SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
X Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 For the Period Ended: March 31, 1996 Commission
File Number: 0-10773
SUNRISE BANCORP
(Exact name of registrant as specified in its charter)
California 94-2819328
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
5 Sierragate Plaza, Roseville, CA 95678
(Address of principal executive offices) (Zip code)
(916) 783-2800
(Registrant's telephone number, including area code)
Not Applicable
(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 Sections 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
Number of shares of Common Stock issued and outstanding as of
May 8, 1996: 4,263,298
<PAGE>
SUNRISE BANCORP
QUARTERLY REPORT ON FORM 10-Q
INDEX
Page No.
PART I FINANCIAL INFORMATION
Item 1 Financial Statements:
Consolidated Condensed Statements of Condition
March 31, 1996, and December 31, 1995 3
Consolidated Condensed Statements of Operations
for the three months ended March 31, 1996
and 1995 4
Consolidated Condensed Statements of Cash Flows for
the three months ended March 31, 1996 and 1995 5
Notes to Consolidated Condensed Financial Statements 6
Item 2 Management's Discussion and Analysis of
Financial Condition and Results of Operations 7
PART II OTHER INFORMATION
Item 6 Exhibits and Report on Form 8-K 14
SIGNATURES 15
<PAGE>
<TABLE>
ITEM 1 FINANCIAL STATEMENTS
SUNRISE BANCORP AND SUBSIDIARY
Consolidated Condensed Statements of Condition
March 31, 1996 and December 31, 1995
(dollar amounts in thousands except per share data)
<CAPTION>
March 31, December 31
1996 1995
Assets (Unaudited)
- ------ ----------- -----------
<S> <C> <C>
Cash and due from banks $3,528 $3,726
Federal funds sold and repurchase agreements 23,000 29000
Investment securities held to maturity 19,772 20,273
(market value $19,002 at March 31, 1996 and $19,944
at December 31, 1995)
Loans 67,562 66,765
Less allowance for loan losses 2,462 2,505
------ ------
Net loans 65,100 64,260
------ ------
Premises and equipment 776 873
Other real estate owned 819 692
Other assets 2,292 2,160
$115,287 $120,984
======== ========
Liabilities and Shareholders' Equity
Deposit liabilities:
Noninterest bearing $13,635 $13,808
Interest bearing 84,708 90,075
------- -------
Total deposit liabilities 98,343 103,883
Borrowings - -
Other liabilities 414 612
------- -------
Total liabilities 98,757 104,495
Shareholders' equity:
Preferred stock, no par value. Authorized
20,000,000 shares; none issued - -
Common stock, no par value. Authorized
20,000,000 shares; issued 4,263,298 shares
in 1996 and 1995 18,327 18,327
Retained earnings (1,797) (1,838)
------ ------
Total shareholders' equity 16,530 16,489
-------- -------
$115,287 $120,984
======== ========
<FN>
See accompanying notes to consolidated financial statements.
</FN>
</TABLE>
<PAGE>
<TABLE>
SUNRISE BANCORP AND SUBSIDIARY
Consolidated Condensed Statements of Operations
For the three and ended March 31, 1996 and 1995
(unaudited)
<CAPTION>
(dollar amounts in thousands, Three months
except per share data) ended March 31
1996 1995
<S> <C> <C>
---- ----
Interest income:
Interest on loans $1,590 $1,918
Interest on investment securities 275 737
Interest on federal funds sold and repos 410 24
------ ------
Total interest income 2,275 2,679
------ ------
Interest expense:
Interest on deposit liabilities 857 762
Interest on other borrowings - 117
------ ------
Total interest expense 857 879
------ ------
Net interest income 1,418 1,800
Provision for loan losses - -
------ ------
Net interest income after provision for 1,418 1,800
loan losses ------ ------
Other income:
Service charges and fees 86 96
Loan sales - -
Other 76 (3)
------ ------
Total other income 162 93
------ ------
Other expenses:
Salaries and employee benefits 667 765
Occupancy 263 275
Furniture and equipment 104 152
Other 460 610
------ ------
Total other expenses 1,494 1,802
------ ------
Net income (loss) before provision for income taxes 86 91
Provision (benefit) for income taxes 45 38
------ ------
Net income (loss) $41 $53
====== ======
Net income (loss) per share $0.01 $0.01
====== ======
<FN>
See accompanying notes to consolidated financial statements.
