SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10Q
Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the quarter ended March 31, 2000 Commission file number 09426
NATIONAL CITY BANCORPORATION
(Exact name of registrant as specified in its charter)
Iowa 42-0316731
- ------------------------------------------ -----------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) identification No.)
651 Nicollet Mall
Minneapolis, Minnesota 55402-1611
- ------------------------------------------ -----------------------------
(Address of Principal (Zip Code)
Executive Offices)
Registrant's telephone number, including area code 612-904-8500
-----------------------------
- --------------------------------------------------------------------------------
Indicate by check mark whether the registrant (1) has filed all reports
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 _____
As of March 31, 2000, 8,532,488 shares of $1.25 par value common stock
of the registrant were outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
(1) National City Bancorporation's Quarterly Report to Stockholders for
the quarter ended March 31, 2000, is incorporated by reference and made
a part of Part I of Form 10-Q.
<PAGE>
NATIONAL CITY BANCORPORATION
INDEX
Part I Financial Statements
The following data is incorporated by reference from National City
Bancorporation's Quarterly Report to Stockholders filed as Exhibit 1.
Consolidated Balance Sheets - March 31, 2000 and December 31, 1999.
Consolidated Statements of Earnings - Three months ended March 31, 2000
and 1999.
Consolidated Statements of Cash Flows - Three months ended March 31, 2000 and
1999 are included on page 2 of this report.
Consolidated Statements of Earnings and Comprehensive Income - Three months
ended March 31, 2000 and 1999 are included on page 3 of this report
Notes to Consolidated Financial Statements are included on page 4 of this
report.
Management's Discussion and Analysis of Financial Condition and Results of
Operations is included on pages 5 through 9 of this report.
Part II. Other Information
Part II items requiring a response are included on page 10 of this report.
1
<PAGE>
NATIONAL CITY BANCORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
March 31,
(In Thousands) 2000 1999
- ----------------------------------------------------------------------------------------------------
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 4,270 $ 3,605
Adjustments to reconcile net earnings to net cash from operating
activities:
Depreciation and amortization 690 693
Amortization of securities premiums and discounts 4 155
Provision for loan losses 520 862
(Increase) decrease in accrued income receivable (340) 305
Decrease (increase) in other assets 41 (136)
(Decrease) in other liabilities, including a security settlement (11,026) (342)
Other increase 154 183
---------------------
Total operating adjustments (9,957) 1,720
---------------------
Net cash from operating activities (5,687) 5,325
---------------------
Cash flows from investing activities:
Net (increase) in loans (5,987) (16,600)
Net decrease (increase) in federal funds sold 51,410 (12,040)
Available-for-sale securities:
Proceeds from maturities and principal repayments 3,368 16,266
Purchases of securities (29,783) (14,240)
Held-to-maturity securities:
Proceeds from maturities and principal repayments 1,907 4,499
Purchases of securities (17,396)
Purchase of premises and equipment (113) (378)
---------------------
Net cash from (used in) investing activities 20,802 (39,889)
---------------------
Cash flows from financing activities:
Net (decrease) increase in non-interest bearing and savings deposits (10,934) 8,545
Net increase (decrease) in time deposits 35,253 (8,821)
Net (decrease) increase in federal funds purchased and repurchase
agreements (27,345) 9,850
Net (decrease) increase in commercial paper (7,445) 18,188
Net (decrease) increase in other borrowed funds (4,671) 3,465
Net increase in long-term debt 10,000
Purchase of treasury stock (3,170) (1,226)
Cash dividends paid (1,048)
---------------------
Net cash from (used in) financing activities (9,360) 30,001
---------------------
---------------------
Net (decrease) in cash and due from banks 5,755 (4,563)
Cash and due from banks at beginning of year 36,997 52,271
---------------------
Cash and due from banks at end of period $ 42,752 $ 47,708
=====================
Supplemental disclosures Cash paid during the year for:
