<PAGE> 1
HORIZON BANCORP
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
450 5th Street N.W.
Washington, D.C. 20549
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended March 31, 1999 commission file number 0-10792
-------------- -------
HORIZON BANCORP
---------------
(Exact name of registrant as specified in its charter)
Indiana 35-1562417
------- ----------
(State or other jurisdiction of incorporation or (I.R. S. Employer
organization) Identification No.)
515 Franklin Square, Michigan City, Indiana 46360
- ------------------------------------------- -----
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (219) 879-0211
---------------
Securities registered pursuant to Section 12(b) of the Act:
NONE
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, no par value
--------------------------
(Title of class)
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:
665,686 at April 30, 1999
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<PAGE> 2
HORIZON BANCORP AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(Dollar Amounts in Thousands)
<TABLE>
<CAPTION>
MARCH 31, December 31,
1999 1998
- --------------------------------------------------------------------------------------------------
<S> <C> <C>
ASSETS
Cash and due from banks $ 10,966 $ 12,771
Federal funds sold 18,500
Interest-bearing demand deposits 1,739 598
----------------------
Cash and cash equivalents 12,705 31,869
Interest-bearing deposits 226 225
Investment securities
Available for sale 73,817 54,612
Held to maturity (fair value of $10,421 and $12,090) 10,068 11,746
----------------------
Total investment securities 83,885 66,358
Loans held for sale
Loans, net of allowance for loan losses of $2,750 and $2,787 293,739 287,559
Premises and equipment 18,630 18,393
Federal Reserve and Federal Home Loan Bank stock 3,973 3,973
Interest receivable 2,386 2,249
Other assets 4,506 5,528
----------------------
Total assets $ 420,050 $ 416,154
======================
LIABILITIES
Deposits
Noninterest bearing $ 45,496 $ 58,658
Interest bearing 280,782 263,743
----------------------
Total deposits 326,278 322,401
Short-term borrowings 4,725 4,000
Federal Home Loan Bank advances 54,000 54,000
Interest payable 912 817
Other liabilities 3,102 3,050
----------------------
Total liabilities 389,017 384,268
----------------------
COMMITMENTS AND CONTINGENCIES
EQUITY RECEIVED FROM CONTRIBUTIONS AND DIVIDENDS TO THE ESOP 4,518 4,418
----------------------
STOCKHOLDERS' EQUITY
Common stock, $1 stated value
Authorized -- 5,000,000 shares
Issued -- 1,034,428 shares, less ESOP shares of 292,710 and 292,960
742 741
Additional paid-in capital 8,713 8,834
Retained earnings 24,555 24,201
Accumulated other comprehensive income 105 336
Less treasury stock, at cost, 202,196 and 183,048 shares (7,600) (6,644)
----------------------
Total stockholders' equity 26,515 27,468
----------------------
Total liabilities and stockholders' equity $ 420,050 $ 416,154
======================
</TABLE>
<PAGE> 3
HORIZON BANCORP AND SUBSIDIARIES
Consolidated Statement of Income
(DOLLAR AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------
THREE MONTHS ENDED MARCH 31 1999 1998
- ------------------------------------------------------------------------
<S> <C> <C>
INTEREST INCOME
Loans receivable $6,180 $5,931
Investment securities
Taxable 1,219 933
Tax exempt 101 110
---------------
Total interest income 7,500 6,974
---------------
INTEREST EXPENSE
Deposits 2,975 2,475
Federal funds purchased and short-term borrowings 3 45
Federal Home Loan Bank advances 791 589
---------------
Total interest expense 3,769 3,109
---------------
NET INTEREST INCOME 3,731 3,865
Provision for loan losses 240 325
---------------
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 3,491 3,540
---------------
OTHER INCOME
Service charges on deposit accounts 489 596
Fiduciary activities 481 530
Commission income from insurance agency 235
Income from reinsurance company 54 34
Other income 112 134
---------------
Total other income 1,371 1,294
---------------
OTHER EXPENSES
Salaries and employee benefits 2,240 2,114
Net occupancy expenses 429 292
Data processing and equipment expenses 526 559
Other expenses 1,019 1,118
---------------
Total other expenses 4,214 4,102
---------------
INCOME BEFORE INCOME TAX 648 732
Income tax expense 203 181
---------------
NET INCOME $ 445 $ 551
===============
BASIC AND DILUTED EARNINGS PER SHARE $ 0.66 $ 0.79
===============
</TABLE>
<PAGE> 4
HORIZON BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
(Table Dollar Amounts in Thousands)
<TABLE>
<CAPTION>
FOR THE THREE MONTHS ENDED
1999 1998
---- ----
<S> <C> <C>
Beginning of period $ 27,468 $ 28,709
Net income 455 551
Cash dividends ($0.45 per share for the three month ended March 31, 1999 and 1998) (290) (312)
Purchase of treasury stock (956) (251)
Net repurchases and distributions with ESOP 69 (79)
Change in unrealized holding gain/(loss) on investment securities (231) (49)
--------------------
End of period $ 26,515 $ 28,569
====================
</TABLE>
<PAGE> 5
HORIZON BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(Dollar Amounts in Thousands)
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31 1999 1998
- -------------------------------------------------------------------------------------------------------
<S> <C> <C>
OPERATING ACTIVITIES
Net income $ 455 $ 551
Adjustments to reconcile net income to net cash provided by operating
activities
Provision for loan losses 240 325
Additional paid-in capital from release of ESOP shares 49 (49)
Depreciation and amortization 317 281
Deferred income tax 23 32
Investment securities amortization, net 52 52
Loss on sale of investment securities 5
(Gain) loss on disposal of fixed assets 2
Deferred loan fees (21) (30)
