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Previous: AIR EXPRESS INTERNATIONAL CORP /DE/, 10-Q, 1998-08-13 |
Next: NATIONAL PENN BANCSHARES INC, 10-Q, 1998-08-13 |
<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the QUARTER ENDED JUNE 30, 1998 Commission file number: 0-11090
NAPA NATIONAL BANCORP
(Exact name of Small Business Issuer as specified in its charter)
CALIFORNIA 94-2780134
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
901 MAIN STREET, NAPA, CALIFORNIA 94559
(Address of principal executive offices) (Zip Code)
(707) 257-2440
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act 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
----- -----
The number of shares of the registrant's Common Stock, no par value, outstanding
as of August 1, 1998, was 783,500.
Transitional Small Business Disclosure Format:
Yes No X
----- ----
<PAGE>
NAPA NATIONAL BANCORP
TABLE OF CONTENTS
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
Consolidated Balance Sheets:
June 30, 1998
December 31, 1997
Consolidated Statements of Income:
Three Months ended June 30, 1998
Three Months ended June 30, 1997
Six Months ended June 30, 1998
Six Months ended June 30, 1997
Consolidated Statements of Cash Flows:
Six Months ended June 30, 1998
Six Months ended June 30, 1997
Notes to Consolidated Financial Statements
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
ITEM 2 - CHANGES IN SECURITIES AND USE OF PROCEEDS
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
ITEM 5 - OTHER INFORMATION
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
SIGNATURES
INDEX TO EXHIBITS
2
<PAGE>
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
The following interim consolidated financial statements of Napa National Bancorp
and its subsidiary Napa National Bank are unaudited and prepared in accordance
with generally accepted accounting principles for interim financial information
and with the instructions to Form 10-QSB. However, they reflect all adjustments
(which included only normal recurring adjustments) which are, in the opinion of
management, necessary for a fair presentation of financial position, results of
operations, and cash flows for the interim periods presented and are normal and
recurring.
Results for the period as presented are not necessarily indicative of results to
be expected of the year as a whole.
3
<PAGE>
NAPA NATIONAL BANCORP AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(Dollars in 000's)
<TABLE>
<CAPTION>
June 30, December 31,
1998 1997
------------------ --------------------
<S> <C> <C>
ASSETS
Cash and due from banks $ 9,686 $ 9,926
Federal funds sold 14,800 16,221
Time deposits with other financial institutions - 1,782
Investment securities: Held to Maturity 1,824 1,823
Investment securities: Available for Sale 31,090 17,250
Federal Reserve and Federal Home Loan Bank Stock 511 582
Loans, less allowance for loan losses of $1,617 and $1,566
at June 30, 1998 and December 31, 1997 77,343 78,057
Premises, furniture, fixtures and equipment,net 2,589 2,612
Accrued interest receivable 1,242 934
Other real estate owned 261 607
Other assets 1,179 1,025
-------- --------
TOTAL ASSETS $140,525 $130,819
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Non-interest-bearing demand $ 33,948 $ 33,386
Interest-bearing:
Savings 21,807 12,982
Transaction 33,193 34,557
Time certificates 41,818 40,536
-------- --------
TOTAL DEPOSITS 130,766 121,461
Accrued interest payable and other liabilities 719 771
-------- --------
TOTAL LIABILITIES 131,485 122,232
-------- --------
SHAREHOLDERS' EQUITY
Preferred stock, no par value, 1,000,000 shares
authorized; no shares outstanding 0 0
Common stock, no par value, 20,000,000 shares authorized;
783,500 shares issued and outstanding at June 30, 1998
and December 31, 1997, respectively 7,147 7,147
Retained earnings 1,949 1,417
Net unrealized (loss)gain on available for sale
securities, net of taxes (56) 23
-------- --------
TOTAL SHAREHOLDERS' EQUITY 9,040 8,587
-------- --------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $140,525 $130,819
======== ========
</TABLE>
(See notes to consolidated financial statements)
4
<PAGE>
NAPA NATIONAL BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(Dollars in 000's, except earnings per share)
<TABLE>
<CAPTION>
Three Months Ended
June 30,
---------------------------------
1998 1997
--------- --------
<S> <C> <C>
INTEREST INCOME:
Interest and fees on loans $ 2,026 $ 2,164
Interest on federal funds sold 185 216
Interest on time deposits with other financial institutions 2 59
Interest and dividends on investment securities 455 31
--------- --------
TOTAL INTEREST INCOME 2,668 2,470
INTEREST EXPENSE ON DEPOSITS 883 757
