FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: March 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from: __________________ to __________________
Commission file number: 0-10957
NATIONAL PENN BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania 23-2215075
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Philadelphia and Reading Avenues, Boyertown, PA 19512
(Address of principal executive offices) (Zip Code)
(610) 367-6001
(Registrant's telephone number, including area code)
N/A
(Former name, former address and former fiscal year,
if changed since last report)
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.
Class Outstanding at May 5, 1995
Common Stock ($2.50 par value) (No.) 7,136,930 Shares
Page 1 of 15 pages
<PAGE>
TABLE OF CONTENTS
Part I - Financial Information. Page
Item 1. Financial Statements .............................. 3
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations ..... 8
Part II - Other Information.
Item 1. Legal Proceedings ................................. 14
Item 2. Changes in Securities ............................. 14
Item 3. Defaults Upon Senior Securities ................... 14
Item 4. Submission of Matters to a Vote of
Security Holders .................................. 14
Item 5. Other Information ................................. 14
Item 6. Exhibits and Reports on Form 8-K .................. 14
Signatures ......................................................... 15
2
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
NATIONAL PENN BANCSHARES, INC. AND SUBSIDIARIES
<TABLE>
CONSOLIDATED CONDENSED BALANCE SHEET
<CAPTION>
March 31 Dec. 31
(Dollars in thousands, except per share data) 1995 1994
(Unaudited) (Note)
<S> <C> <C>
ASSETS
Cash and due from banks $34,084 $33,195
Interest bearing deposits in banks 1,584 964
Federal funds sold --- ---
------- -------
Total cash and cash equivalents 35,668 34,159
Securities held to maturity
(approximate market of $92,933 and
$97,459 at 1995 and 1994, respectively) 92,704 99,229
Securities available for sale at market value 145,388 138,873
------- -------
Total Investment Securities 238,092 238,102
Loans, net of unearned discount 848,954 830,612
Less allowance for possible loan losses (19,577) (19,310)
------- -------
Net loans 829,377 811,302
Other assets 52,320 53,611
------- -------
Total Assets $1,155,457 $1,137,174
========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
Non-interest bearing deposits $116,280 $121,273
Interest bearing deposits
(Includes certificates of deposit in
excess of $100: 1995 - $93,828;
1994- $65,630) 788,673 743,367
------- -------
Total deposits 904,953 864,640
Securities sold under repurchase agreements
and federal funds purchased 63,961 50,274
Short-term borrowings 2,156 47,967
Long-term obligations 77,777 77,777
Accrued interest and other liabilities 15,021 11,645
------- -------
Total Liabilities 1,063,868 1,052,303
Commitments and contingent liabilities --- ---
Shareholders' equity
Preferred stock, no stated par value;
authorized 1,000,000 shares, none issued --- ---
Common stock, par value $2.50 per share;
20,000,000 shares authorized; 7,234,507 shares
issued and 7,136,930 outstanding at March 31,
1995; 7,234,126 shares issued and 7,135,347
shares outstanding at December 31, 1994 18,084 18,083
Additional paid-in-capital 57,136 57,263
Retained earnings 19,016 16,598
Valuation adjustment for securities
available for sale, net of tax 229 (4,011)
Treasury stock (97,577 shares at cost at
March 31, 1995 and 98,779 shares at cost
at December 31, 1994) (2,876) (3,062)
------- -------
Total Shareholders' Equity 91,589 84,871
------- -------
Total Liabilities and Shareholders' Equity $1,155,457 $1,137,174
========== ==========
</TABLE>
The accompanying notes are an integral part of these condensed financial
statements.
Note: The Balance Sheet at Dec. 31, 1994 has been derived from the audited
financial statements at that date.
