<PAGE>
FORM 10 - Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Quarter Ended September 30, 1995
Commission File Number 0-10756
FINANCIAL TRUST CORP
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Pennsylvania 23-2229155
- ------------------------------ ------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
1415 Ritner Highway, Carlisle, Pennsylvania 17013
- ------------------------------------------- -------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (717) 243-8003
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 issuer's classes of common
stock as of November 10, 1995
Common Stock, $5.00 Par Value - 7,765,755 Shares
------------------------------------------------
<PAGE>
INDEX
FINANCIAL TRUST CORP AND SUBSIDIARIES
PART I. FINANCIAL INFORMATION Page
Item 1. Financial Statements (Unaudited)
Consolidated balance sheets -
September 30, 1995 and December 31, 1994 3
Consolidated statements of income -
Three months ended September 30, 1995 and 1994 and
Nine months ended September 30, 1995 and 1994 4
Consolidated statements of cash flows -
Nine months ended September 30, 1995 and 1994 5
Notes to consolidated financial statements -
September 30, 1995 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 9
PART II. OTHER INFORMATION 13
Item 1. Legal Proceedings
Item 2. Changes in Securities
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 13
<PAGE>
PART I. FINANCIAL INFORMATION - ITEM 1. FINANCIAL STATEMENTS
FINANCIAL TRUST CORP AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (Unaudited)
(Dollars in thousands)
<TABLE>
<CAPTION>
September 30, December 31,
1995 1994
---- -----
<S> <C> <C>
ASSETS
Cash and Due from banks $ 40,295 $ 36,218
Federal funds sold 3,150 1,643
Interest bearing balances with banks 268 237
Investment securities held-to-maturity
(Fair values of $244,102 and $249,219
respectively) 242,828 256,133
Investment securities available-for-sale
(amortized cost basis of $57,605 and
$51,144 respectively) 61,193 52,456
Loans, net of unearned income of $687
and $516 respectively 729,949 707,495
Less: Reserve for loan losses 10,924 11,268
---------- ----------
Net Loans 719,025 696,227
Premises and equipment 22,924 20,852
Accrued interest receivable 8,501 8,115
Intangible assets 8,779 9,332
Other assets 11,116 9,363
---------- ----------
TOTAL ASSETS $1,118,079 $1,090,576
========== ==========
LIABILITIES
Deposits:
Non-interest bearing $ 106,030 $ 96,955
Interest bearing 815,157 801,904
---------- ----------
Total Deposits 921,187 898,859
Short-term borrowings 51,400 55,844
Long-term debt 761 811
Accrued interest payable 2,599 1,526
Other liabilities 6,311 7,667
---------- ----------
TOTAL LIABILITIES $ 982,258 $ 964,707
SHAREHOLDERS' EQUITY (NOTE G)
Common Stock, par value $5 per share-
16,000,000 shares authorized;
issued and outstanding 7,765,755 and
7,765,479 respectively 38,829 38,829
Surplus 33,545 33,545
Net unrealized holding gain from securities
available-for-sale, net of taxes 1,236 956
Retained earnings 62,211 52,539
---------- ----------
TOTAL SHAREHOLDERS' EQUITY 135,821 125,869
---------- ----------
TOTAL LIABILITIES
AND SHAREHOLDERS' EQUITY $1,118,079 $1,090,576
========== ==========
</TABLE>
See notes to consolidated financial statements.