--------- --------
NET INTEREST INCOME 1,785 1,713
Provision for loan losses 85 102
--------- --------
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 1,700 1,611
--------- --------
NON-INTEREST INCOME:
Service charges on deposit accounts 128 106
Mortgage loan service fees 10 13
Other 145 156
--------- --------
TOTAL NON-INTEREST INCOME 283 275
--------- --------
NON-INTEREST EXPENSE:
Salaries and employee benefits 794 851
Occupancy 120 115
Furniture, fixtures and equipment 104 125
Other 412 428
--------- --------
TOTAL NON-INTEREST EXPENSE 1,430 1,519
--------- --------
INCOME BEFORE INCOME TAXES 553 367
INCOME TAXES 215 148
--------- --------
NET INCOME $ 338 $ 219
========= ========
EARNINGS PER COMMON SHARE $ 0.43 $ 0.29
========= ========
EARNINGS PER COMMON SHARE - ASSUMING DILUTION $ 0.41 $ 0.27
========= ========
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING USED TO COMPUTE NET EARNINGS
PER COMMON SHARE 783,500 764,667
========= ========
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING USED TO COMPUTE NET EARNINGS
PER COMMON SHARE - ASSUMING DILUTION 827,633 818,613
========= ========
</TABLE>
(SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS)
5
<PAGE>
NAPA NATIONAL BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(Dollars in 000's, except earnings per share)
<TABLE>
<CAPTION>
Six Months Ended
June 30,
---------------------------------
1998 1997
--------- --------
<S> <C> <C>
INTEREST INCOME:
Interest and fees on loans $4,033 $4,030
Interest on federal funds sold 411 438
Interest on time deposits with other financial institutions 16 117
Interest and dividends on investment securities 797 62
--------- --------
TOTAL INTEREST INCOME 5,257 4,647
INTEREST EXPENSE ON DEPOSITS 1,748 1,514
--------- --------
NET INTEREST INCOME 3,509 3,133
Provision for loan losses 190 204
--------- --------
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 3,319 2,929
--------- --------
NON-INTEREST INCOME:
Service charges on deposit accounts 245 193
Mortgage loan service fees 26 29
Other 281 244
--------- --------
TOTAL NON-INTEREST INCOME 552 466
--------- --------
NON-INTEREST EXPENSE:
Salaries and employee benefits 1,612 1,684
Occupancy 239 225
Furniture, fixtures and equipment 207 242
Other 777 823
--------- --------
TOTAL NON-INTEREST EXPENSE 2,835 2,974
--------- --------
INCOME BEFORE INCOME TAXES 1,036 421
INCOME TAXES 406 171
--------- --------
NET INCOME $ 630 $ 250
========= ========
EARNINGS PER COMMON SHARE $ 0.80 $ 0.33
========= ========
EARNINGS PER COMMON SHARE - ASSUMING DILUTION $ 0.76 $ 0.31
========= ========
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING USED TO COMPUTE NET EARNINGS
PER COMMON SHARE 783,500 762,083
========= ========
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING USED TO COMPUTE NET EARNINGS
PER COMMON SHARE - ASSUMING DILUTION 827,633 816,946
========= ========
</TABLE>
(See notes to consolidated financial statements)
6
<PAGE>
NAPA NATIONAL BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in 000's)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
JUNE 30,
---------------------------------
1998 1997
-------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 630 $ 250
Reconciliation of net income to net cash
provided by operating activities:
Depreciation on premises and equipment 199 234
Loss on sale of other real estate owned 6 -
Amortization of deferred loan fees and
discounts/premiums on securities 134 (1)
Provision for loan losses 190 204
Increase in accrued interest receivable (308) (33)
Increase in other real estate owned - (388)
(Increase) Decrease in other assets, net (96) 326
(Decrease) Increase in accrued interest
payable and other liabilities (52) 218
-------- --------
NET CASH PROVIDED BY OPERATING ACTIVITIES 703 810
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Loan originations, net of repayments 589 (1,267)
Proceeds from maturities of time deposits with
other financial institutions 1,782 -
Activity in securities held to maturity:
Purchases (975) (974)
Maturities 974 974
Activity in securities available for sale:
Purchases (16,192) -
Principal Paydowns 2,022 -
Sale (Purchases) of Federal Reserve and Federal
Home Loan Bank stock 65 (15)
Purchases of Furniture and Equipment (176) (175)
Proceeds on sale of other real estate owned 340
-------- --------
NET CASH USED BY INVESTING ACTIVITIES (11,571) (1,457)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase in deposits 9,305 2,940
Cash dividends (98) (191)
Exercise of incentive stock options - 92
-------- --------
NET CASH PROVIDED BY FINANCING ACTIVITIES 9,207 2,841
-------- --------
</TABLE>
(CONTINUED)
(See notes to consolidated financial statements)
7
<PAGE>
