FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20949
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES AND EXCHANGE ACT OF 1934
For The Quarter Ended March 31, 1995 Commission File No. 0-10680
CITIZENS BANCORP
(exact name of registrant as specified in its charter)
Maryland 52-1239452
(State or other jurisdiction of (I.R.S. Employer
incorporation of organization) identification No.)
14401 Sweitzer Lane, Laurel, MD 20707
(Address of principal executive offices)
(301) 206-6080
(Registrant's telephone number, including area code)
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
As of April 18, 1995, registrant has 14,989,544 shares of
Common Stock issued.
<PAGE>
INDEX
CITIZENS BANCORP AND SUBSIDIARIES
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Consolidated Statements of Condition - March 31, 1995 and
December 31, 1994.
Consolidated Statements of Income - Three months ended March
31, 1995 and 1994.
Consolidated Statements of Changes in Stockholders' Equity -
Three months ended March 31, 1995 and 1994.
Consolidated Statements of Cash Flows - Three months ended
March 31, 1995 and 1994.
Notes to Consolidated Financial Statements.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
PART II. OTHER INFORMATION
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
<PAGE>
<TABLE>
CITIZENS BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Dollars in Thousands, Except Per Share Data)
<CAPTION>
For Three Months
Ended March 31,
1995 1994
<S> <C> <C>
INTEREST INCOME
Interest and Fees on Loans
and Leases $40,477 $33,330
Interest and Dividends on Securities:
Securities Available for Sale 5,045 1,669
Taxable Investment Securities 16,300 13,502
Tax-exempt Investment Securities 582 639
Interest on Federal Funds Sold
and Securities Purchased
Under Resale Agreements - 338
Total Interest Income 62,404 49,478
INTEREST EXPENSE
Interest on Deposits 18,967 17,563
Interest on Short-term Borrowings 9,216 898
Total Interest Expense 28,183 18,461
NET INTEREST INCOME 34,221 31,017
Provision for Loan Losses (1,720) (1,515)
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES 32,501 29,502
OTHER INCOME
Service Charges on Deposit Accounts 4,859 4,683
Other Service Charges and Fees 1,719 1,373
Other 2,284 2,454
Total Other Income 8,862 8,510
OTHER EXPENSES
Compensation and Employee Benefits 13,924 13,613
Occupancy and Equipment 5,895 5,379
Other 7,826 7,578
Total Other Expenses 27,645 26,570
INCOME BEFORE INCOME TAXES 13,718 11,442
Income Taxes 5,116 4,275
NET INCOME $ 8,602 $ 7,167
PER SHARE OF COMMON STOCK
Net Income $ .58 $ .48
</TABLE>
<PAGE>
<TABLE>
CITIZENS BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CONDITION
(Dollars In Thousands, Except Per Share Data)
<CAPTION>
March 31, Dec. 31,
1995 1994
<S> <C> <C>
ASSETS
Cash and Cash Equivalents . . . . . . . . $ 195,072 $ 215,114
Securities Available for Sale 329,830 232,150
Investment Securities (fair value
of $1,154,996 and $1,132,082,
in 1995 and 1994 respectively) 1,191,569 1,195,219
Loans and Leases . . . . . . . . . . . 2,006,901 1,965,767
Less Unearned Income on Loans . . . . . 10,202 12,556
Total Loans 1,996,699 1,953,211
Less Allowance for Loan Losses. . . . . 33,025 32,249
Net Loans and Leases . . . . . . . . 1,963,674 1,920,962
Premises and Equipment, Net . . . . . . . 56,761 57,872
Accrued Income and Other Assets . . . . . 63,822 66,811
Total Assets . . . . . . . . . . . . $3,800,728 $3,688,128
</TABLE>
<TABLE>
<CAPTION>
LIABLILITIES
<S> <C> <C>
Deposits:
Noninterest-bearing . . . . . . . . $ 663,411 $ 692,025
Interest-bearing . . . . . . . . . . 2,187,181 2,090,250
Total Deposits . . . . . . . . . . 2,850,592 2,782,275
Short-term Borrowings . . . . . . . . . . 618,160 588,295