Interest $ 12,663 $ 11,628
Income taxes 506 545
</TABLE>
2
<PAGE>
NATIONAL CITY BANCORPORATION
CONSOLIDATED STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
(IN THOUSANDS) 2000 1999
- ------------------------------------------------------------------------------------
<S> <C> <C>
Total interest income $ 24,224 $ 20,531
Total interest expense 11,445 8,814
-------- --------
Net interest income 12,779 11,717
Provision for loan losses 520 862
-------- --------
Net interest income after provision for loan losses 12,259 10,855
Total noninterest income 2,477 2,413
Total noninterest expense 7,664 7,304
-------- --------
Earnings from operations before taxes 7,072 5,964
Applicable income taxes 2,802 2,359
-------- --------
Net Earnings 4,270 3,605
Other comprehensive income, before tax:
Unrealized (loss) on investments in securities (388) (700)
Applicable income tax (benefit) (157) (284)
-------- --------
Other comprehensive income, net of tax (231) (416)
-------- --------
Comprehensive Income $ 4,039 $ 3,189
======== ========
</TABLE>
3
<PAGE>
The Consolidated Balance Sheet as of March 31, 2000, the Consolidated
Statements of Earnings for the three-month periods ended March 31, 2000 and
1999, the Consolidated Statements of Cash Flows for the three-month periods then
ended March 31, 2000 and 1999 and the Consolidated Statements of Earnings and
Comprehensive Income for the three-month periods then ended March 31, 2000 and
1999 have been prepared by the Company, without audit. In the opinion of
management, all adjustments necessary to present fairly the financial position,
results of operations, cash flows and comprehensive income at and for the
periods ended March 31, 2000 and 1999, respectively, have been made.
Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been omitted. These consolidated financial statements should be
read in conjunction with the financial statements and notes thereto included in
the Company's December 31, 1999 annual report to shareholders. The results of
operations for the period ended March 31, 2000 are not necessarily indicative of
the operating results for the full year.
4
<PAGE>
NATIONAL CITY BANCORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
EARNINGS:
Net earnings for the first quarter ended March 31, 2000 were $4,270,000
compared with $3,605,000 in the first quarter of 1999. Basic earnings per share
was $ .49 for the first quarter of 2000, compared with earnings per share $ .41
in the first quarter of 1999. Earnings information is summarized below:
- --------------------------------------------------------------------------------
First First
Quarter Quarter
2000 1999
---- ----
Net income $4,270 $3,605
Basic earnings per share $ .49 $ .41
Return on average equity 11.18% 9.94%
Return on average assets 1.56% 1.43%
- --------------------------------------------------------------------------------
Net interest income for the first quarter was $12,779,000 compared with
$11,717,000 in the first quarter of 1999. Fluctuations in net interest income
can result from changes in the volume of assets and liabilities as well as
changes in interest rates. The following table summarizes variances in net
interest income attributed to changes in balance sheet volumes and interest
rates:
- --------------------------------------------------------------------------------
NET INTEREST INCOME* CHANGE FROM FIRST QUARTER 1999
Resulting from:
Interest On: Total Rates Volumes
----- ----- -------
Total Earning Assets $ 3,771 $ 1,692 $ 2,079
Total Interest Bearing Liabilities 2,631 1,100 1,531
------- ------- -------
Change in Net Interest Income $ 1,140 $ 592 $ 548
====================================
*on a fully taxable equivalent basis
- --------------------------------------------------------------------------------
The tax equivalent net interest margin for the quarter was 4.90 percent
compared with 4.98 percent for the same period last year. Daily average earning
asset volume increased $85 million or 9% over last year primarily from growth in
loans. In the first quarter of this year, loans averaged $841 million compared
with $767 million in 1999. The growth occurred in business loans and commercial
real estate loans. The Company's bank subsidiary, National City Bank (NCB),
experienced loan growth of 20 percent, while the commercial finance subsidiary,
Diversified Business Credit, Inc. (DBCI), had reduced loan volume resulting from
payoffs by certain customers.