<PAGE>
FINANCIAL TRUST CORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
(Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
Nine Months Ended September 30 Six Months Ended September 30
1995 1994 1995 1994
---- ---- ---- ----
<S> <C> <C> <C> <C>
Interest Income:
Loans, including fees $16,626 $14,184 $48,041 $41,208
Investment securities:
Taxable 3,002 3,308 9,313 8,815
Tax-exempt 1,177 1,135 3,483 3,399
Other, primarily federal funds sold 306 277 550 804
------- ------- ------- ------
TOTAL INTEREST INCOME 21,111 18,904 61,387 54,226
Interest Expense:
Deposits 8,206 6,709 23,102 19,132
Short-term borrowings and long-term debt 630 429 2,052 1,023
------- ------- ------- ------
TOTAL INTEREST EXPENSE 8,836 7,138 25,154 20,155
------- ------- ------- ------
NET INTEREST INCOME 12,275 11,766 36,233 34,071
Provision for possible loan losses 126 155 323 540
------- ------- ------- ------
NET INTEREST INCOME AFTER PROVISION
FOR POSSIBLE LOAN LOSSES 12,149 11,611 35,910 33,531
Other Operating Income:
Fiduciary income 595 572 1,724 1,679
Service charges on deposit accounts 572 573 1,694 1,596
Investment security gains 74 0 218 193
Other 743 698 2,105 2,036
------- ------- ------- ------
TOTAL OTHER OPERATING INCOME 1,984 1,843 5,741 5,504
------- ------- ------- ------
Other Operating Expense:
Salaries and employee benefits 3,934 3,714 11,701 10,873
Net building occupancy expense 585 534 1,697 1,635
Equipment rental, depreciation,
and maintenance 486 417 1,330 1,201
Other 2,688 3,028 8,777 8,889
------- ------- ------- ------
TOTAL OTHER OPERATING EXPENSES 7,693 7,693 23,505 22,598
------- ------- ------- ------
INCOME BEFORE INCOME TAXES 6,440 5,761 18,146 16,437
Applicable income taxes 1,706 1,493 4,589 4,010
------- ------- ------- ------
NET INCOME $4,734 $4,268 $13,557 $12,427
======= ======= ======= =======
PER SHARE DATA
Net income $0.61 $0.55 $1.75 $1.60
======= ======= ======= =======
Dividends $0.21 $0.20 $0.63 $0.58
======= ======= ======= =======
Weighted average number of shares
outstanding 7,766,282 7,758,896 7,766,480 7,757,069
See notes to consolidated financial statements.
</TABLE>
<PAGE>
FINANCIAL TRUST CORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(Dollars in thousands)
<TABLE>
<CAPTION>
Nine Months Ended September 30
1995 1994
---- ----
CASH FLOW FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net Income $13,557 $12,427
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 1,226 1,166
Amortization for intangible assets 553 522
Provision for loan losses 323 540
Net amortization of investment
security premiums 735 680
Increase in interest receivable (386) (1,439)
Increase in interest payable 1,073 393
Increase (decrease) in other liabilities (2,090) 274
CASH PROVIDED BY OPERATING ACTIVITIES 14,991 14,563
CASH FLOW FROM INVESTING ACTIVITIES:
(Increase) decrease in interest bearing
bank balances (31) (936)
Proceeds from sales and maturities of
investment securities 62,940 72,924
Purchases of investment securities (57,137) (140,656)
Increase in loans (22,454) (30,229)
Net loan charge-offs (667) (45)
Purchase of premises and equipment (3,298) (3,202)
Purchase of intangible assets 0 (6,381)
Increase in other assets (1,753) (1,942)
CASH USED IN INVESTING ACTIVITIES (22,400) (110,467)
CASH FLOW FROM FINANCING ACTIVITIES
Increase in deposits 22,328 79,537
Increase (decrease) in short-term borrowings (4,444) 13,250
Increase in long term debt 0 264
Payments on long-term debt (50) (50)
Cash dividends (4,841) (4,490)
Cash payment for partial shares associated with
stock dividend 0 (26)
CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 12,993 88,485
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 5,584 (7,419)
CASH AND CASH EQUIVALENTS AT BEGINNING
OF PERIOD 37,861 52,885
CASH AND CASH EQUIVALENTS AT END OF PERIOD $43,445 $45,466
See notes to consolidated financial statements.
</TABLE>
<PAGE>
FINANCIAL TRUST CORP AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 1995
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated 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 Article 10 of Regulation S-X. Accordingly, they do not
include all of the disclosures required by generally accepted
accounting principles. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a
fair presentation have been included. Operating results for the three
months and nine months ended September 30, 1995 are not necessarily
indicative of the results that may be expected for the year ended
December 31, 1995. 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.