3
<PAGE>
NATIONAL PENN BANCSHARES, INC. AND SUBSIDIARIES
<TABLE>
UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF INCOME
<CAPTION>
Three Months Ended
(Dollars in thousands, except per share data) March 31
1995 1994
<S> <C> <C>
INTEREST INCOME
Loans, including fees $19,258 $16,375
Deposits in banks 15 32
Federal funds sold 2 5
Investment securities 3,975 2,805
------ ------
Total interest income 23,250 19,217
------ ------
INTEREST EXPENSE
Deposits 7,403 4,795
Federal funds purchased, borrowed funds and
securities sold under repurchase agreements 2,387 1,233
------ ------
Total interest expense 9,790 6,028
------ ------
Net interest income 13,460 13,189
Provision for loan losses 750 750
------ ------
Net interest income after provision
for loan losses 12,710 12,439
------ ------
OTHER INCOME
Trust Services 424 325
Service charges on deposit accounts 640 646
Net gains (losses) on sale of securities
and mortgages 256 (221)
Other 748 396
------ ------
Total other income 2,068 1,146
------ ------
OTHER EXPENSES
Salaries, wages and employee benefits 4,981 4,253
Net premises and equipment 1,389 1,197
Other operating 2,837 2,530
------ ------
Total other expenses 9,207 7,980
------ ------
Income before income taxes 5,571 5,605
Applicable income tax expense 1,654 1,802
------ ------
Net income $3,917 $3,803
====== ======
PER SHARE OF COMMON STOCK
Net income 0.55 0.53
Dividends paid in cash 0.21 0.17
</TABLE>
The accompanying notes are an integral part of these condensed financial
statements.
4
<PAGE>
NATIONAL PENN BANCSHARES, INC. AND SUBSIDIARIES
<TABLE>
UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
<CAPTION>
Three Months Ended March 31,
(Dollars in thousands)
1995 1994
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $3,917 $3,803
Adjustments to reconcile net income to net
cash provided by (used in) operating activities
Provision for loan losses 750 750
Depreciation and amortization 628 437
Net gains (losses) on sale of securities
and mortgages 256 (221)
Mortgage loans originated for resale (1,279) (7,913)
Sale of mortgage loans originated for resale 1,279 7,913
Other 2,029 (823)
------ ------
Net cash provided by (used in) operating
activities 7,580 3,946
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sales of investment securities -
available for sale 2,525 ---
Proceeds from maturities of investment
securities - held to maturity 6,525 8,284
Proceeds from maturities of investment
securities - available for sale 11 ---
Purchase of investment securities - available
for sale (2,527) (31,013)
Proceeds from sales of loans --- ---
Net increase in loans (18,825) (13,662)
Purchases of premises & equipment (657) (1,151)
------ ------
Net cash provided by (used in) investing
activities (12,948) (37,542)
CASH FLOWS FROM FINANCING ACTIVITIES
Increase (decrease) in:
Deposits 40,313 2,319
Repurchase agreements, fed funds &
short-term borrowings (32,124) 34,080
Long-term borrowings --- ---
(Increase) decrease in treasury stock 186 (250)
Issuance of common stock under dividend
reinvestment plan --- 9
Cash dividends (1,498) (1,301)
------ ------
Net cash provided by (used in) financing
activities 6,877 34,857
Net increase (decrease) in cash and cash
equivalents 1,509 1,261
Cash and cash equivalents at January 1 34,159 29,767
------ ------
Cash and cash equivalents at March 31 $35,668 $31,028
======= =======
</TABLE>
The accompanying notes are an integral part of these condensed financial
statements.
5
<PAGE>
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
1. The accompanying unaudited condensed financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information. The financial information included herein is unaudited;
however, such information reflects all adjustments (consisting solely of normal
recurring adjustments) which are, in the opinion of management, necessary to a
fair statement of the results for the interim periods. For further information,
refer to the consolidated financial statements and footnotes thereto included in
the Company's Annual Report on Form 10-K for the year ended December 31, 1994.
2. The results of operations for the three month period ended March 31, 1995 are
not necessarily indicative of the results to be expected for the full year.
3. Per share data are based on the weighted average number of shares outstanding
of 7,139,680 and 7,165,367 for 1995 and 1994, respectively, and are computed
after giving retroactive effect to a 5% stock dividend paid October 31, 1994.