Other Liabilities . . . . . . . . . . . . 17,133 11,179
Total Liabilities . . . . . . . . 3,485,885 3,381,749
STOCKHOLDERS' EQUITY
Preferred Stock, $10.00 Par Value;
2,500,000 Shares; Outstanding, None
Common Stock, $2.50 Par Value;
125,000,000 Shares Authorized;
14,963,583 Shares Issued (1995) and
$14,931,843 (1994) . . . . . . . . . . 37,411 37,330
Capital Surplus . . . . . . . . . . . . . 117,714 116,939
Retained Earnings . . . . . . . . . . . . 159,348 154,948
Unrealized Market Gain(Loss) on
Securities Available for Sale . . . . . 370 (2,838)
Total Stockholders' Equity . . . . 314,843 306,379
Total Liabilities and
Stockholders' Equity . . . . . . $3,800,728 $3,688,128
</TABLE>
<PAGE>
<TABLE>
PART I, Item 1 (Continued)
CITIZENS BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES
IN STOCKHOLDERS' EQUITY
(Dollars In Thousands, Except Per Share Data)
<CAPTION> Net
Unrealized
Gain (Loss)
on Securities
Common Capital Retained Available
Stock Surplus Earnings for Sale Total
<S> <C> <C> <C> <C> <C>
BALANCE,
JANUARY 1, 1994 . . . . . . . $ 37,012 $113,684 $139,980 $ - $290,676
Net Income . . . . . . . . 7,167 7,167
Effect of Adapting SFAS 115
at Jan. 1, 1994 603 603
Cash Dividends Paid On
Common Stock . . . . . . (4,005) (4,005)
Shares of Common Stock
Sold . . . . . . . . . . 80 780 860
Net unrealized Loss on
Securities Available
for sale (2,043) (2,043)
BALANCE,
MARCH 31, 1994 . . . . . . . $ 37,092 $114,464 $143,142 (1,440) $293,258
BALANCE,
JANUARY 1, 1995 . . . . . . . $ 37,330 $116,939 $154,948 $ (2,838) $306,379
Net Income . . . . . . . . 8,602 8,602
Cash Dividends Paid On
Common Stock . . . . . . (4,202) (4,202)
Shares of Common Stock
Sold . . . . . . . . . . 81 775 856
Net unrealized Gain on
Securities Available
for Sale 3,208 3,208
BALANCE,
MARCH 31, 1995 . . . . . . . $ 37,411 $117,714 $159,348 $ 370 $314,843
</TABLE>
PAGE
<PAGE>
<TABLE>
PART I, Item 1 (Continued)
CITIZENS BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
(Dollars In Thousands)
<CAPTION>
For Three Months
Ended March 31,
1995 1994
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income . . . . . . . . . . . . . . $ 8,602 $ 7,167
Adjustments to Reconcile Net Cash
Provided by Operating Activities:
Net Loans Held for Resale . . . . . (2,017) (3,878)
Provision for Loan Losses . . . . 1,720 1,515
Provision for Loss on Real Estate
Acquired in Settlement of Loans 276 615
Depreciation and Amortization. . . . 2,061 1,520
Amortization of Intangible Assets. . 362 350
Net Amortization Accretion of
Premium/Discount on Securities . 376 1,540
Decrease in Accrued Interest
Receivable and Other Assets 160 3,544
Increase in Other Liabilities 4,099 3,295
Other . . . . . . . . . . . . . . . (463) (194)
Net Cash Provided by
Operating Activities . . . . $ 15,176 $ 15,474
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from Maturities of
Investment Securities:
Available for Sale . . . . . . . $ 50,138 $ 32,521
Held to Maturity . . . . . . . . 24,110 106,728
Purchases of Investment Securities:
Available for Sale . . . . . . . (142,634) (124,843)
Held to Maturity . . . . . . . . (20,957) (56,753)
Net (Increase) in Federal
Funds Sold and Securities
Purchased Under Resale Agreement - (2,532)
Net (Increase) in Loans
and Lease Receivables . . . . . (43,204) (37,404)
Purchases of Premises and Equipment (1,661) (2,181)
Proceeds from Sale of Real Estate
Acquired in Settlement of Loans 4,185 776
Development Costs of Real Estate
Acquired in Settlement of Loans (807) (623)
Other 776 5
Net Cash Used in
Investing Activities . . . . . . . $ (130,054) $ (84,306)
<PAGE>
PART I, Item 1 (Continued)
For Three Months
Ended March 31,
1995 1994
CASH FLOWS FROM FINANCING ACTIVITIES
Net (Decrease) Increase in Noninterest-