</FN>
</TABLE>
<PAGE>
<TABLE>
SUNRISE BANCORP AND SUBSIDIARY
Consolidated Condensed Statements of Cash Flows
For the three months ended March 31, 1996 and 1995
(unaudited)
<CAPTION>
(dollar amounts in thousands) Three months
ended March 31,
1996 1995
---- ----
<S> <C> <C>
Operating activities:
Net Income $41 $53
Adjustments to reconcile net income to net cash
provided (used) by operating activities:
Accretion of deferred loan fees and costs 10 3
Provision for loan and other real estate owned losses - 75
Depreciation and amortization 114 192
Net change in other assets (132) 426
Net change in other liabilities (198) (658)
------ ------
Net cash (used) provided by operating activities (165) 91
------ ------
Investing activities:
Purchases of investment securities - -
Maturities and repayments of investment securities 484 5,078
Net (increase) decrease in loans (1,322) 2,728
Net sales of other real estate owned 345 580
Net purchases of premises and equipment - -
------ ------
Net cash (used) provided by investing activities (493) 8,386
------ ------
Financing activities:
Increase (decrease) in deposit liabilities (5,540) 5,381
Decrease in other borrowing - (7,048)
------ ------
Net cash provided (used) by financing activities (5,540) (1,667)
------ ------
(Decrease) increase in cash and cash equivalents (6,198) 6,810
Cash and cash equivalents at beginning of period 32,726 6,367
-------- --------
Cash and cash equivalents at end of period $26,528 $13,177
======== ========
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest $876 $903
======== ========
Income taxes paid (refunded) $2 $3
======== ========
Supplemental schedule of noncash investing and
financing activities:
Other real estate owned acquired through foreclosure
on assets securing loans $472 $376
======== ========
<FN>
See accompanying notes to consolidated condensed financial statements.
</FN>
</TABLE>
<PAGE>
SUNRISE BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED CONDENSED FINANCIAL
STATEMENTS
MARCH 31, 1996
(UNAUDITED)
1) Financial Statement Presentation
--------------------------------
The accompanying unaudited consolidated condensed financial statements
have been prepared in accordance with generally accepted accounting principles
for interim financial information and with the instructions to Form 10-Q and
Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all
adjustments (consisting of normal recurring adjustments) considered necessary
for a fair presentation have been included. Operating results for the three
months ended March 31, 1996, are not necessarily indicative of the results
that may be expected for the year ended December 31, 1996.
The consolidated condensed financial statements include the accounts of
Sunrise Bancorp (the "Company") and its wholly-owned subsidiary, Sunrise Bank
of California (the "Bank"), with all material intercompany accounts and
transactions eliminated. For further information refer to the financial
statements and notes thereto included in the Company's annual report on
Form 10-K for the year ended December 31, 1995.
2) Contingent Liabilities
----------------------
The Company and its subsidiary are at times subject to threatened or
filed legal actions with regard to matters arising out of the conduct of
their businesses. It is the opinion of management, after consulting with
legal counsel, that the resulting liability, if any, as a result of these
legal actions are not currently anticipated to materially affect the
consolidated financial condition of the Company.
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION
AND RESULTS OF OPERATIONS
The following information concerns the consolidated financial condition
and results of operations of the Company and relates primarily to the Bank.
This information should be read in conjunction with the Consolidated
Financial Statements and the 1995 Annual Report on Form 10-K.
Liquidity
- ---------
The objective of liquidity management is to maintain sufficient cash flow
to satisfy both changes in loan demand and deposit fluctuations while
maximizing the yield available from the instruments being used. Liquidity
is managed from both sides of the balance sheet. Liquid assets consist of
cash and due from banks, federal funds sold, securities purchased under
repurchase agreements and investment securities that can be used as
collateral for other borrowings. On the liability side of the balance
sheet, liquidity is provided by core deposits, lines of credit, and other
borrowings.
Cash and cash equivalents equaled $26,528,000, at March 31, 1996, and
$32,726,000 at December 31, 1995, and investment securities equaled
$19,772,000 and $20,273,000, respectively. The decrease in cash and cash
equivalents was due to the funding of maturing certificates of deposits.