NAPA NATIONAL BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in 000's)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
JUNE 30,
---------------------------------
1998 1997
-------- --------
<S> <C> <C>
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (1,661) 2,194
CASH AND CASH EQUIVALENTS AT BEGINNING OF
PERIOD 26,147 24,479
-------- --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $24,486 $26,673
======== ========
CASH AND CASH EQUIVALENTS AT JUNE 30:
Cash and due from banks $ 9,686 $ 6,413
Federal funds sold 14,800 20,260
-------- --------
$24,486 $26,673
======== ========
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest $ 1,729 $ 1,580
======== ========
Cash paid for income taxes 503 0
======== ========
</TABLE>
(See notes to consolidated financial statements)
8
<PAGE>
NAPA NATIONAL BANCORP AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1 - Comprehensive Income
As of January 1, 1998, the Company adopted Statement of Financial Accounting
Standards No. 130 (SFAS 130), Reporting Comprehensive Income. SFAS 130
establishes new rules for the reporting and display of comprehensive income or
loss and its components; however, the adoption of the Statement had no impact on
the Company's net income or shareholders' equity. SFAS 130 requires unrealized
gains or losses on the Company's available-for-sale securities, which prior to
adoption were reported separately in shareholders' equity to be included in
other comprehensive income or loss.
The following is a summary of the components of total comprehensive income, net
of related income taxes:
<TABLE>
<CAPTION>
1998 1997
---------------------- ----------------------------------------
Second First Fourth Third Second First
Quarter Quarter Quarter Quarter Quarter Quarter
---------------------- ----------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Net income $ 338 $292 $226 $ 271 $218 $32
Net unrealized gain (loss) on
available-for-sale
securities (6) (73) 39 - - -
---------------------- ----------------------------------------
Total Comprehensive income $ 332 $219 $265 $ 271 $218 $32
====================== ========================================
</TABLE>
9
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
Napa National Bancorp (the "Company") was incorporated in 1981 in the State of
California and is headquartered in Napa, California. The Company is a bank
holding company. Its principal subsidiary, Napa National Bank (the "Bank"), was
organized as a national banking association in 1982. The following discussion
and analysis by the Company's management compares the results of the Company's
operations for the six months ended June 30, 1998 and 1997 and the financial
condition and liquidity of the Company as of June 30, 1998 and December 31,
1997.
Certain matters discussed in this report are forward-looking statements that are
subject to risks and uncertainties that could cause actual results to differ
materially from those projected in the forward-looking statements. Such risks
and uncertainties include, but are not limited to, the competitive environment
and its impact on the Company's net interest margin, changes in interest rates,
asset quality risks, concentrations of credit and the economic health of Napa
County (particularly the health of the wine industry), volatility of rate
sensitive deposits, asset/liability matching risks, the dilutive impact which
might occur upon the issuance of new shares of common stock, and liquidity
risks. Therefore, the matters set forth below should be carefully considered
when evaluating the Company's business and prospects. For additional information
concerning these risks and uncertainties, please refer to the Company's Annual
Report on Form 10-KSB for the year ended December 31, 1997.
FINANCIAL CONDITION
The Company's assets increased approximately $9.7 million during the first six
months of 1998 as compared to the period ended December 31, 1997. The
substantial portion of that increase was utilized in the investment portfolio.
Total assets were $140.5 million at June 30, 1998 compared with $130.8 million
at December 31, 1997. Total deposits increased to $130.7 million at June 30,
1998 compared with $121.4 million at December 31, 1997.
The loan portfolio of $79.2 million at June 30, 1998 declined slightly compared
to the December 31, 1997 total of $79.6 million. The allowance for loan losses
on June 30, 1998 was $1,617,000 or 2.04% of total gross loans outstanding. Net
loan charge-offs for the first six months of 1998 were $139,000. In the opinion
of management, the allowance for loan losses was considered adequate at June 30,
1998 based on management's analysis of the risks inherent in the loan portfolio.