bearing Deposits . . . . . . . . . . $ (28,614) $ 21,895
Net Increase in Interest-bearing
Deposits . . . . . . . . . . . . . . 96,931 34,541
Net Increase in Short-term
Borrowings . . . . . . . . . . . . . 29,865 14,565
Sale of Common Stock . . . . . . . . . 856 860
Cash Dividends Paid on Common Stock . (4,202) (4,005)
Net Cash Provided by Financing
Activities . . . . . . . . . $ 94,836 $ 67,856
Net (Decrease) in Cash and Cash
Equivalents . . . . . . . . . . . . . (20,042) (976)
Cash and Cash Equivalents, Beginning
of Period . . . . . . . . . . . . . . 215,114 188,691
Cash and Cash Equivalents, End of
Period . . . . . . . . . . . . . . . $ 195,072 $ 187,715
</TABLE>
<PAGE>
<PAGE>
PART I, Item 1 (Continued)
CITIZENS BANCORP AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Three Months Ended March 31, 1995
NOTE 1. UNAUDITED FINANCIAL STATEMENTS
The accompanying unaudited, consolidated, financial statements
have been prepared by Citizens Bancorp in accordance with generally
accepted accounting principles, pursuant to the rules and
regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures normally included in financial
statements have been condensed or omitted pursuant to such rules
and regulations, although management believes that the disclosures
are adequate to make the information presented not misleading. In
the opinion of management, all adjustments made to the unaudited
interim financial statements were of a normal recurring nature. It
is suggested that these condensed financial statements be read in
conjunction with the financial statements and the notes thereto
included in the Citizens Bancorp and Subsidiaries' Annual Report to
Stockholders for the year ended December 31, 1994.
NOTE 2. EARNINGS PER SHARE
Earnings per share have been calculated on the basis of the
weighted average number of shares outstanding for the applicable
periods. Weighted average number of shares were 14,958,346 and
14,830,852 for the three months ended March 31, 1995 and 1994,
respectively.
NOTE 3. SUPPLEMENTAL CASH FLOW INFORMATION
Interest paid during the three months ended March 31, 1995 and
1994 was approximately $27.7 million and $18.7 million,
respectively. In addition, the Corporation paid income taxes of
approximately $4.7 million and $1.4 million during the three months
ended March 31, 1995 and 1994, respectively.
In a non-cash investing activities, the Corporation transferred
$232 thousand to Loans Receivable from Real Estate Acquired in
Settlement of Loans during the three months ended March 31, 1994.
This resulted from an insubstance foreclosure property being
reclassified into Loans Receivable in accordance with regulatory
guidelines. For the same period in 1995, $789 thousand was
transferred from Loans Receivable to Real Estate Acquired in
Settlement of Loans.
<PAGE>
NOTE 4. NEW ACCOUNTING PRONOUNCEMENTS
Citizens Bancorp adopted SFAS No. 114, Accounting by Creditors
for Impairment of a Loan, effective January 1, 1995. This statement
requires the Corporation to measure the value of each impaired loan
based on the present value of its expected future cash flows
discounted at the loan's effective interest rate or, as a practical
expedient, the loans observable market price or the fair value of
the collateral if the loan is collateral dependent. Citizens
Bancorp also adopted SFAS No. 118, Accounting by Creditors for
Impairment of a Loan - Income Recognition and Disclosures. This
statement amends SFAS No. 114 to allow creditors to use existing
methods for recognizing interest income on impaired loans. The
adoption of these statements did not have a material impact on its
financial position or results of operations for the three months
ended March 31, 1995.