4. On January 1, 1995 the Company adopted Statement of Financial Accounting
Standards (SFAS) No. 114, "Accounting for Creditors for Impairment of a Loan,"
as amended by SFAS No. 118, "Accounting for Creditors for Impairment of a Loan -
Income Recognition and Disclosures." SFAS No. 114 requires that a creditor
measure impairment based on the present value of expected future cash flows
discounted at the loan's effective interest rate, except that as a practical
expedient, a creditor may measure impairment based on a loan's observable market
price, or the fair value of collateral if the loan is collateral dependent.
Regardless of the measurement method, a creditor must measure impairment based
on the fair value of the collateral when the creditor determines that
foreclosure is probable. SFAS No. 118 allows creditors to use existing methods
for recognizing interest income on impaired loans.
The Company has identified a loan as impaired when it is probable that
interest and principal will not be collected according to the contractual terms
of the loan agreement. The accrual of interest is discontinued in such loans and
no income is recognized until all recorded amounts of interest and principal are
recovered in full.
6
<PAGE>
Loan impairment is measured by estimating the expected future cash flows and
discounting them at the respective effective interest rate or by valuing the
underlying collateral. The recorded investment in these loans and the valuation
for credit losses related to loan impairment are as follows:
March 31,
1995
Principal amount of impaired loans $8,853,000
Accrued interest ---
Deferred loan costs ---
-------
8,853,000
Less valuation allowance 1,721,000
---------
$7,132,000
==========
On January 1, 1995 a valuation for credit losses related to impaired
loans was established. The activity in this allowance for the quarter ending
March 31, 1995 is as follows:
Valuation allowance at beginning of period $1,913,000
Provision for loan impairment 125,000
Direct charge-offs (485,000)
Recoveries 168,000
----------
Valuation allowance at end of period $1,721,000
==========
Total cash collected on impaired loans during the quarter ended March
31, 1995 was $178,000, of which $168,000 was credited to the principal balance
outstanding on such loans and $10,000 was recognized as interest income.
Interest that would have been accrued on impaired loans during the quarter was
$196,000. Interest income recognized during the quarter was $10,000.
7
<PAGE>
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
The following discussion and analysis is intended to assist in
understanding and evaluating the major changes in the financial condition and
earnings performance of the Company with a primary focus on an analysis of
operating results.
FINANCIAL CONDITION
Total assets increased to $1.155 billion, an increase of $18.3 million
or 1.6% over the $1.137 billion at December 31, 1994. This increase is reflected
primarily in the loan category, the result of the investment of deposits, the
Company's primary source of funds.
Total cash and cash equivalents increased $1.5 million or 4.4% at March
31, 1995 when compared to December 31, 1994. This increase was primarily due to
interest bearing deposits in banks.
Loans increased to $849.0 million at March 31, 1995. The increase of
$18.3 million or 2.2% compared to December 31, 1994 was primarily the result of
the investment of deposits. In addition, loans originated for immediate resale
during the first quarter amounted to $1.3 million. The Company's credit quality
is reflected by the annualized ratio of net charge-offs to average total loans
of .23% for the first quarter and the level of non-accrual loans to total loans
of 1.04% at March 31, 1995. The Company has no significant exposure to energy
and agricultural-related loans. Non-accrual loans at December 31, 1994 were
1.12% of total loans.
Investments, the Company's secondary use of funds, remained stable
through March 31, 1995.
As the primary source of funds, aggregate deposits of $905.0 million at
March 31, 1995 increased $40.3 million or 4.7% compared to December 31, 1994.
There was a shift in deposit mix during the first three months of 1995 as
interest bearing deposits increased $45.3 million and non-interest bearing
deposits decreased $5.0 million. Certificates of deposit in excess of $100,000
increased $28.2 million. In addition to deposits, earning assets are funded to
some extent through purchased funds and borrowings. These include securities
sold under repurchase agreements, federal funds purchased, short-term
borrowings, and long-term obligations. In aggregate, these funds totaled $159.0
million at March 31, 1995 and $187.7 million at December 31, 1994. The decrease
of $28.8 million represents an decrease in short-term borrowings, primarily
securities sold under repurchase agreements and federal funds purchased.