As an additional source of liquidity, the Bank is eligible to borrow funds
on an overnight basis from the Federal Reserve Bank of San Francisco and
several broker/dealers. The maximum available advance is dependent upon
the amount of the Bank's investment securities and loans pledged to
collateralize such borrowings. At March 31, 1996, the Bank had no
borrowings against these lines of credit.
Interest Rate Sensitivity
- -------------------------
Interest rate sensitivity is a measure of the relationship between a
change in market interest rates and a resultant change in net interest
income due to the repricing and/or maturity characteristics of the assets
and liabilities of the Company. As a result of industry deregulation, the
Bank can vary the rates and, to a limited degree, the terms of the deposits
it offers in order to acquire the funds necessary for lending and other
operations. The rates the Bank pays on these deposits vary, but generally
are set at a slight premium over the rates paid by large commercial banks.
While the Bank cannot match each of its assets with specific funding sources,
it does monitor the aggregate maturities and interest rate sensitivities of
all its investments, loans and deposits within specified time frames.
Management attempts to adjust the interest rates paid on various rate-sensitive
deposits in order to regulate the volume of such deposits in maturity ranges
that correspond to the Bank's needs and interest rate expectations. In
developing strategies to minimize interest rate risk and maximize the net
interest margin, management considers such external factors as current and
projected economic conditions.
The following table illustrates the cumulative repricing/maturity intervals
of all interest earning assets and interest bearing liabilities over several
time frames and the cumulative gap at March 31, 1996. The table does not
include noninterest-bearing accounts as they involve no explicit payment of
interest. The table does not necessarily indicate the impact of general
interest rate movement on net interest income since the repricing of various
categories of assets and liabilities is subject to competitive pressures.
Interest earning assets include variable rate instruments which are presented
in time frames that correspond to the earlier of initial repricing dates or
scheduled principal amortization maturity dates, and fixed rate instruments
which are presented in time frames that correspond to scheduled principal
amortization or maturity dates. All interest bearing liabilities, other than
time deposits, have variable rates of interest that are repriceable
immediately. Time deposits are presented in timeframes that correspond to
scheduled maturity dates.
- --------------------------------------------------------------------------------
(dollar amounts in thousands)
3 months 3-12 1-5 After
March 31, 1996 One day or less months years 5 years Totals
- --------------------------------------------------------------------------------
Interest earning assets:
Loans $35,867 13,065 4,888 12,830 1,094 67,744
Investment
securities 0 450 1,350 17,972 0 19,772
Federal funds sold and
repurchase agreements 3,000 20,000 0 0 0 23,000
Total interest earning
assets $38,867 33,515 6,238 30,802 1,094 110,516
Interest bearing liabilities:
Savings accounts $1,122 0 0 0 0 1,122
Interest checking
accounts 32,059 0 0 0 0 32,059
Money market deposit
accounts 21,452 0 0 0 0 21,452
Time deposits of
$100,000 or more 0 3,353 5,503 694 0 9,550
Other time deposits 0 7,328 11,242 1,955 0 20,525
Other borrowings 0 0 0 0 0 0
Total interest
bearing liabilities $54,633 10,681 16,745 2,649 0 84,708
Current gap (15,766) 22,834 (10,507) 28,153 1,094 25,808
Cumulative gap $(15,766) ( 7,068) ( 3,439) 24,714 24,808 25,808
Capital Resources
- -----------------
The Federal Reserve Board and the FDIC established final risk-based and
leverage capital guidelines for bank holding companies and banks. These
guidelines created a framework wherein balance sheet assets and certain
off-balance sheet commitments are weighted by risk and compared to capital.
Capital is assigned to tiers with common equity included in Tier 1 capital
and a portion of the allowance for credit losses included in Tier 2 capital
or total capital. On March 31, 1996, the minimum required ratio for
qualifying total capital was 8.0%, of which 4.0% must be Tier 1 capital.
Additionally, a 3% minimum leverage ratio of Tier 1 capital to average total
assets for the most recent quarter must be maintained. Banking organizations
anticipating significant asset growth or which are not highly rated by their
primary federal regulators are expected to maintain leverage ratios 1% to 2%
in excess of the minimum. Capital ratios for both the Company and the Bank
at March 31, 1996, exceeded the current regulatory requirements.