<PAGE>
<TABLE>
PART I, Item 2
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
CITIZENS BANCORP AND SUBSIDIARIES
(Dollars In Thousands, Except Per Share Data)
Selected financial information for Citizens Bancorp and
Subsidiaries is listed below:
<CAPTION>
Three Months Three Months
Ended Ended
March 31, March 31,
1995 1994
<S> <C> <C>
CONDENSED INCOME STATEMENT
Interest Income . . . . . . . . . . $ 62,404 $ 49,478
Interest Expense . . . . . . . . . 28,183 18,461
Net Interest Income . . . . . . . . 34,221 31,017
Provision for Loan Losses . . . . . 1,720 1,515
Other Income . . . . . . . . . . . 8,862 8,510
Other Expenses . . . . . . . . . . 27,645 26,570
Net Income . . . . . . . . . . . . 8,602 7,167
PER SHARE OF COMMON STOCK
Net Income . . . . . . . . . . . . $ .58 $ .48
Dividends Paid . . . . . . . . . . .28 .27
Book Value . . . . . . . . . . . . 21.04 19.76
OTHER INFORMATION
Total Average Assets . . . . . . . $3,713,828 $3,272,905
Total Assets . . . . . . . . . . . 3,800,728 3,347,461
Total Average Stockholders' Equity 311,099 294,519
RATIOS
Interest Margin . . . . . . . . . . 4.04% 4.23%
Loans to Deposits . . . . . . . . . 71.40 63.05
Capital to Assets . . . . . . . . . 8.38 9.00
Return on Equity . . . . . . . . . 11.22 9.87
Return on Assets . . . . . . . . . .94 .89
Loans to Assets . . . . . . . . . . 52.74 54.58
Dividends Paid to Net Income . . . 48.85 55.88
Reserve for Loan Losses to Loans . 1.65 1.65
</TABLE>
PAGE
<PAGE>
<TABLE>
PART I, Item 2 (Continued)
CITIZENS BANCORP AND SUBSIDIARIES
QUARTERLY AVERAGE CONSOLIDATED STATEMENTS
OF CONDITION AND RATES
<CAPTION>
Three Months - 1995 Three Months - 1994
Average Average
Balance Interest Rate Balance Interest Rate
(Taxable Equivalent Basis, Dollars In Thousands)
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Loans:
Commercial . . . . . $ 354,455 $ 7,764 8.88% $ 310,110 $ 5,287 6.91%
Real Estate . . . . 956,920 21,372 9.06 856,758 16,864 7.98
Consumer . . . . . . 647,434 11,341 7.10 619,416 11,179 7.32
Total Loans . . . 1,958,809 40,477 8.38 1,786,284 33,330 7.57
Securities:
Securities Available
for Sale . . . . 320,483 5,045 6.38 142,905 2,007 5.70
Taxable Investment . 16,300 5.72 999,762 12,823 5.20
Securities . . . . 1,155,712 16,300 5.72 999,762 12,823 5.20
Non-Taxable Investment
Securities 31,677 895 11.46 36,535 980 10.88
Total Investment
Securities . . . 1,507,872 22,240 5.98 1,179,202 15,810 5.44
Short-term Investments - - - 42,473 338 3.22
Total Interest
Earning Assets . 3,466,681 $62,717 7.34% 3,007,959 $49,818 6.72%
Cash . . . . . . . . . 159,504 164,101
Reserve for Loan
Losses . . . . . . . (32,722) (29,398)
Other Assets . . . . . 120,365 130,243
Total Assets $3,713,828 $3,272,905
</TABLE>
<PAGE>
PART I, Item 2 (Continued)
Results of Operations
Net income for the three months ended March 31, 1995 increased
$ 1.4 million or 20.0% from the corresponding period in 1994.
Earnings per share for the three months totaled $.58 which was
$.10 or 20.8% greater than the first three months of 1994. The
Corporation's returns on average equity were 11.22% and 9.87% for
the three months ended March 31, 1995 and 1994, respectively. The
Corporation's returns on average assets were .94% and .89% for the
three months ended March 31, 1995 and 1994, respectively.