5
<PAGE>
Noninterest income for the first quarter was $2,477,000 compared with
$2,413,000 in 1999. An increase in service charges on deposit accounts and
income from the sale of consumer investment products was partially offset by a
decrease in trust fee income.
Noninterest expense was $7,664,000 for the first quarter compared with
$7,304,000 for the first quarter of 1999. All major categories of noninterest
expense showed moderate increases over a year ago. Personnel costs increased
$107,000 or 3 percent reflecting greater bonus accruals tied to net income
performance and the increased cost of certain benefits including group health
care.
The efficiency ratio improved to 50.24 percent for the first quarter of
2000 compared to 51.69 percent for the same period last year. The improvement
was due to an increase in net interest income and noninterest income, offset by
an increase in noninterest expense.
YEAR 2000:
The Company completed replacing or modifying certain systems to ensure
Year 2000 compliance. The Company estimates that the cost of its Year 2000
compliance program was approximately $1.1 million. A significant amount of the
total cost represents enhancements and improvements, which will be amortized
over the estimated useful life of the enhancement or improvement. The Company
completed all Year 2000 readiness work. No significant disruptions resulting
from the century date change have been detected in any of its critical systems.
RESERVE FOR LOAN LOSSES:
Net loan chargeoffs during the first quarter were $220,000 compared
with net loan recoveries of $4,000 for the same period last year. The largest
loss of $500,000 was incurred on a loan at DBCI. The loan loss provision was
$520,000 for the first quarter, compared with $862,000 in the first quarter of
1999. The provision is based on management's continuing evaluation of the
Company's loan portfolio, including estimates and appraisals of collateral
values, and current economic conditions. At March 31, 2000, the allowance for
loan losses was $14,183,000, or 1.68 percent of loans, compared to $13,883,000
or 1.66 percent of loans at December 31, 1999. Nonperforming assets were $14.6
million at March 31, 2000 compared with $16.3 million at December 31, 1999.
Nonperforming assets consist of loans 90 days or more past due, non-accrual
loans, restructured loans, and impaired accruing loans. While total
nonperforming assets declined, those loans on non-accrual increased from
$1,638,000 to $5,628,000. All of the increase in non-accrual was at DBCI.
6
<PAGE>
Activity regarding the allowance is summarized below:
- --------------------------------------------------------------------------------
(in thousands)
First Quarter
2000 1999
---- ----
Balance beginning of period $13,883 $13,785
Provision charge to operating expense 520 862
Less net loan (charge-offs) or recoveries (220) 4
------- -------
Balance March 31 $14,183 $14,651
=========================
- --------------------------------------------------------------------------------
LIQUIDITY AND CAPITAL RESOURCES:
The Company's average total assets were $ 1.100 billion for the
three-months ended March 31, 2000, up from $ 1.021 billion for the same period
in 1999. The majority of the increase was attributed to loans to businesses. The
Company continues to fund asset growth from various liability sources, including
interest and noninterest bearing deposits, short-term borrowings, and retention
of earnings. Short-term borrowings include commercial paper issued by the parent
company, which is used to fund the loans of DBCI. In addition to deposits and
short-term borrowings, the Company had long-term debt of $ 186 million at March
31, 2000, in the form of Federal Home Loan Bank advances at NCB and senior notes
which are used to fund the loans of DBCI.
The Company continues to maintain a capital position that exceeds
regulatory risk based and leverage ratio capital requirements. The required risk
based ratio for capital adequacy purposes is 8 percent and the required leverage
ratio is 4 percent. The following table shows the Company's capital ratios:
- --------------------------------------------------------------------------------
March 31,
2000 1999
---- ----
RISK CAPITAL RATIOS
Tier I Capital 15.4% 16.1%
Tier II Capital 16.6% 17.3%
LEVERAGE RATIO 13.6% 14.0%
- --------------------------------------------------------------------------------
BUSINESS SEGMENTS:
The Company has two business segments, National City Bank of Minneapolis
(commercial bank) and Diversified Business Credit, Inc. (commercial finance).
