.9 million of interest income
from the accretion of acquisition discount related to several groups of
non-performing student loan pools compared with $1.5 million in the same period
in 1994. However, the first nine months of 1995 had no interest rate floor or
cap income compared with $2.3 million for the same period in 1994.
The following table represents a reconciliation of fully tax equivalent net
interest income:
(thousands)
<TABLE>
<S> <C>
Fully tax equivalent net interest income for the nine months ended September 30, 1994 $ 51,329
Change due to average earning assets fluctuations 13,809
Change due to interest rate fluctuations 5,242
Change due to rate/volume fluctuations 1,476
----------------
Fully tax equivalent net interest income for the nine months ended September 30, 1995 $ 71,856
================
</TABLE>
For the third quarter, noninterest income was at approximately the same level
as 1994 as income from guarantee payments related to several pools of
non-performing student loans was offset by a lower net gain from sales of other
real estate owned. For the first nine months of 1995, noninterest income
increased $0.4 million primarily due to the income from the non-performing
student loan guarantee payments.
5
<PAGE> 8
ITEM 2. - RIVER FOREST BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
In the third quarter, noninterest expense increased $2.5 million to $13.1
million, compared with $10.6 million in 1994. The change was primarily
attributable to increased compensation expense, which has risen due to the
implementation of performance-based compensation plans and increased staffing
in Bancorp's lending operations. FDIC insurance expense decreased due to the
receipt of a $1.1 million refund as FDIC premiums were reduced. The reduction
in FDIC premiums is expected to reduce FDIC insurance expense by more than $3.0
million annually. Other expenses increased due to costs associated with the
increased lending activity and higher advertising expenses for the Ultimate
Money Market Account.
For the nine months ended September 30, 1995, noninterest expense increased
$5.5 million to $38.3 million, compared with $32.8 million in 1994. The
increase was due to increased compensation in Bancorp's lending operations,
other costs related to the increased lending activity and increased advertising
for the Ultimate Money Market Account.
The effective tax rate for the first nine months of 1995 was 35.6% versus 34.8%
in 1994. The increase in the effective tax rate was mainly due to a decrease
in tax-exempt income earned on state and municipal securities.
FINANCIAL CONDITION
Interest-Earning Assets
The following table details the composition of Bancorp's earning assets.
<TABLE>
<CAPTION>
September 30 December 31 September 30
1995 1994 1994
------------- ------------ --------------
<S> <C> <C> <C>
Loans:
Student 20% 21% 22%
Commercial real estate 27 19 19
Residential real estate 16 13 15
Commercial 4 4 5
Consumer and home equity 9 5 5
Industrial revenue bonds 1 2 2
------------- ------------ --------------
Total Loans 77 64 68
Federal funds sold, money
market deposits and securities 23 36 32
------------- ------------ --------------
Total 100% 100% 100%
============= ============ ==============
</TABLE>
Total loans at September 30, 1995 were $1.44 billion, an increase of $335.3
million, or 30.5%, from year-end. The loan growth is primarily attributable to
Bancorp's decision to emphasize the commercial real estate and home equity loan
programs.
6
<PAGE> 9
ITEM 2. - RIVER FOREST BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
At September 30, 1995, total securities were $383.6 million, down 23.2% from
$499.4 million at December 31, 1994 as Bancorp continues to emphasize its
lending activities. U.S. Treasury and government agency securities constituted
58.1% of total securities, municipal and tax-advantaged securities comprised
2.4%, and other debt and equity securities comprised 39.5%. Included in the
available-for-sale securities were approximately $30.9 million of investments
in equity securities of publicly traded banks. As of September 30, 1995,
Bancorp had minority investments in 24 different banks with unrealized holding
gains of approximately $8.7 million. Gains of $0.2 million were recognized on
sales of these securities during the first nine months of 1995.
Allowance for Possible Loan Losses
A reconciliation of the activity in Bancorp's allowance for possible loan
losses is as follows:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30 September 30
--------------------------------- ----------------------------------
(thousands) 1995 1994 1995 1994
--------------- --------------- ----------------- --------------
<S> <C> <C> <C> <C>
Balance at January 1 $ 21,513 $ 19,845 $ 20,157 $ 19,552
Provision for possible loan losses 1,500 - 2,979 -
Charge-offs (298) (93) (688) (223)
Recoveries 101 248 368 671
--------------- --------------- ----------------- --------------
Balance at September 30 $ 22,816 $ 20,000 $ 22,816 $ 20,000
=============== =============== ================= ==============
Loans at September 30 $1,435,766 $1,055,171 $1,435,766 $1,055,171
=============== =============== ================= ==============
Allowance as a percentage of loans 1.59% 1.90% 1.59% 1.90%
=============== =============== ================= ==============
Annualized net (charge-offs)/
recoveries as a percentage of:
Total loans (0.05%) 0.06% (0.03%) 0.06%
=============== =============== ================= ==============
Annualized provision for possible
loan losses (13.13%) N/A (10.74%) N/A
=============== =============== ================= ==============
</TABLE>
In light of the increased loans outstanding and the greater risk embodied
within some of the loans, management decided that a $1.5 million provision was
prudent during the third quarter of 1995.