NOTE B - INCOME TAXES
Income tax expense is less than the amount calculated using the
statutory tax rate primarily as a result of tax exempt income earned
from state and political subdivision obligations.
NOTE C - COMMITMENTS AND CONTINGENT LIABILITIES
In the normal course of business, the bank makes various commitments
and incurs certain contingent liabilities which are not reflected in
the accompanying financial statements. There were firm commitments to
extend credit in the amount of $109,438,000 at September 30, 1995.
Commitments under outstanding standby letters of credit amounted to
$7,877,000 at September 30, 1995. Management does not anticipate any
losses as a result of these customary banking transactions. The
notional value of interest rate swaps existing at September 30, 1995
was $5,000,000. This rate contract matures on December 20, 1995.
<PAGE>
NOTE D
The amortized cost and fair values of investment securities were as follows
at the dates indicated:
(Dollars in thousands)
<TABLE>
<CAPTION>
September 30, 1995
------------------
Amortized Cost Fair Value
-------------- ----------
<S> <C> <C>
U.S. Treasury and other U.S.
government agencies $140,256 $140,516
State and political subdivisions 84,653 85,690
Corporate and mortgage backed
securities 17,919 17,896
-------- --------
Total Held-to-maturity $242,828 $244,102
======== ========
U.S. Treasury and other U.S.
government agencies $39,113 $38,958
State and political subdivisions 11,950 12,036
Equity securities including FHLB
stock 6,542 10,199
-------- --------
Total Available-for-sale $57,605 $61,193
======== ========
December 31, 1994
-----------------
Amortized Cost Fair Value
-------------- ----------
U.S. Treasury and other
government agencies $153,119 $148,067
State and political subdivisions 82,299 81,054
Corporate and mortgage backed
securities 20,715 20,098
-------- --------
Total Held-to-Maturity $256,133 $249,219
======== ========
U.S. Treasury and other U.S.
government agencies $30,017 $28,759
State and political subdivisions 12,552 12,471
Corporate and mortgage backed
securities 2,253 2,243
Equity securities including FHLB
stock 6,322 8,983
-------- --------
Total Available-for-sale $51,144 $52,456
======== ========
</TABLE>
<PAGE>
NOTE E - LOANS
Loans consisted of the following at the dates indicated:
(Dollars in thousands)
<TABLE>
<CAPTION>
September 30, 1995 December 31, 1994
------------------ -----------------
<S> <C> <C>
Commercial, financial
and agricultural $73,153 $61,832
Real estate - construction 12,250 11,018
Real estate - residential 414,630 410,459
Real estate - other 157,473 152,749
Consumer 73,130 71,953
-------- --------
730,636 708,011
Less: unearned income 687 516
-------- --------
Total Loans $729,949 $707,495
======== ========
NOTE F - DEPOSITS
Deposit composition was as follows, at the dates indicated:
(Dollars in thousands)
September 30, 1995 December 31, 1994
------------------ -----------------
Non-interest bearing
demand deposits $106,030 $96,955
Interest bearing:
Interest bearing demand deposits 165,188 156,025
Money market deposit accounts 74,043 92,841
Passbook/statement savings 175,931 204,034
Time deposits less than $100,000 362,706 316,371
Time deposits of $100,000
and over 37,289 32,633
-------- --------
$921,187 $898,859
======== ========
</TABLE>
NOTE G - SHAREHOLDERS' EQUITY
On July 20, 1994, the Board of Directors approved a 33 1/3% stock dividend,
payable August 29, 1994, to shareholders of record August 15, 1994. Earnings
per share, dividends per share and weighted average shares outstanding
references for 1994's first half have been restated to reflect the effects
of the stock dividend.