The main offices of each segment are located in the business district of
downtown Minneapolis. The commercial bank has a detached facility drive-up
location in downtown Minneapolis and a full service branch bank in Edina,
Minnesota. The commercial finance segment also has an office in Milwaukee,
Wisconsin.
7
<PAGE>
The commercial bank offers the usual banking services including business,
consumer, and real estate loans, deposit and cash management services,
correspondent banking, and safe deposit. In addition, the commercial bank also
offers trust services including management of funds for individuals, the
administration of estates and trusts, and for corporations, governmental bodies,
and public authorities, paying agent services, trustee under corporate
indenture, pension and profit sharing agreements, and record keeping and
reporting for 401-K savings plans. The commercial bank originates the majority
of its business in the Minneapolis/St. Paul area and surrounding counties.
The net income of the commercial bank increased to $2.2 million in the first
quarter of 2000 from $1.9 million in the same period of 1999. The bank has
increased its net earnings through the growth of its loan portfolio and the use
of low-cost funding sources, primarily deposits, and by maintaining the level of
non-interest expenses incurred. In addition, the bank had a lower provision for
loan losses in the current quarter compared with last year.
The following table summarizes the commercial bank's performance measures:
- --------------------------------------------------------------------------------
(in thousands)
First Quarter
2000 1999
---- ----
Total revenue $ 17,871 $ 14,765
Net earnings 2,206 1,853
Total assets 837,629 735,768
Return on average equity 13.52% 11.72%
Efficiency ratio 62.51% 64.29%
- --------------------------------------------------------------------------------
The commercial finance segment specializes in providing working capital loans
secured by accounts receivable, inventory, and other marketable assets. Loans
are made on a demand basis with no fixed repayment schedule. Compared to
equity-based loans made by commercial banks and others, asset-based loans
require closer monitoring and typically interest rates earned on these loans are
higher. The commercial finance segment funds its loans through the issuance of
long-term debt in the form of Senior Notes and borrowings from the parent
company. The commercial finance segment originates the majority of its loans in
Minnesota with approximately 15 percent originated in its Wisconsin office.
The net earnings of the commercial finance segment increased to $1.7 million in
the first quarter of 2000 compared with $1.4 million in the same period of 1999.
8
<PAGE>
The following table summarizes the commercial finance segment's performance
measures:
- --------------------------------------------------------------------------------
(in thousands)
First Quarter
2000 1999
---- ----
Total revenue $ 8,990 $ 8,267
Net earnings 1,665 1,413
Total assets 291,945 326,899
Return on average equity 15.43% 16.73%
Efficiency ratio 27.09% 28.64%
- --------------------------------------------------------------------------------
PRIVATE SECURITIES LITIGATION REFORM ACT:
The Private Securities Litigation Reform Act of 1995 provides a "safe
harbor" for forward-looking statements. Certain information included in this
Form 10-Q and other material filed or to be filed by the Company with the
Securities and Exchange Commission (as well as information included in oral
statements or other written statements made or to be made by the Company)
contains statements that are forward-looking, such as statements relating to
plans for future expansion and other business development activities as well as
other capital spending, financing sources and the effects of regulation and
competition. Such forward-looking information involves important risks and
uncertainties that could significantly affect actual results in the future and,
accordingly, such results may differ materially from those expressed in any
forward-looking statements made by or on behalf of the Company. These risks and
uncertainties include, but are not limited to, those relating to development and
construction activities, dependence on existing management, leverage and debt
service (including sensitivity to fluctuations in interest rates), domestic or
global economic conditions, changes in federal or state tax laws or the
administration of such laws, litigation or claims, as well as all other risks
and uncertainties described in the Company's filings.
9
<PAGE>
NATIONAL CITY BANCORPORATION
Part II Other Information
Item 4. Submission of matters to a vote of security holders.