<PAGE>
The following table illustrates various capital ratios of the Bank and the
Company (on a consolidated basis) as of March 31, 1996 and December 31, 1995:
As of March 31, 1996 As of December 31, 1995
Bank Company Bank Company
---- ------- ---- -------
Leverage ratio 12.24% 13.39% 10.98% 11.75%
Tier 1 Capital to
risk-weighted assets 19.16% 19.44% 15.69% 17.05%
Total Capital to
risk-weighted assets 20.41% 20.64% 16.95% 18.31%
On April 15, 1996, the Company reported on a Current Report on Form 8-K
(dated April 8, 1996) that the Company and ValliCorp Holdings, Inc.
("ValliCorp") jointly announced that they had signed a nonbinding letter of
intent calling for the Company to merge into ValliCorp. On May 15, 1996,
ValliCorp and the Company jointly announced that they were terminatng
further discussion concerning a possible merger. The Board of Directors
will continue to consider various strategies designed to enhance shareholders
value, relating to a possible sale, merger or consolidation transaction with
a third party. Smith and Crowley Inc., an investment banking firm, consultants
and other professionals advise the Board of Directors in the process of
determining the best interest of the Company and the Company's shareholders
with respect to such possible transactions. There can be no assurance that
the Board of Directors will negotiate a sale, merger or consolidation
transaction involving the Company and a third party, or the timing for the
completion of an such transaction.
Regulatory Matters
- ------------------
As a result of an examination of the Company conducted by the Federal Reserve
Bank ("FRB") as of December 31, 1993, the Company entered into a Memorandum of
Understanding with the Federal Reserve Bank. The FRB Memorandum requires the
Company: (i) to submit a policy for receiving dividends from the Bank; (ii) to
submit a capital plan; (iii) to submit a plan to manage the Company's and the
Bank's growth; (iv) to submit annual budgets; (v) to submit an explanation of
certain management and service fees; (vi) to obtain prior approval to declare
or pay any dividends; and (vii) to submit quarterly written progress reports.
As a result of an examination of the Company conducted by the Federal Reserve
Bank as of December 31, 1994, the FRB memorandum remains in effect and
unchanged. Management believes the Company is in substantial compliance with
the terms and conditions of the FRB memorandum.
Results of Operations
- ---------------------
The Company recorded consolidated net income of $41,000 ($.01 per share) for
the three months ended March 31, 1996, compared to net income of $53,000 ($.01
per share) for the three months ended March 31, 1995.
The following table illustrates the net income of the Company and the Bank on a
stand-alone basis for the three months ended March 31, 1996 and 1995:
Three months ended
March 31,
(dollar amounts in thousands) 1996 1995
---- ----
Company $ (20) $ 48
Bank 61 5
----- -----
Consolidated net income (loss) $ 41 $ 53
===== =====
The decreased net income for the three months ended March 31, 1996, over the
same period in 1995 was due to decreased interest income, decreased income
from operations and expenses related to the decrease of average assets of
$20,669,000.
Net Interest Income
- -------------------
Net interest income, the difference between interest earned on loans and other
investments and interest paid on deposits and other borrowings, is the most
significant component of the Company's revenues. The Company's net interest
income before provision for loan losses was $1,418,000 in the first three
months ended March 31, 1996, compared to $1,800,000 for the three months
ended March 31, 1995, which is a $382,000 (or 21%) decrease. The decrease in
net interest income was the result of a decrease in average earning assets
(see table on next page) of the Company of $15,609,000, or 12%, and a
decrease in the net interest margin from 5.50% to 4.92%.