Net Interest Income
Net interest income for the three months ended March 31, 1995
increased $3.2 million or 10.3% from the corresponding period in
1994. This increase resulted primarily from the approximately
$458.7 million in additional outstanding earning assets in the
first quarter of 1995 compared to the first quarter of 1994.
Average earning assets increased due to an additional $172.5
million (9.6%) in average loans outstanding and $328.7 million
(27.9%) in average securities outstandings. Funding for the loan
and securities growth was obtained through a 14.5% growth in
noninterest and interest bearing liabilities from the previous year
balances.
In the table below, net interest income is presented on a
"taxable equivalent" basis. The income earned on tax-exempt
assets, such as municipal securities, is adjusted for analytical
purposes to recognize the income tax savings which facilitates
comparison between taxable and tax-exempt assets.
<PAGE>
<TABLE>
PART I, Item 2 (Continued)
<CAPTION>
Three Months - 1995 Three Months - 1994
Average Average
Balance Interest Rate Balance Interest Rate
(Taxable Equivalent Basis, Dollars In Thousands)
<S> <C> <C> <C> <C> <C> <C>
LIABILITIES AND
STOCKHOLDERS' EQUITY
Deposits:
Savings and Demand . $ 936,343 $ 6,272 2.72% $ 988,235 $ 6,415 2.63%
Money Market . . . . 453,387 3,620 3.24 534,322 3,251 2.47
Time Certificates . 722,419 9,075 5.09 689,076 7,897 4.65
Total . . . . . . 2,112,149 18,967 3.64 2,211,633 17,563 3.22
Short-term Borrowings 643,963 9,216 5.80 126,516 898 2.88
Total Interest-bearing
Liabilities . . . . 2,756,112 28,183 4.15 2,338,149 18,461 3.20
Noninterest-bearing
Deposits . . . . . . 631,292 621,562
Other Liabilities . . 15,325 18,675
Stockholders' Equity . 311,099 294,519
Total Liabilities and
Stockholders' Equity $3,713,828 $3,272,905
Net Interest Income . $34,534 $31,357
Net Interest Margin . 4.04% 4.23%
</TABLE>
PAGE
<PAGE>
PART I, Item 2 (Continued)
Provision for Loan Loss and Allowance
The provision for loan losses was $ 1.7 million for the three
months ended March 31, 1995 compared to $1.5 million for the
comparable 1994 period. Net loan charge-offs were $945 thousand
and $648 thousand for the three months ended March 31, 1995 and
1994, respectively. There are no recommendations by the regulatory
authorities which, if they were to be implemented, would have a
material effect on liquidity, capital resources or operations.
The allowance for loan losses was $33.0 million and $29.9
million at March 31, 1995 and 1994, respectively. The allowance
approximates 1.65% of total loans outstanding at both March 31,
1995 and 1994, respectively. The allowance represents coverage of
181.3% and 151.8% of non-performing loans outstanding at March 31,
1995 and 1994, respectively. At March 31, 1995 and 1994 there were
$18.2 million and $19.7 million in non-performing loans
outstanding.
At March 31, 1995 and 1994 there were $15.5 million and $25.1
million, respectively in other real estate owned by the
Corporation.
Other Income and Expense
Other income for the three months ended March 31, 1995
increased $352 thousand or 4.1% from the comparable 1994 period.
The increase was primarily due to higher transaction volumes
resulting in increased service charge fees.
PAGE
<PAGE>
PART I, Item 2 (Continued)
Other expenses increased $1.1 million or 4.0% for the three
months ended March 31, 1995 compared to the same period in 1994.
Income Taxes
Federal and state income taxes increased 19.7% for the three
months ended March 31, 1995 when compared with 1994. This resulted
primarily from higher levels of pre-tax income and maturities of
tax-exempt investments.
The Corporation's effective income tax rates were 37.3% and
37.4% for the three months ended March 31, 1995 and 1994,
respectively.