Election of Directors
At the annual stockholders' meeting held on April 19, 2000, the
shareholders reelected Terry L. Andreas, Sharon N. Bredeson, and James
B. Goetz, Sr. to the Company's Board of Directors.
Affirmative Negative
Votes Votes Abstentions
Terry L. Andreas 7,873,553 19,385 828,774
Sharon N. Bredeson 7,866,562 26,376 828,774
James B. Goetz, Sr. 7,877,429 15,509 828,774
Item 6. Exhibits and reports of Form 8-K.
Exhibit index:
Number Description
------ -----------
19 Quarterly Report to Stockholders
27 Financial Data Schedule
There were no reports on Form 8-K filed for the three months ended
March 31, 2000.
10
<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.
NATIONAL CITY BANCORPORATION
Dated: May 10, 2000 By: /S/ David L. Andreas
------------------- ------------------------
President & Chief Executive Officer
Dated: May 10, 2000 By: /S/ Thomas J. Freed
------------------- -----------------------
Secretary and Chief Financial Officer
11
EXHIBIT 19
TO OUR STOCKHOLDERS:
Net earnings were $4,270,000 for the first quarter of 2000, compared with
$3,605,000 in the first quarter of 1999. Earnings per share were $0.49, compared
with $0.41 in the first quarter of 1999. Nonperforming assets were $14.6 million
or 1.73 percent of total loans at March 31, 2000 compared with $16.3 million or
1.94 percent of total loans at December 31, 1999.
The Company's reserve for loan losses at quarter-end was $14,183,000 or 1.68
percent of loans outstanding compared to $13,883,000 and 1.66 percent at
December 31, 1999.
First quarter net interest income was $12,779,000 compared with $11,717,000 in
the first quarter of 1999. The net interest margin was 4.90 percent for the
first quarter compared with 4.98 percent in the first quarter of 1999.
Noninterest income for the first quarter was $2,477,000 compared with $2,413,000
in the same period of 1999. Noninterest expense for the first quarter was
$7,664,000 compared with $7,304,000 in the first quarter of 1999.
At the Annual Stockholders' meeting held on April 19, 2000, Terry L. Andreas,
Sharon N. Bredeson, and James B. Goetz, Sr. were reelected to the Board of
Directors. Also at the meeting, the Chairman recognized three retiring Directors
for their years of service and contributions to the Company. Marvin Borman,
Kenneth H. Dahlberg, and Thomas E. Holloran had a combined 47 years of service
on your Board, and we thank them for their valuable counsel. The Directors
declared a twelve cent per share cash dividend to stockholders of record May 4,
2000, payable June 1, 2000.
David C. Malmberg David L. Andreas
Chairman of the Board President and
Chief Executive Officer
<PAGE>
FINANCIAL HIGHLIGHTS
(in thousands except per share)
<TABLE>
<CAPTION>
FIRST QUARTER ENDED
MARCH 31,
------------------------------ PERCENT
2000 1999 CHANGE
-------------- ------------- ------------
<S> <C> <C> <C>
EARNINGS:
Net interest income $12,779 $11,717 9%
Net earnings 4,270 3,605 18%
BASIC EARNINGS PER SHARE:
Net earnings $0.49 $0.41
<CAPTION>
MARCH 31, DECEMBER 31,
2000 1998
------------- ------------
BALANCE SHEET ITEMS:
Total assets $1,124,074 $1,140,180 (1)%
Loans 844,352 838,585 1%
Deposits 638,627 614,308 4%
Stockholders' equity 151,770 151,949
Book value per share 17.79 17.39
</TABLE>
<PAGE>
NATIONAL CITY BANCORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
March 31, December 31,
1999 1999
------------ ------------
<S> <C> <C>
ASSETS
Cash & due from banks $ 42,752 $ 36,997
Federal funds sold and resale agreements 4,245 55,655
Available-for-sale securities:
U.S. Treasury 4,955 4,958