The acquisition of Washington County National Bank (WCNB), headquartered in
Williamsport, Maryland, was completed September 30, 1995. This acquisition
is being accounted for as a pooling of interests, accordingly, all financial
results reported herein have been pooled and prior history restated to treat
the maximum additional 1,054,888 shares that could be issued through the
acquisition as having been issued prior to January 1, 1994. WCNB had assets
of $136,181,000 and equity of $11,949,000 at September 30, 1995. WCNB
contributed net income of $1,086,000 and $910,000, respectively for the nine
month periods ended September 30, 1995 and 1994.
The effect of common stock equivalents is not significant for any period
presented.
<PAGE>
FINANCIAL TRUST CORP
PART I. - ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Summary
Financial Trust Corp recorded net income of $4,734,000 for the third quarter of
1995, a 10.9% increase over the $4,268,000 earned during the third quarter of
1994. On a per share basis, net income totaled $.61, compared to $.55 for the
third quarter of 1994 and $.58 for the second quarter of 1995.
Net income of $13,557,000 for the first nine months of 1995 represents a 9.1%
increase over the $12,427,000 earned during the first nine months of 1994. Net
income per share was $1.75 for the first nine months of 1995 and $1.60 for the
first nine months of 1994.
The following statistics compare 1995's year to date performance to that of
1994:
<TABLE>
<CAPTION>
3rd 3rd First First
Quarter Quarter Nine Months Nine Months
1995 1994 1995 1994
---- ---- ---- ----
<S> <C> <C> <C> <C>
Return on average assets 1.69% 1.56% 1.64% 1.56%
Return on average equity 14.25% 13.98% 13.93% 13.73%
Average equity/Average assets 11.87% 11.15% 11.78% 11.36%
</TABLE>
A more detailed discussion of the elements having the greatest impact on net
income follows.
Net Interest Income
Net interest income is the amount by which interest income on earning assets
exceeds interest paid on interest bearing liabilities. The amount of net
interest income is affected by changes in interest rates, account balances or
volume, and the mix of earning assets and interest bearing liabilities.
Net interest income for the third quarter of 1995 increased $509,000, or 4.3%,
over the third quarter of 1994. Net interest income for the first nine months of
1995 increased $2,162,000 or 6.3% over the first nine months of 1994.
Net interest income for 1995's third quarter grew by 4.3% (4.5% on a tax
equivalent basis) due to an 11 basis point increase in net interest margin over
1994's third quarter. The net interest margin increase was driven by a 12.4%
increase in average daily free funds that arose due to an 11.1% increase in
average daily non-interest bearing demand deposits and an 8.8% increase in
average daily shareholders' equity.
Net interest income for 1995's first nine months grew by 6.3% (6.2% on a tax
equivalent basis) due to an 11 basis point increase in net interest margin over
1994's first nine months. The net interest margin increase was fueled primarily
by a 10.2% increase in free funds. Non-interest bearing demand deposits were up
10.7%, on an average daily basis, over 1994's first nine months. Shareholders
equity increased 7.6% over the same period, on an average daily basis. Local
commercial lending has driven 1995's net interest margin increases with
commercial loans growing approximately $8 million and non-interest demand
deposits growing approximately $6 million per quarter, on an average daily basis
during 1995's second and third quarters.
<PAGE>
The tables that follow, state results on a fully taxable equivalent basis, net
of disallowed interest expense and explain further the net interest income
changes (Dollars in thousands):
<TABLE>
<CAPTION>
3rd Quarter, 1995 3rd Quarter, 1994
----------------- -----------------
Avg. Balance Rates Avg. Balance Rates
------------ ----- ------------ -----
Interest earning assets (F.T.E.) $1,044,231 8.39% $1,023,126 7.68%
Interest bearing liabilities 869,977 4.03% 868,078 3.26%
---------------------------------------------
Free Funds $174,254 $155,048
========== ==========
Net interest income (F.T.E.) $13,203 $12,635
=========== ==========
Net interest spread (F.T.E.) 4.36% 4.42%
======== ========
Free funds ratio 16.69% 15.15%
=========== ==========
Net interest margin (F.T.E.) 5.03% 4.92%
======== ========
1st Nine Months, 1995 1st Nine Months, 1994
--------------------- ---------------------
<S> <C> <C> <C> <C>
Interest earning assets (F.T.E.) $1,028,685 8.28% $991,850 7.61%
Interest bearing liabilities 861,067 3.91% 839,776 3.21%
---------------------------------------------
Free funds $167,618 $152,074
========== ========
Net interest income (F.T.E.) $38,976 $36,696
========== ========
Net interest spread (F.T.E.) 4.37% 4.40%
======== ========
Free funds ratio 16.29% 15.33%
========== ========
Net interest margin (F.T.E.) 5.01% 4.90%
======== ========
</TABLE>
Other Income and Other Expenses
Total non-interest income increased $237,000, or 4.3%, over the first nine
months of 1994. Increases were spread throughout all categories. Investment
security gains were realized via the sale of equity securities from the
available for sale portfolio.