8
<PAGE>
Shareholders' equity increased $6.7 million or 7.9% at March 31, 1995
to $91.6 million compared to the $84.9 million at December 31, 1994. This
increase was due to the retention of earnings and the change in valuation
adjustment for securities available for sale. Cash dividends paid during the
first three months of 1995 increased $268,000 or 21.8% compared to the cash
dividends paid during the first three months of 1994. Earnings retained during
the first three months of 1995 were 61.8% compared to 67.7% during the first
three months of 1994.
RESULTS OF OPERATIONS
Net income for the quarter ended March 31, 1995 was $3.9 million, 3.0%
more than the $3.8 million reported for the same period in 1994. The Company's
performance has been and will continue to be in part influenced by the strength
of the economy and conditions in the real estate market.
Net interest income is the difference between interest income on assets
and interest expense on liabilities. Net interest income increased $.3 million
or 2.1% to $13.5 million during the first quarter of 1995 from $13.2 million in
the first quarter 1994. The increase was due primarily to an increase in
interest income, as a result of growth in loan outstandings and higher rates on
loans, partially offset by growth in deposits and higher rates on deposits and
borrowings. Interest rate risk is a major concern in forecasting earnings
potential. The Company's prime rate from January 1, 1995 to January 31, 1995 was
8.5%. On February 1, 1995, the prime rate changed to 9.0%. The Company's prime
rate from January 1 to March 23, 1994 was 6.0%. On March 24, 1994, the prime
rate changed to 6.25%. Interest expense during the first three months of 1995
increased $3.8 million or 62.4% compared to the prior year three month period.
In addition to the current increasing rate environment, the cost of attracting
and holding deposited funds is an ever-increasing expense in the banking
industry. These increases are the real costs of deposit accumulation and
retention, including FDIC insurance costs and branch overhead expenses. Such
costs are necessary for continued growth and to maintain and increase market
share of available deposits.
The provision for loan losses is determined by periodic reviews of loan
quality, current economic conditions, loss experience and loan growth. Based on
these factors, the provision for loan losses remained constant when compared to
the first quarter of 1994. The allowance for loan losses of $19.6 million at
March 31, 1995 and $19.3 million at December 31, 1994 as a percentage of gross
loans was 2.3% for both time periods. Net charge-offs of $483,000 and $717,000
during the first three months of 1995 and 1994, continues to be comparable to
that of the
9
<PAGE>
Company's peers, as reported in the Bank Holding Company Performance Report.
"Total other income" increased $922,000 or 80.5% during the first
quarter of 1995 as the result of gains on the sale of securities and mortgages
of $477,000, other income of $352,000 and trust income of $99,000. "Total other
expenses" increased $1,227,000 or 15.4% during the quarter ended March 31, 1995.
Of this amount, salaries and benefits increased $728,000 or 17.1% over the first
quarter of 1994. Other operating expenses increased $307,000 and premises and
equipment increased $192,000.
Income before income taxes decreased by $34,000 or .6% compared to the
first quarter of 1994. Income taxes decreased $148,000, or 8.2%, for the quarter
due to a higher level of tax advantaged assets than for the same period in 1994.
LIQUIDITY AND INTEREST RATE SENSITIVITY
The primary functions of asset/liability management are to assure
adequate liquidity and maintain an appropriate balance between interest-earning
assets and interest-bearing liabilities. Liquidity management involves the
ability to meet the cash flow requirements of customers who may be either
depositors wanting to withdraw funds or borrowers needing assurance that
sufficient funds will be available to meet their credit needs. Funding affecting
short-term liquidity, including deposits, repurchase agreements, federal funds
purchased, and short-term borrowings, increased in the aggregate $8.2 million
from year end 1994. Long-term borrowings remained constant through the first
quarter of 1995.
The goal of interest rate sensitivity management is to avoid fluctuating
net interest margins, and to enhance consistent growth of net interest income
through periods of changing interest rates. Such sensitivity is measured as the
difference in the volume of assets and liabilities in the existing portfolio
that are subject to repricing in a future time period.