The Company's "held to maturity securities" consist of Treasury bonds,
municipals and stock in the Federal Reserve and Federal Home Loan Bank and are
classified as such in accordance with SFAS No. 115. At June 30, 1998, the "held
to maturity" investment portfolio's amortized cost and fair market value was
$2,335,000.
10
<PAGE>
In fourth quarter 1997, the Company began to diversify its investment portfolio
to include collateralized mortgage obligations and municipal bonds. The
intention of management is to increase earnings and improve asset liability
management through this strategy. The Company's general policy is to acquire "A"
rated or better, insured tax-free municipal bonds. Collateralized mortgage
obligations have an average life of five years or less at purchase date. New
purchases of collateralized mortgage obligations and municipal bonds are
classified as available-for-sale securities. At June 30, 1998, collateralized
mortgage obligations and municipal securities had a amortized cost of
$27,217,000 and $3,962,000, respectively, and a fair value of $27,051,000 and
$4,032,000, respectively.
RESULTS OF OPERATIONS
The Company's after-tax earnings were $630,000 during the first six months of
1998 compared with $250,000 during the same period in 1997.
Net interest income, the principal source of the Company's earnings, represents
the difference between interest and fees earned from lending and investment
activities and the interest paid on deposits used to fund those activities.
Variations in the volume and mix of loans, investments, and deposits and their
relative sensitivity to movements in interest rates impact net interest income.
During the first six months of 1998, net interest income at $3,509,000 was
$376,000 ahead of the same period in 1997. The primary cause of the increase was
the investment income generated through the increase in deposits. That increase
was mitigated by the decrease in interest on time deposits with other financial
institutions during the first six months of 1998 of $101,000 as compared to the
same period in 1997.
Non-interest income increased by $86,000 in the first six months of 1998. This
increase resulted mainly from the increase in service charges on deposit
accounts and fees from brokered mortgage loans.
Non-interest expenses consist of salaries and benefits provided to employees of
the Bank, expenses related to premises and equipment, and operating expenses
associated with the business affairs of the Company. Total non-interest
expenses decreased $139,000 or 4.7% during the first six months of 1998 when
compared with the first six months of 1997. Salaries and benefits accounted
for $72,000 of this decrease through the attrition of full-time equivalent
employees. Other non-interest expense decreased $46,000 for the first six
months of 1998 compared to the same period in 1997, primarily, as a result of
a more effective expense control system.
11
<PAGE>
CAPITAL RESOURCES AND ADEQUACY
Shareholders equity was $9.0 million or 6.4% of total assets at June 30, 1998
compared with $8.6 million or 6.6% of total assets at December 31, 1997. The
ratio of capital to risk-weighted assets at June 30, 1998 was 11.52% for the
Company and 11.57% for the Bank. Both ratios exceeded the regulatory
requirements for a "well-capitalized" institution. Management anticipates that
both the Company and the Bank will continue to exceed the regulatory minimums
for "well-capitalized"institutions in the foreseeable future. Therefore, in
management's opinion, the Company and the Bank have adequate capital in order to
support future growth. The Board of Directors declared a $.125 per share
dividend on June 16,1998 for stockholders of record of June 19,1998 and payable
on July 1, 1998.
INFLATIONARY FACTORS
Since the assets and liabilities of the Bank are primarily monetary in nature,
the performance of the Bank is affected more by changes in interest rates than
by inflation.
12
<PAGE>
PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
As of June 30, 1998, the Company was not party to any significant legal
proceeding.
ITEM 2 - CHANGES IN SECURITIES AND USE OF PROCEEDS
There were no changes in the Company's securities during the quarter.
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
No securities of this nature.
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
On June 16, 1998, the Company held an annual meeting of shareholders
(the "Meeting") for the purpose of (i) electing ten persons to serve as the
Company's directors until the next annual meeting of shareholders and until
their respective successors shall be elected and qualified, and (ii)
ratifying the appointment of Ernst & Young LLP as the Company's independent
public accountants for the 1998 fiscal year.