Total non-interest expenses increased by 4.0% over the first nine months of 1994
but were unchanged in third quarter comparisons due to a $312,000 reduction in
FDIC insurance from year to year that arose due to a $477,000 refund received in
September, 1995. The decrease in FDIC insurance costs offset increases in other
areas.
<PAGE>
The provision for loan losses decreased by $29,000, or 18.7%, versus 1994's
third quarter and by $217,000, or 40.2%, year to date because loan quality
remains very good. The ratio of reserves to gross loans decreased to 1.50% at
September 30, 1995 versus 1.59% at December 31, 1994 but approximately 43% of
the $10,924,000 reserve for loan losses remains unallocated. Nonperforming
assets have decreased significantly (23.8%) since December 31, 1994, as shown in
the following summary:
Nonperforming Assets (Dollars in thousands):
<TABLE>
<CAPTION>
September 30 December 31,
1995 1994
------------ ------------
<S> <C> <C>
Loans on nonaccrual (cash) basis $2,337 $2,292
Loans past due 90 or more days and still
accruing 1,416 2,318
Nonperforming renegotiated loans 0 394
Other real estate owned (OREO) 941 1,158
Total nonperforming assets $4,694 $6,162
====== ======
Ratio of nonperforming assets to
total loans and OREO 0.64% 0.87%
Ratio of nonperforming assets to
total assets 0.42% 0.57%
Ratio of reserve for loan losses
to nonperforming assets 232.72% 182.86%
Ratio of reserve for loan losses
to nonaccrual loans and OREO 438.50% 326.61%
</TABLE>
Income before income taxes is up $1,709,000 and income tax expense is up
$579,000 over 1994's first nine months. This appropriately reflects our marginal
income tax bracket. The effective federal income tax rates were 25.3% for 1995's
first nine months and 24.4% for 1994's first nine months.
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
The Corporation continues to follow a strategy of pricing assets and liabilities
according to prevailing market rates and matching maturities as prudently as
possible within the guidelines of sound marketing and competitive practices. The
overall liquidity is strengthened by the reliance upon core deposits as the
major source of funds.
The primary objective of Financial Trust Corp's asset/liability management is to
maximize net interest income while maintaining adequate levels of liquidity and
interest rate risk. Meeting the needs of the local communities we serve is also
quite important. Management is committed to continued investment in these local
communities and is confident that it will be able to meet credit demands while
preserving liquidity and profitability.
Rate sensitivity is measured primarily by the use of monthly gap analyses for
each of the five financial institutions as well as on a consolidated banking
company basis. While individual institutions may become positively or negatively
gapped, within the framework of their ALCO policies, the consolidated gap
position is kept balanced and moves only minimally from a 1 to 1 relationship
for rate sensitive assets to rate sensitive liabilities. Consolidated banking
company gap analysis prepared as of September 30, 1995 on a cumulative basis
demonstrates the following rate sensitive asset/rate sensitive liability ratios
at the date:
Including Prepayments Excluding Prepayments
0 - 3 months .83 to 1 .78 to 1
0 - 6 months .95 to 1 .86 to 1
0 - 9 months 1.17 to 1 1.06 to 1
0 -12 months 1.33 to 1 1.19 to 1
Our gaps historically stay in a rather tight range. We feel that we can react to
rate movements in either direction from our current position. We perform
quarterly interest rate shock analyses at the bank level to supplement the gap
analysis.