10
<PAGE>
The following table shows separately the interest rate sensitivity of
each category of interest-earning assets and interest-bearing liabilities at
March 31, 1995:
Repricing Periods (1)
One Year
Within Through Over
One Year Five Years Five Years
(In Thousands)
Assets
Interest bearing deposits
at banks $ 1,584 $ -- $ --
Investment securities 54,129 114,750 69,213
Loans and leases 346,203 337,608 165,143
Other assets 4,369 -- 82,035
-------- -------- --------
406,285 452,358 316,391
-------- -------- --------
Liabilities and equity
Non-interest bearing deps. 116,280 -- --
Interest bearing deposits 290,983 224,552 273,138
Borrowed funds 117,305 14,089 12,500
Other liabilities -- -- 34,598
Hedging instruments 100,000 (70,000) (30,000)
Shareholders' equity -- -- 91,589
-------- -------- --------
624,568 168,641 381,825
-------- -------- --------
Interest sensitivity gap (218,283) 283,717 (65,434)
-------- -------- ---------
Cumulative interest rate
sensitivity gap ($218,283) $65,434 $ --
======== ======== ======
(1) Savings and NOW deposits are scheduled for repricing based on
historical deposit decay rate analyses, as well as historical moving
averages of run-off for the Company's deposits in these categories.
Interest rate sensitivity is a function of the repricing
characteristics of the Company's assets and liabilities. These characteristics
include the volume of assets and liabilities repricing, the timing of the
repricing, and the relative levels of repricing. Attempting to minimize the
interest rate sensitivity gaps is a continual challenge in a changing rate
environment. Based on the Company's gap position as reflected in the above
table, current accepted theory would indicate that net interest income would
increase in a falling interest rate environment and would decrease in a rising
rate environment. An interest rate gap table does not, however, present a
complete picture of the impact of interest rate changes on net interest income.
First, changes in the general level of interest rates do not affect all
categories of assets and liabilities equally or simultaneously. Second, assets
and liabilities which can contractually reprice within the same period may not,
in fact, reprice at the same time or to the same extent. Third, the table
represents a one-day position; variations
11
<PAGE>
occur daily as the Company adjusts its interest sensitivity throughout the year.
Fourth, assumptions must be made to construct such a table. For example,
non-interest bearing deposits are assigned a repricing interval of within one
year, although history indicates a significant amount of these deposits will not
move into interest bearing categories regardless of the general level of
interest rates. Finally, the repricing distribution of interest sensitive assets
may not be indicative of the liquidity of those assets.
The Company anticipates volatile interest rate levels for the remainder
of 1995, with no clear indication of sustainable rising or falling rates. Given
this assumption, the Company's asset/liability strategy for 1995 is to move
toward a smaller negative gap (interest-bearing liabilities subject to repricing
greater than rising interest-earning assets subject to repricing) for periods up
to a year. The impact of a volatile interest rate environment on net interest
income is not expected to be significant to the Company's results of operations.
Effective monitoring of these interest sensitivity gaps is the priority of the
Company's asset/liability management committee.
CAPITAL ADEQUACY
The following table sets forth certain capital performance ratios.
Mar. 31, Dec. 31,
1995 1994
CAPITAL LEVELS
Tier 1 leverage ratio 7.41% 7.35%
Tier 1 risk-based ratio 11.09 10.85
Total risk-based ratio 12.36 12.11
CAPITAL PERFORMANCE
Return on average assets(annualized) 1.38 1.41
Return on average equity(annualized) 18.20 17.30
Earnings retained 61.76 63.50
Internal capital growth(annualized) 31.66 11.32
The Company's capital ratios above compare favorably to the minimum
required amounts of Tier 1 and total capital to "risk-weighted" assets and the
minimum Tier 1 leverage ratio, as defined by banking regulators. At March 31,
1995, the Company was required to have minimum Tier 1 and total capital ratios
of 4.0% and 8.0%, respectively, and a minimum Tier 1 leverage ratio of 3.0%. In
order for the Company to be considered "well capitalized", as defined by banking
regulators, the Company must have Tier 1 and total capital ratios of 6.0% and
10.0%, respectively, and a minimum Tier 1 leverage ratio of 5.0%. The Company
currently meets the criteria for a well capitalized institution, and management
12
<PAGE>
believes that, under current regulations, the Company will continue to meet its
minimum capital requirements in the foreseeable future. At present, the Company
has no commitments for significant capital expenditures.