<PAGE>
<TABLE>
<CAPTION>
The following table sets forth average assets, major deposit categories, other
liabilities and shareholders' equity; interest income earned and interest
expense paid; average rates earned and expensed and the net interest margin for
the three months ended March 31, 1996 and 1995:
1996 1995
--------------------------- ---------------------------
Average Average Average Average
(dollar amounts in thousands) Balance Interest Yield Balance Interest
Yield
---------------------------- ---------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Assets:
Interest earning assets:
Loans (1) $66,067 $1,590 9.68% $79,946 $1,918 9.65%
Investment securities 20,045 275 5.52% 49,979 737 5.93%
Federal funds sold and securities
purchased under agreements to 29,921 410 5.51% 1,717 24 5.62%
Interest bearing deposits 0 0 0.00% 0 0 0.00%
-------- ------ -------- ------
Total interest earning assets 116,033 $2,275 7.89% 131,642 $2,679 8.18%
------ ------
Allowance for loan losses (2,483) (4,110)
Cash and due from banks 4,199 6,785
Premises and equipment and other as 3,866 7,967
$121,615 $142,284
======== ========
Liabilities and Shareholders' Equity:
Interest bearing liabilities:
Savings accounts $1,074 $7 2.62% $1,003 $7 2.81%
Interest checking accounts 34,279 231 2.71% 32,982 221 2.69%
Money market deposit accounts 25,081 190 3.05% 29,351 214 2.93%
Time deposits 30,274 429 5.70% 24,625 320 5.23%
Other borrowings 0 0 0.00% 8,530 117 5.52%
-------- ------ -------- ------
Total interest bearing 90,708 857 3.80% 96,491 879 3.66%
liabilitiies ------ ------
Demand deposits 13,855 26,783
Other liabilities 488 932
-------- --------
Total liabilities 105,051 124,206
Shareholders' equity 16,564 18,078
-------- --------
$121,615 $142,284
======== ========
Net interest income and margin (2) $1,418 4.92% $1,800 5.50%
====== ======
<FN>
(1) Average loans include nonaccrual loans.
(2) Net interest margin is computed by dividing net interest income by total
average interest earning assets and is annualized.
</FN>
</TABLE>
<PAGE>
<TABLE>
The following table shows the approximate effect on net interest income of
volume and rate changes for the three months ended March 31, 1996 and 1995.
Changes which are the combine results of voluem an rate changes are allocated
in proportion to the volume and rate changes.
<CAPTION>
(dollar amounts in thousands) 1996 vs. 1995
Volume Rate Total
------ ---- -----
<S> <C> <C> <C>
Increase (decrease) in interest income:
Loans ($334) $6 ($328)
Investment securities (414) (48) (462)
Federal funds sold 386 0 386
Interest bearing deposits 0 0 0
------- ----- ------
(362) (42) (404)
------- ----- ------
Increase (decrease) in interest expense:
Savings accounts 0 0 0
Interest checking accounts 9 1 10
Money market deposit accounts (32) 8 (24)
Time deposits 78 31 109
Other borrowings (59) (59) (117)
------- ----- ------
(4) (19) (22)
------- ----- ------
Change in net interest income ($358) ($23) ($382)
======= ===== ======
</TABLE>
<PAGE>
Provision for Loan Losses and Asset Quality
- -------------------------------------------
At March 31, 1996, the allowance for loan losses was $2,462,000 or 3.64% of
outstanding loans. Due to the decrease in total loans and improved asset
quality, no provisions were added to the allowance for a loan losses for the
three months ended March 31, 1996 or March 31, 1995.
The following unaudited table sets forth certain information concerning
nonaccrual, past due and other real estate owned:
(dollar amounts in thousands, except percentages)
March 31, December 31, March 31,
1996 1995 1995
-------- ----------- --------
Nonaccrual loans $2,626 $3,228 $5,696
Accruing loans past due 90 days or more 66 89 4
Other real estate owned (including
in-substance foreclosures) 819 692 2,553
------ ------ ------
Total nonperforming assets $3,514 $4,009 $8,253
====== ====== ======
Percentage of average assets 2.89% 2.98% 5.80%
====== ====== ======
As of March 31, 1996, nonaccrual loans are comprised of loans to 13 borrowers.
Five of the nonaccrual loans totaling $2,257,700, or 86% of total nonaccrual
loans, are real estate secured. The remaining nonaccrual loans totaling
$371,400, or 14% of total nonaccrual loans, consist of loans to individuals
and commercial loans. As of March 31, 1996, there were four secured loans
totaling $890,000 which were potential non accrual in April 1996.
Accruing loans 90 days or more past due consists of a real estate secured
loan totaling $66,000 and this loan was current as to interest but had matured
and is in escrow awaiting payoff.
The California economy and the Sacramento region, continues to be in a reces-
sion and the Bank's loan portfolio, which includes approximately $35 million
in real estate loans representing approximately 52% of the portfolio, could be
adversely affected if California economic conditions and the real estate market
in the Bank's market area continue to weaken. The effect of such events,
although uncertain at this time, could result in an increase in the level of
nonperforming loans and the level of the allowance for loan losses which could
adversely affect the Company's and the Bank's future growth and profitability.