U.S. Government agencies 40,448 21,637
Mortgage-backed 92,038 95,921
Municipal 19,315 9,189
Other securities 4,607 3,635
------------ ------------
Total available-for-sale securities 161,363 135,340
------------ ------------
Held-to-maturity securities:
Mortgage-backed 44,668 46,572
------------ ------------
Total held-to-maturity securities 44,668 46,572
(approximate market value: 2000 - 43,052; 1999 -
$45,297)
Loans 844,352 838,585
Less allowance for loan losses (14,183) (13,883)
------------ ------------
Net Loans 830,169 824,702
Premises & equipment 8,344 8,921
Accrued interest receivable 7,940 7,600
Customer acceptance liability 1,485 1,424
Other assets 23,108 22,969
------------ ------------
Total assets $ 1,124,074 $ 1,140,180
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Noninterest bearing $ 153,920 $ 166,039
Interest bearing 484,707 448,269
------------ ------------
Total deposits 638,627 614,308
Federal funds purchased and repurchase agreements 62,605 89,950
Commercial paper 31,332 38,777
Other short-term borrowed funds 40,382 45,053
Acceptances outstanding 1,485 1,424
Other liabilities 11,873 22,719
Long-term debt 186,000 176,000
------------ ------------
Total liabilities 972,304 988,231
Stockholders' equity:
Common stock, par value $1.25
Authorized shares: 40,000,000
Issued shares: 2000 - 8,861,944; 1999 - 8,861,944 11,077 11,077
Additional paid-in capital 121,982 121,982
Unrealized gains net of tax effect (2,115) (1,883)
Retained earnings 26,958 23,735
------------ ------------
Subtotal 157,902 154,911
Less common stock in treasury at cost:
2000 - 329,456 shares; 1999 - 125,222 shares (6,132) (2,962)
------------ ------------
Total stockholders' equity 151,770 151,949
------------ ------------
Total liabilities and stockholders' equity $ 1,124,074 $ 1,140,180
============ ============
</TABLE>
<PAGE>
NATIONAL CITY BANCORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(in thousands except per share)
<TABLE>
<CAPTION>
Three months ended
March 31,
2000 1999
<S> <C> <C>
INTEREST INCOME
Interest and fees on loans $ 21,053 $ 17,700
Interest on federal funds sold & resale agreements 142 137
Interest and dividends on securities 3,029 2,694
------------ ------------
Total interest income 24,224 20,531
INTEREST EXPENSE
Interest on deposits 5,678 3,684
Interest on short-term borrowed funds 2,443 2,557
Interest on long-term debt 3,324 2,573
------------ ------------
Total interest expense 11,445 8,814
------------ ------------
Net interest income 12,779 11,717
Provision for loan losses 520 862
------------ ------------
Net interest income after provision for loan losses 12,259 10,855
NONINTEREST INCOME
Service charges on deposit accounts 643 594
Fees for other customer services 493 414
Trust fees 1,134 1,238
Other 207 167
------------ ------------
Total noninterest income 2,477 2,413
NONINTEREST EXPENSES
Salaries and employee benefits 4,304 4,197
Net occupancy expense 864 826
Equipment rentals, depreciation & maintenance 905 876
Other 1,591 1,405
------------ ------------
Total noninterest expense 7,664 7,304
Earnings before taxes 7,072 5,964
Applicable income taxes 2,802 2,359
------------------------------
Net Earnings $ 4,270 $ 3,605
==============================
Basic earnings per common share $ 0.49 $ 0.41
Average common and common equivalent shares outstanding 8,681,168 8,795,927
</TABLE>
<PAGE>
DIRECTORS OF NATIONAL CITY BANCORPORATION
David C. Malmberg
CHAIRMAN OF THE BOARD
National City Bancorporation
Wendell R. Anderson*
OF COUNSEL
Larkin, Hoffman, Daly and Lindgren Ltd.