Unearned income 146 (68)
Net change in
Interest receivable (172) 166
Interest payable 95 116
Other assets 1,271 94
Other liabilities 52 (1,623)
-------------------
Net cash provided by operating activities 2,512 (151)
-------------------
INVESTING ACTIVITIES
Net change in interest-bearing deposits (1)
Purchases of securities available for sale (24,158) (9,074)
Proceeds from maturities, calls, and principal repayments of securities
available for sale 3,624 3,673
Proceeds from sales of securities available for sale 920
Purchases of securities held to maturity (885)
Proceeds from maturities, calls, and principal repayments of securities held
to maturity 1,678 733
Net change in loans (6,637) (236)
Proceeds from sales of loans 2,207
Recoveries on loans previously charged-off 92 137
Purchases of premises and equipment (554) (377)
-------------------
Net cash provided (used) by investing activities (25,032) (3,822)
-------------------
</TABLE>
<PAGE> 6
HORIZON BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(Dollar Amounts in Thousands)
<TABLE>
<CAPTION>
<S> <C> <C>
FINANCING ACTIVITIES
Net change in
Deposits $ 3,877 $(13,608)
Short-term borrowings 725 (13,000)
Federal Home Loan Bank advances 4,000
Dividends paid (290) (312)
Purchase of treasury stock (956) (251)
--------------------
Net cash provided (used) by financing activities 3,356 4,045
--------------------
NET CHANGE IN CASH AND CASH EQUIVALENTS (19,164) 72
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 31,869 20,358
====================
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 12,708 $ 20,430
====================
ADDITIONAL CASH FLOWS INFORMATION
Interest paid $ 3,674 $ 2,591
Income tax paid 0 0
</TABLE>
<PAGE> 7
HORIZON BANCORP AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Table Dollar Amounts in Thousands)
NOTE 1 - BASIS OF PRESENTATION
The accompanying consolidated financial statements include the accounts of
Horizon Bancorp (Horizon) and its wholly-owned subsidiaries, Horizon Bank, N.A.
(Bank), HBC Insurance Group, Inc. (Insurance Company) and The Loan Store, Inc.
All intercompany balances and transactions have been eliminated. The results of
operations for the period ended March 31, 1999 and March 31, 1998 are not
necessarily indicative of the operating results for the full year of 1999 or
1998. These interim financial statements are prepared without audit and reflect
all adjustments (consisting of normal recurring adjustments) which, in the
opinion of management, are necessary to present fairly the consolidated position
of Horizon Bancorp at March 31, 1999 and its results of operations and cash
flows for the periods presented. The accompanying consolidated financial
statements do not purport to contain all the necessary financial disclosure
required by generally accepted accounting principals that might otherwise be
necessary in the circumstances and should be read in conjunction with the 1998
Horizon Bancorp consolidated financial statements and related notes thereto
included in its Annual Report for the year ended December 31, 1998.
NOTE 2 - INVESTMENT SECURITIES
<TABLE>
<CAPTION>
1999
-----------------------------------------------------------------------
AMORTIZED GROSS UNREALIZED GROSS UNREALIZED FAIR
MARCH 31 COST GAINS LOSSES VALUE
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Available for sale
U.S. Treasury and federal agencies $ 35,953 $ 54 $142 $35,865
GNMA mortgage-backed securities 3,943 76 7 4,012
FHLMC mortgage-backed securities 8,271 158 3 8,426
FNMA mortgage-backed securities 17,088 194 1 17,281
GNMA collateralized mortgage obligation 8,070 214 7,856
Marketable equity securities 316 61 377
-----------------------------------------------------------------------
Total available for sale 73,641 543 367 73,817
-----------------------------------------------------------------------
Held to maturity
Federal agencies 1,390 49 1,440
State and municipal 8,678 303 8,981
-----------------------------------------------------------------------
Total held to maturity 10,068 352 10,421
-----------------------------------------------------------------------
Total investment securities $83,709 $895 $367 $84,238
=======================================================================
</TABLE>
<PAGE> 8
HORIZON BANCORP AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Table Dollar Amounts in Thousands
<TABLE>
<CAPTION>
1998
-----------------------------------------------------------------------
GROSS GROSS
AMORTIZED UNREALIZED UNREALIZED VALUE
DECEMBER 31 COST GAINS LOSSES FAIR
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Available for sale
U.S. Treasury and federal agencies $12,568 $ 93 $ 16 $12,645
GNMA mortgage-backed securities 12,321 72 79 12,314
FHLMC mortgage-backed securities 9,117 220 4 9,333
FNMA mortgage-backed securities 19,729 217 3 19,943
Marketable equity securities 316 61 377
-----------------------------------------------------------------------
Total available for sale 54,051 663 102 54,612
-----------------------------------------------------------------------
Held to maturity
Federal agencies 1,630 62 1,692
State and municipal 10,116 287 5 10,398
-----------------------------------------------------------------------
Total held to maturity 11,746 349 5 12,090
-----------------------------------------------------------------------
Total investment securities $65,797 $1,012 $107 $66,702
=======================================================================
</TABLE>
The amortized cost and fair value of securities held to maturity and available
for sale at March 31, 1999, by contractual maturity, are shown below. Expected
maturities will differ from contractual maturities because issuers may have the
right to call or prepay obligations with or without call or prepayment
penalties.