At March 31, 1996, the Company's recorded investment in loans for which an
impairment has been recognized totaled $4,506,300. Included in this amount
were $1,388,900 of impaired loans for which a SFAS 114 allowance of $425,000
is included in the allowance for loan losses, as well as $3,117,400 of impaired
loans that as a result of write downs on the fair value of collateral, did not
have a SFAS 114 allowance. The average recorded investment in impaired loans
was $4,877,100 for the three months ended March 31, 1996. Except for non-
accrual loans, interest may be recognized on impaired loans when cash is
received and the future collection of principal is considered by management
to be probable. The amount so recognized was immaterial to operations during
the first quarter of 1996.
Other real estate owned consists of five single family residences, one
commercial office condominium, and one undeveloped parcel of land.
<PAGE>
Other Income
- ------------
Other income increased $69,000 (74%) in the first quarter of 1996 as compared
to the corresponding period in 1995.
The increase is due to a gain of $74,000 on the sale of other real estate owned.
Other income also includes service charges on deposit accounts, and other
customer service fees. The decrease in service charges in 1996 resulted from
the decreased number of demand deposit accounts.
Other Expenses
- --------------
Salaries and employee benefit expense decreased $98,000 (13%) for the three
months ended March 31, 1996, as compared to the same periods in 1995. This
decrease in employee expense is principally due to the decrease in the number
of employees and related decreases in benefit costs.
Occupancy expense and equipment expense decreased $60,000 (14%) for the three
months ended March 31, 1996, as compared to the same periods in 1995. These
decreases are due primarily to decreased depreciation expense.
In the first quarter of 1996, other expenses decreased $150,000 (25%) in
comparison to the first quarter of 1995. The components of other expenses are
provided in the table below for the first three months of 1996 and 1995:
(dollar amounts in thousands)
Three months
ended
March 31,
1996 1995
---- ----
Stationery and supplies $41 $30
Communications 65 56
Professional fees 129 76
Deposit insurance assessments 50 94
Outside service fees 84 152
Loan collection and OREO expense 21 107
Other 70 95
---- ----
$460 $610
==== ====
The principal reasons for the decrease in other expenses between 1996 and
1995 relates to decreased deposit insurance assessment, other outside service
fees and decrease in OREO expense related to a $75,000 reserve valuation
allowance taken in the first quarter of 1995.
PART II OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
- ----------------------------------------
(b) Reports on Form 8K
A Current Report on Form 8-K dated April 8, 1996, was filed on April 15, 1996,
reporting under Item 5 - Other Events the signing of a nonbinding letter of
intent calling for Sunrise Bancorp to merge into Vallicorp.
<PAGE>
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.
SUNRISE BANCORP
Date: May 15, 1996 By:SARAH THOMPSON
Sarah Thompson
Senior Vice President and Chief Financial
Officer
(Signing on behalf of the registrant and as
principal financial officer and chief
accounting officer)
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-30-1996
<CASH> 3,528
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 23,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 19,772
<INVESTMENTS-MARKET> 19,002
<LOANS> 67,562
<ALLOWANCE> 2,462
<TOTAL-ASSETS> 115,287
<DEPOSITS> 98,343
<SHORT-TERM> 0
<LIABILITIES-OTHER> 414
<LONG-TERM> 0
0
0
<COMMON> 18,327
<OTHER-SE> 1,797
<TOTAL-LIABILITIES-AND-EQUITY> 16,530
<INTEREST-LOAN> 1,590
<INTEREST-INVEST> 275
<INTEREST-OTHER> 410
<INTEREST-TOTAL> 2,275
<INTEREST-DEPOSIT> 857
<INTEREST-EXPENSE> 857
<INTEREST-INCOME-NET> 1,418
<LOAN-LOSSES> 0
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1,494
<INCOME-PRETAX> 86
<INCOME-PRE-EXTRAORDINARY> 86
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 41
<EPS-PRIMARY> .01
<EPS-DILUTED> .01
<YIELD-ACTUAL> 4.92
<LOANS-NON> 2,629
<LOANS-PAST> 66
<LOANS-TROUBLED> 2,409
<LOANS-PROBLEM> 890
<ALLOWANCE-OPEN> 2,505
<CHARGE-OFFS> 52
<RECOVERIES> 9
<ALLOWANCE-CLOSE> 2,462
<ALLOWANCE-DOMESTIC> 720
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 1,742
</TABLE>