Financial Condition
As reflected in the Consolidated Statements of Cash Flows, net
cash provided by operating activities was $15.2 million and $15.5
million for the three months ended March 31, 1995 and 1994,
respectively.
Purchases of investment securities and growth in loans
outstanding were the Corporation's most significant investing
activities. During the first three months of 1995, approximately
$90 million of securities purchases were consummated in excess of
replacement of maturing securities. Loan demand strengthened in the
three months ended March 31, 1995 with $43 million in net new loans
booked. Deposit growth in the first quarter of 1995 increased $97
million in interest bearing deposits, offset by a $29 million
decrease in non-interest bearing deposits.
Capital Resources
The Federal Reserve Board sets standards for measuring capital
adequacy for U.S. banking organizations. These standards classify
capital into two tiers, referred to as Tier 1 and Tier 2.
At March 31, 1995 and 1994, Citizens Bancorp's Tier I risk-
based capital ratio was 13.0% and 13.1%, respectively, well in
excess of the 4% regulatory requirement. For the same periods, the
total risk-based capital ratio was 14.2% and 14.3%, respectively,
also well in excess of the 8% requirement. The leverage ratio
stood at 8.5% and 8.8% at March 31, 1995 and 1994, respectively,
meeting the 4% ratio test.
PAGE
<PAGE>
PART I, Item 2 (Continued)
At March 31, 1995 and 1994, Citizens Bank of Maryland's Tier
I risk-based capital ratio was 12.5% and 13.0%, respectively. For
the same periods, the total risk-based capital ratio was 13.7% and
14.2%, respectively. The leverage ratio stood at 8.0% and 8.7% at
March 31, 1995 and 1994, respectively.
At March 31, 1995 and 1994 Citizens Bank of Washington's Tier
I risk-based capital ratio was 14.4% and 13.4%, respectively. For
the same periods, the total risk-based capital ratio was 15.6% and
14.6%, respectively. The leverage ratio stood at 10.4% and 9.1% at
March 31, 1995 and 1994, respectively. At March 31, 1995 and 1994
Citizens Bank of Virginia's Tier I risk-based capital ratio was
12.6% and 11.9%, respectively. For the same periods, the total
risk-based capital ratio was 13.8% and 13.1%, respectively. The
leverage ratio stood at 7.8% and 8.5% at March 31, 1995 and 1994,
respectively.
PAGE
<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 a Vote of Security Holders - See
proxy statement filed with the Securities and Exchange
Commission on April 5, 1991.
Item 5. Other Information - None
Item 6. Exhibits and Reports on Form 8-K - None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.
CITIZENS BANCORP
By
Kaye A. Simmons
Treasurer
Principal Accounting Officer
By
Jean G. Salamone
Secretary
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1995
<CASH> 195072
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 329830
<INVESTMENTS-CARRYING> 1191569
<INVESTMENTS-MARKET> 1154996
<LOANS> 1996699
<ALLOWANCE> 33025
<TOTAL-ASSETS> 3800728
<DEPOSITS> 2850592
<SHORT-TERM> 618160
<LIABILITIES-OTHER> 17133
<LONG-TERM> 0
<COMMON> 37411
0
0
<OTHER-SE> 277432
<TOTAL-LIABILITIES-AND-EQUITY> 3800728
<INTEREST-LOAN> 40477
<INTEREST-INVEST> 21927
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 62404
<INTEREST-DEPOSIT> 18967
<INTEREST-EXPENSE> 28183
<INTEREST-INCOME-NET> 34221
<LOAN-LOSSES> 1720
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 27645
<INCOME-PRETAX> 13718
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 8602
<EPS-PRIMARY> .58
<EPS-DILUTED> .58
<YIELD-ACTUAL> 4.04
<LOANS-NON> 18221
<LOANS-PAST> 1966
<LOANS-TROUBLED> 15977
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 32250
<CHARGE-OFFS> 1431
<RECOVERIES> 486
<ALLOWANCE-CLOSE> 33025
<ALLOWANCE-DOMESTIC> 1720
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>