All ten of management's nominees for directors were elected at the Meeting,
and there was no opposition to management's nominees as listed in the
Company's proxy statement first mailed to shareholders on May 26, 1998. The
number of votes cast for and against, and the number of abstentions and
broker non-votes relating to, each of management's nominees is set forth
below:
<TABLE>
<CAPTION> Abstentions and
Name For Against Broker Non-Votes
---- --- ------- ----------------
<S> <C> <C> <C>
William A. Bacigalupi 626,694 100 0
Dennis Groth 626,694 100 0
E. James Hedemark 626,694 100 0
Michael D. Irwin 626,694 100 0
Brian J. Kelly 626,694 100 0
C. Richard Lemon 626,694 100 0
Joseph G. Peatman 626,694 100 0
A. Jean Phillips 626,694 100 0
George M. Schofield 626,694 100 0
W. Clarke Swanson, Jr. 626,694 100 0
</TABLE>
The adoption of the Company's 1998 amended and restated Stock Option Plan
was ratified by a majority vote of the Company's shareholders. 606,664
votes were cast in favor of the ratification, 2,283 votes were cast
against, and there were 17,847 abstentions and broker non-votes.
13
<PAGE>
The appointment of Ernst & Young LLP as the Company's independent
public accountants for the 1998 fiscal year was ratified by a majority vote
of the Company's shareholders. 626,694 votes were cast in favor of
ratification, 100 votes were cast against, and there were no abstentions
and broker non-votes.
ITEM 5 - OTHER INFORMATION
None.
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits. See Index to Exhibits to this Form 10-QSB, for a list of the
exhibits filed as a part of this report and incorporated herein by
reference.
(b) Reports on Form 8-K:
The Company did not file a report on Form 8-K during the second
quarter of 1998.
14
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant has
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
NAPA NATIONAL BANCORP
---------------------
(Registrant)
Date: August 14, 1998 /s/ Brian J. Kelly
------------------
Brian J. Kelly
President / COO
Date: August 14, 1998 /s/ Michael D. Irwin
---------------------
Michael D. Irwin
Chief Financial Officer
15
<PAGE>
INDEX TO EXHIBITS
EXHIBIT NO. DESCRIPTION
3(i)* Articles of Incorporation of the Registrant, as amended.
3(ii)* Restated Bylaws of the Registrant.
4.1* A specimen copy of the certificates evidencing Common Stock.
10.1* Napa National Bancorp 1992 Stock Option Plan.
10.2* Form of Incentive Stock Option Agreement.
10.3* Form of Nonstatutory Stock Option Agreement.
27 Financial Data Schedule.
*Previously filed.
16
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 6-MOS
<FISCAL-YEAR-END> DEC-31-1998 DEC-31-1998
<PERIOD-START> APR-01-1998 JAN-01-1997
<PERIOD-END> JUN-30-1998 JUN-30-1998
<CASH> 0 9,686
<INT-BEARING-DEPOSITS> 0 0
<FED-FUNDS-SOLD> 0 14,800
<TRADING-ASSETS> 0 0
<INVESTMENTS-HELD-FOR-SALE> 0 31,090
<INVESTMENTS-CARRYING> 0 1,824
<INVESTMENTS-MARKET> 0 1,824
<LOANS> 0 79,214
<ALLOWANCE> 0 1,617
<TOTAL-ASSETS> 0 140,525
<DEPOSITS> 0 130,766
<SHORT-TERM> 0 0
<LIABILITIES-OTHER> 0 719
<LONG-TERM> 0 0
0 0
0 0
<COMMON> 0 7,147
<OTHER-SE> 0 1,893
<TOTAL-LIABILITIES-AND-EQUITY> 0 140,525
<INTEREST-LOAN> 2,026 4,033
<INTEREST-INVEST> 455 797
<INTEREST-OTHER> 187 427
<INTEREST-TOTAL> 2,668 5,257
<INTEREST-DEPOSIT> 883 1,748
<INTEREST-EXPENSE> 883 1,748
<INTEREST-INCOME-NET> 1,785 3,509
<LOAN-LOSSES> 85 190
<SECURITIES-GAINS> 0 0
<EXPENSE-OTHER> 1,430 2,835
<INCOME-PRETAX> 553 1,036
<INCOME-PRE-EXTRAORDINARY> 553 1,036
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 339 630
<EPS-PRIMARY> 0.43 0.80
<EPS-DILUTED> 0.41 0.76
<YIELD-ACTUAL> 5.70 5.71
<LOANS-NON> 0 1,830
<LOANS-PAST> 0 0
<LOANS-TROUBLED> 0 0
<LOANS-PROBLEM> 0 0
<ALLOWANCE-OPEN> 1,638 1,566
<CHARGE-OFFS> 156 204
<RECOVERIES> 51 66
<ALLOWANCE-CLOSE> 1,617 1,617
<ALLOWANCE-DOMESTIC> 1,617 1,617
<ALLOWANCE-FOREIGN> 0 0
<ALLOWANCE-UNALLOCATED> 0 0
</TABLE>
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