Non-performing Assets
The following table presents a summary of non-performing assets. Non-performing
loans are nonaccrual loans, restructured loans and 90 days or more past due
loans still accruing interest. Excluded from the table are student loans that
Bancorp has no reason to believe have lost their guarantee. Guaranteed student
loans more than 90 days past due and not included in the table totaled $20.2,
$13.9 and $9.4 million at September 30, 1995, December 31, 1994 and September
30, 1994, respectively.
7
<PAGE> 10
ITEM 2. - RIVER FOREST BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
Included under the September 30, 1995 columns is $5.4 million of non-accrual
student loans that may have lost their guarantees. This potential loss of
guarantees was the result of certain, since terminated, personnel in the
student loan servicing area who falsified some records of telephone calls to
students whose loans were delinquent. While the rules of student loan servicing
are complex, one of the cornerstones of the business is contacting students
regarding the status of their delinquent loans. These contacts, and a detailed
record of such telephone calls, are crucial actions required to maintain the
enforceability of the guarantee.
In order to assure that a problem of this nature never occurs again, Bancorp
has implemented a sophisticated computer system which, among other things,
checks all calls logged by servicing representatives against calls actually
made. The system then automatically generates an exception list detailing all
differences between logged calls and actual calls. All exceptions are resolved
immediately.
As to whether the aforementioned student loans have actually lost their
guarantee is a complicated and, presently, unclear issue. Bancorp informed the
Department of Education (ED) immediately upon the discovery of the problem.
Moreover, the ED is aware that management was not involved in the falsification
of the telephone records. Bancorp is fully cooperating with the ED in their
investigation of the problem. Based on the preceding aspects of the issue, as
well as various related elements, management believes that the ED should agree
that the affected student loans never lost their guarantee and/or allow the
affected student loans to be cured (i.e., the guarantee to be reinstated).
<TABLE>
<CAPTION>
(thousands) September 30 December 31 September 30
1995 1994 1994
----------- ----------- ------------
<S> <C> <C> <C>
Non-performing loans:
Residential real estate $ 3,432 $ 1,962 $ 2,766
Commercial real estate 2,877 3,225 4,404
Commercial 297 834 944
Home equity 1,330 451 341
Student 5,480 131 116
Consumer 757 765 968
------- ------- -------
Total non-performing loans 14,173 7,368 9,539
Other real estate owned (OREO) 1,589 916 1,188
------- ------- -------
Total non-performing assets $15,762 $ 8,284 $10,727
======= ======= =======
Non-accrual loans included in
non-performing loans above $ 7,937 $ 2,389 $ 2,221
======= ======= =======
Non-performing loans/Total loans 0.99% 0.67% 0.90%
Non-performing assets/Total assets 0.78% 0.44% 0.63%
Allowance for loan losses/
non-performing loans 160.98% 273.57% 209.67%
</TABLE>
In January 1994, a group of non-performing student loans were purchased for
$13.5 million, a substantial discount from their face value of approximately
$150 million. At September 30, 1995, $41.0 million of these loans were
converted to performing status. Management is diligently working to convert
additional loans to performing status and, currently, has through November 30,
1995 to complete the conversion of such loans to performing status. This
deadline, established by the Department of Education, might be extended until
November 30, 1998. The excess of performing loans converted over the cost is
being accreted into income over the estimated lives of the loans using the
level-yield method.
8
<PAGE> 11
ITEM 2. - RIVER FOREST BANCORP, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
THREE AND NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
Deposits
The following table details the composition of deposit products by type. The
growth in the money market category is primarily due to the aggressive
marketing of the Ultimate Money Market Account that is indexed to the 91-day
Treasury Bill rate. In the third quarter of 1995, Bancorp purchased $30.0
million of retail certificates of deposit. Management intends to purchase
additional retail certificates of deposit as a component of the funding of
Bancorp's strong loan growth.
<TABLE>
<CAPTION>
September 30 December 31 September 30
1995 1994 1994
------------ ----------- ------------
<S> <C> <C> <C>
Demand 12% 12% 12%
NOW 6 7 8
Money Market 52 48 42
Savings 13 15 17
Certificates of Deposit 17 18 21
------------ ----------- ------------
Total 100% 100% 100%
============ =========== ============
</TABLE>
Federal funds purchased decreased to zero as compared with $6.7 million at
December 31, 1994 and $25.5 million at September 30, 1994. The decrease in
federal funds purchased since year-end is mainly attributable to increased
security sales from the available-for-sale portfolio. The decrease over the
prior year level is due to increased security sales from the available-for-sale
portfolio as well as seasonal fluctuations in liquidity. The balances of
Treasury tax and loan note option accounts fluctuate with the number and
magnitude of the Federal Reserve Bank's call payments.