Historically, the Corporation has operated with a very strong capital base, well
above industry averages. Total shareholders' equity represented 12.15% of assets
at September 30, 1995, versus 11.30% one year earlier. The consolidated risk
based capital ratios at September 30, 1995 were 18.62% for Tier 1 and 19.87% for
total capital. At September 30, 1994 those ratios were 17.41% for Tier 1 and
18.65% for total capital. The Tier 1 leverage ratio at September 30, 1995 was
11.63%. All banking and thrift subsidiaries individually exceed minimum
regulatory capital requirements at September 30, 1995 by a comfortable margin.
Given the strong capital base, no equity raising activities are planned for the
near future. Capital position and asset quality have consistently been strengths
of the Corporation.
Any loans classified for regulatory purposes as loss, doubtful, substandard or
special mention that have not been disclosed under Item III of Industry Guide 3
do not represent or result from trends or uncertainties which management
reasonably expects will materially impact future operating results, liquidity or
capital resources.
Financial Trust Corp's management is not aware of any current recommendations by
regulatory authorities which, if implemented, would have a material effect on
the corporations's liquity capital resources or operations.
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
Neither Financial Trust Corp nor any subsidiary is a part to any
material legal proceedings other than ordinary routine litigation
incidental to their business.
Item 6. Exhibits and Reports on Form 8-K
No reports on Form 8-K were filed during the three months ending
September 30, 1995. A Form 8-K was filed in October 1995 announcing the
completion of the Washington County National Bank acquisition and
disclosing that it would be accounted for as a pooling of interests.
S I G N A T U R E S
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.
FINANCIAL TRUST CORP
--------------------
(Registrant)
Date________________________ ________________________________________
Ray L. Wolfe, Chairman and CEO
(Principal Executive Officer)
Date________________________ ________________________________________
Bradley S. Everly
Senior Vice President, Treasurer and CFO
(Principal Financial Officer)
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED
FROM THE CONSOLIDATED FINANCIAL STATEMENTS AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> SEP-30-1995
<CASH> 40,295
<INT-BEARING-DEPOSITS> 268
<FED-FUNDS-SOLD> 3,150
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 61,193
<INVESTMENTS-CARRYING> 242,828
<INVESTMENTS-MARKET> 244,102
<LOANS> 729,949
<ALLOWANCE> 10,924
<TOTAL-ASSETS> 1,118,079
<DEPOSITS> 921,187
<SHORT-TERM> 51,400
<LIABILITIES-OTHER> 8,910
<LONG-TERM> 761
0
0
<COMMON> 38,829
<OTHER-SE> 96,992
<TOTAL-LIABILITIES-AND-EQUITY> 1,118,079
<INTEREST-LOAN> 48,041
<INTEREST-INVEST> 12,796
<INTEREST-OTHER> 550
<INTEREST-TOTAL> 61,387
<INTEREST-DEPOSIT> 23,102
<INTEREST-EXPENSE> 25,154
<INTEREST-INCOME-NET> 36,233
<LOAN-LOSSES> 323
<SECURITIES-GAINS> 218
<EXPENSE-OTHER> 23,505
<INCOME-PRETAX> 18,146
<INCOME-PRE-EXTRAORDINARY> 18,146
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 13,557
<EPS-PRIMARY> 1.75
<EPS-DILUTED> 1.75
<YIELD-ACTUAL> 7.96
<LOANS-NON> 2,337
<LOANS-PAST> 1,416
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 18
<ALLOWANCE-OPEN> 11,267
<CHARGE-OFFS> 779
<RECOVERIES> 113
<ALLOWANCE-CLOSE> 19,924
<ALLOWANCE-DOMESTIC> 6,239
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 4,685
</TABLE>