David L. Andreas
PRESIDENT AND CHIEF EXECUTIVE OFFICER
National City Bancorporation
PRESIDENT AND CHIEF EXECUTIVE OFFICER
National City Bank of Minneapolis
Terry L. Andreas
CHAIRMAN OF THE BOARD
School for Field Studies
Beverly, Massachusetts
Michael J. Boris*
PRIVATE INVESTOR AND CONSULTANT
Sharon Bredeson
PRESIDENT AND CHIEF EXECUTIVE OFFICER
Staff-Plus, Inc.
John H. Daniels, Jr.*
PARTNER
Willeke and Daniels
James B. Goetz, Sr.
PRESIDENT AND CHIEF EXECUTIVE OFFICER
Goetz Companies
Esperanza Guerrero-Anderson*
PRESIDENT AND CHIEF EXECUTIVE OFFICER
Milestone Growth Fund, Inc
C. Bernard Jacobs
RETIRED PRESIDENT AND CHIEF EXECUTIVE OFFICER
National City Bancorporation
RETIRED CHAIRMAN OF THE BOARD
National City Bank
Walter E. Meadley, Jr.
RETIRED VICE CHAIRMAN OF THE BOARD
National City Bank
Robert L. Olson
PRESIDENT AND CHIEF EXECUTIVE OFFICER
Diversified Business Credit, Inc
Roger H. Scherer*
CHAIRMAN OF THE BOARD
Scherer Bros. Lumber Company
* Members of the Audit Committee
OFFICERS OF NATIONAL CITY BANCORPORATION
David L. Andreas
PRESIDENT AND CHIEF EXECUTIVE OFFICER
Thomas J. Freed
SECRETARY AND CHIEF FINANCIAL OFFICER
PRINCIPAL OFFICERS OF SUBSIDIARIES
DIVERSIFIED BUSINESS CREDIT, INC
Robert L. Olson
PRESIDENT AND CHIEF EXECUTIVE OFFICER
Janet L. Pomeroy
SENIOR VICE PRESIDENT
NATIONAL CITY BANK OF MINNEAPOLIS
David L. Andreas
PRESIDENT AND CHIEF EXECUTIVE OFFICER
William J. Klein
EXECUTIVE VICE PRESIDENT CLIENT SERVICES
Thomas J. Freed
SENIOR VICE PRESIDENT AND CHIEF FINANCIAL
OFFICER
Donald W. Kjonaas
SENIOR VICE PRESIDENT OPERATIONS
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 42,752
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 4,245
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 161,363
<INVESTMENTS-CARRYING> 44,668
<INVESTMENTS-MARKET> 43,052
<LOANS> 844,352
<ALLOWANCE> 14,183
<TOTAL-ASSETS> 1,124,074
<DEPOSITS> 638,627
<SHORT-TERM> 134,319
<LIABILITIES-OTHER> 11,873
<LONG-TERM> 186,000
0
0
<COMMON> 11,077
<OTHER-SE> 140,693
<TOTAL-LIABILITIES-AND-EQUITY> 1,124,074
<INTEREST-LOAN> 21,053
<INTEREST-INVEST> 3,029
<INTEREST-OTHER> 142
<INTEREST-TOTAL> 24,224
<INTEREST-DEPOSIT> 5,678
<INTEREST-EXPENSE> 11,445
<INTEREST-INCOME-NET> 12,779
<LOAN-LOSSES> 520
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 7,664
<INCOME-PRETAX> 7,072
<INCOME-PRE-EXTRAORDINARY> 7,072
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,270
<EPS-BASIC> 0.49
<EPS-DILUTED> 0.49
<YIELD-ACTUAL> 4.90
<LOANS-NON> 5,628
<LOANS-PAST> 0
<LOANS-TROUBLED> 218
<LOANS-PROBLEM> 25,176
<ALLOWANCE-OPEN> 13,883
<CHARGE-OFFS> 509
<RECOVERIES> 289
<ALLOWANCE-CLOSE> 14,183
<ALLOWANCE-DOMESTIC> 9,526
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 4,657
</TABLE>