Capital
Bancorp's consolidated leverage ratio (Tier 1 capital/total average quarterly
assets) was 8.83% at September 30, 1995, well above the minimum regulatory
level of 5%. Consolidated Tier 1 and total risk-based capital were 12.82% and
14.07%, respectively, exceeding the well-capitalized Tier 1 and total
risk-based capital ratios of 6.00% and 10.00%, respectively.
In September 1995, Bancorp effected a two-for-one stock split in the form of a
100% stock dividend. Also, during the third quarter of 1995, Bancorp
repurchased 164,000 shares of common stock, or 1.1% of shares outstanding,
under the previously announced 1,000,000 share repurchase program that was
approved by the Board of Directors.
Operating, Investing and Financing Activities
Net cash provided by operating activities totaled $98.4 million for the first
nine months of 1995, compared with cash used in operating activities of $14.7
million for the same period in 1994. The change was primarily attributable to
fluctuations in the level of trading account securities. The decrease in other
assets in 1995 was primarily due to the prepayment in 1994 of six months of
1995's FDIC insurance premiums.
Net cash used in investing activities totaled $268.2 million for the first nine
months of 1995 compared with $264.0 million in 1995. In 1995, the investing
focus shifted to loans from securities.
Net cash provided by financing activities totaled $73.0 million for the first
nine months of 1995, compared with $236.7 million in 1994. The decrease is
primarily attributable to the slowdown in growth of the Ultimate Money Market
Account. During the first nine months of 1995, Bancorp repurchased 164,000
common shares.
9
<PAGE> 12
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibit 11 - Computation of Net Income per Common Share is on
page 11.
(b) Reports on Form 8-K.
Registrant filed Current Report dated August 21, 1995 (Item 5).
SIGNATURE
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.
RIVER FOREST BANCORP, INC.
(Registrant)
November 13, 1995 By /s/ Michael J. McClure
-----------------------------
Michael J. McClure
Vice President and Chief
Accounting Officer
(Principal Accounting
Officer and duly authorized
Officer of Registrant)
10
<PAGE> 1
EXHIBIT 11 - RIVER FOREST BANCORP, INC.
COMPUTATION OF NET INCOME PER SHARE
<TABLE>
<CAPTION>
Nine Months Ended
September 30
1995 1994
------------------ --------------------
<S> <C> <C>
Net Income (A) $25,739,000 $ 17,787,000
================== ====================
Common Shares Outstanding 15,203,272 15,242,342
Common Share Equivalents (1) 170,328 53,316
================== ====================
Weighted Average Common Shares and
Common Stock Equivalents (B) 15,373,600 15,295,658
Net Income per Common Share (A/B) $1.67 $1.16
================== ====================
</TABLE>
(1) Common share equivalents result from stock options being treated as if they
had been exercised and are computed by application of the treasury stock
method.
11
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JUL-01-1995
<PERIOD-END> SEP-30-1995
<CASH> 91,625
<INT-BEARING-DEPOSITS> 25,000
<FED-FUNDS-SOLD> 18,165
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 367,572
<INVESTMENTS-CARRYING> 16,024
<INVESTMENTS-MARKET> 16,485
<LOANS> 1,435,766
<ALLOWANCE> 22,816
<TOTAL-ASSETS> 2,009,553
<DEPOSITS> 1,782,178
<SHORT-TERM> 6,617
<LIABILITIES-OTHER> 33,925
<LONG-TERM> 0
<COMMON> 754
0
0
<OTHER-SE> 186,079
<TOTAL-LIABILITIES-AND-EQUITY> 2,009,553
<INTEREST-LOAN> 101,729
<INTEREST-INVEST> 21,321
<INTEREST-OTHER> 1,167
<INTEREST-TOTAL> 124,217
<INTEREST-DEPOSIT> 52,503
<INTEREST-EXPENSE> 53,419
<INTEREST-INCOME-NET> 70,798
<LOAN-LOSSES> 2,979
<SECURITIES-GAINS> (763)
<EXPENSE-OTHER> 38,348
<INCOME-PRETAX> 39,954
<INCOME-PRE-EXTRAORDINARY> 39,954
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 25,739
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<YIELD-ACTUAL> 5.22
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<ALLOWANCE-DOMESTIC> 14,681
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<ALLOWANCE-UNALLOCATED> 8,135
</TABLE>