The Company is not under any agreement with regulatory authorities nor
is the Company aware of any current recommendations by the regulatory
authorities which, if such recommendations were implemented, would have a
material effect on liquidity, capital resources or operations of the Company.
FUTURE OUTLOOK
On March 1, 1995, the Company opened its first supermarket branch
banking facility. The Company considers supermarket branches to be a strategic
delivery system for banks in the future and anticipates opening four more during
the remainder of 1995.
The Company will continue its work on the installation of platform
automation during 1995. Through platform automation, the Company expects to
increase efficiencies and re-focus its efforts to improve productivity, in order
to provide faster and improved service to our customers, at the same time
reducing costs to contribute to improved profitability. The platform automation
project may lead to in excess of $1 million in capital expenditures in 1995.
13
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings.
None
Item 2. Changes in Securities.
None
Item 3. Defaults Upon Senior Securities.
None
Item 4. Submission of Matters to Vote of Security Holders.
None
Item 5. Other Information.
On March 1, 1995, the Registrant's banking subsidiary, National Penn
Bank, opened its first full-service supermarket branch in Muhlenberg Weis
Market, Berks County, Pennsylvania. The Registrant anticipates that in 1995
National Penn Bank will open four more supermarket branches, located in
Schnecksville (Lehigh County), Cedar Crest (Lehigh County), Coopersburg (Lehigh
County), and Bethlehem (Northampton County). The Registrant also anticipates
that National Penn Bank will close its Fairview Village branch (Montgomery
County) in June 1995.
In February 1994, the Registrant's Board of Directors approved the
repurchase of up to 200,000 shares of its common stock in open market or
negotiated transactions. At March 31, 1995, a total of 152,440 shares have been
repurchased at an aggregate cost of $4,737,000.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits.
Exhibit 27 - Financial Data Schedule.
(b) Reports on Form 8-K. The Registrant did not file any report on
Form 8-K during the quarterly period ended March 31, 1995.
14
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 of the Securities Exchange
Act of 1934, the Registrant has caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
NATIONAL PENN BANCSHARES, INC.
(Registrant)
Dated: May 5, 1995 By /s/ Lawrence T. Jilk, Jr.
--------------------------
Lawrence T. Jilk, Jr., President
and Chief Executive Officer
Dated: May 5, 1995 By /s/ Gary L. Rhoads
-------------------
Gary L. Rhoads, Principal
Financial Officer
15
<TABLE> <S> <C>
<ARTICLE> 9
<CIK> 0000700733
<NAME> NATIONAL PENN BANCSHARES INC.
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1995
<CASH> 34,084
<INT-BEARING-DEPOSITS> 1,584
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 145,388
<INVESTMENTS-CARRYING> 92,704
<INVESTMENTS-MARKET> 92,933
<LOANS> 848,954
<ALLOWANCE> 19,577
<TOTAL-ASSETS> 1,155,457
<DEPOSITS> 904,953
<SHORT-TERM> 66,117
<LIABILITIES-OTHER> 15,021
<LONG-TERM> 77,777
<COMMON> 18,084
0
0
<OTHER-SE> 73,505
<TOTAL-LIABILITIES-AND-EQUITY> 1,155,457
<INTEREST-LOAN> 19,258
<INTEREST-INVEST> 3,975
<INTEREST-OTHER> 17
<INTEREST-TOTAL> 23,250
<INTEREST-DEPOSIT> 7,403
<INTEREST-EXPENSE> 9,790
<INTEREST-INCOME-NET> 13,460
<LOAN-LOSSES> 750
<SECURITIES-GAINS> 256
<EXPENSE-OTHER> 9,207
<INCOME-PRETAX> 5,571
<INCOME-PRE-EXTRAORDINARY> 3,917
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,917
<EPS-PRIMARY> .55
<EPS-DILUTED> .55
<YIELD-ACTUAL> 5.20
<LOANS-NON> 8,853
<LOANS-PAST> 1,681
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 19,310
<CHARGE-OFFS> 730
<RECOVERIES> 247
<ALLOWANCE-CLOSE> 19,577
<ALLOWANCE-DOMESTIC> 17,739
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 1,838
</TABLE>