<TABLE>
<CAPTION>
HELD TO MATURITY AVAILABLE FOR SALE
-----------------------------------------------------------------------
AMORTIZED FAIR AMORTIZED FAIR
COST VALUE COST VALUE
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Within one year $ 572 $ 581 $ 5,000 $ 5,000
One to five years 2,580 2,630 17,935 17,983
Five to ten years 5,531 5,795 11,018 10,935
After ten years 1,385 1,414 2,000 1,947
-----------------------------------------------------------------------
10,068 10,421 35,953 35,865
Mortgage-backed securities 29,302 29,719
Collateralized mortgage obligations 8,070 7,856
Marketable equity securities 316 377
-----------------------------------------------------------------------
Totals $10,068 $10,421 $73,641 $73,817
=======================================================================
</TABLE>
<PAGE> 9
HORIZON BANCORP AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Table Dollar Amounts in Thousands)
NOTE 3 - LOANS
<TABLE>
<CAPTION>
MARCH 31, 1999 December 31, 1998
- ----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
Commercial loans $ 79,152 $ 76,682
Real estate loans 156,725 152,390
Installment loans 60,612 61,274
------------------------------------
Total loans $ 296,489 $290,346
====================================
NOTE 4 - ALLOWANCE FOR LOAN LOSSES
MARCH 31, 1999 December 31, 1998
- ----------------------------------------------------------------------------------------------------------------------------
Allowance for loan losses
Balances, beginning of period $2,787 $2,702
Provision for losses 240 1,000
Recoveries on loans 92 401
Loans charged off (369) (1,316)
------------------------------------
Balances, end of period $2,750 $2,787
====================================
NOTE 5 - NON PERFORMING ASSETS
MARCH 31, 1999 December 31, 1998
- ----------------------------------------------------------------------------------------------------------------------------
Nonperforming loans $ 919 $ 894
OREO before allowance for OREO losses 174 133
------------------------------------
Total loans $1,093 $1,027
====================================
NOTE 6 - OTHER COMPREHENSIVE INCOME
THREE MONTHS ENDED MARCH 31 1999 1998
- ----------------------------------------------------------------------------------------------------------------------------
Unrealized gains (losses) on securities:
Unrealized holding gains (losses) arising during the year $(373) $(80)
Less: reclassification adjustment for gains (losses) realized in net income (5)
------------------------------------
Net unrealized gains (losses) (378) (80)
Tax (expense) benefit 147 31
------------------------------------
Other comprehensive income $ (231) $(49)
====================================
</TABLE>
<PAGE> 10
HORIZON BANCORP AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of
Operations For the three months ended March 31, 1999
Item 2 - Introduction
The purpose of this discussion is to focus on Horizon's financial condition,
changes in financial condition and the results of operations in order to provide
a better understanding of the consolidated financial statements included
elsewhere herein. This discussion should be read in conjunction with the
consolidated financial statements and the related notes.
Financial Condition
- -------------------
Liquidity
- ---------
The Bank maintains a stable base of core deposits provided by long standing
relationships with consumers and local businesses. These deposits are the
principal source of liquidity for Horizon. Other sources of liquidity for
Horizon include earnings, loan repayment, investment security sales and
maturities, sale of real estate loans and borrowing relationships with
correspondent banks, including the Federal Home Loan Bank (FHLB). During the
three months ended March 31, 1999 cash flows were generated from earnings of
$445 thousand and a $4 million increase in deposits. Cash flows were used for a
$17.5 million increase in investment securities and a $6 million increase in
total loans. The net cash position decreased $19 million, primarily in cash and
due from banks. In addition to liquidity provided from the normal operating,
funding and investing activities of Horizon, at March 31, 1999, Bank has
available approximately $72.8 million in unused credit lines with various money
center banks.
There have been no other material changes in the liquidity of Horizon from
December 31, 1998 to March 31, 1999.
Capital Resourses
- -----------------
The capital resources of Horizon and Bank remain strong and exceed regulatory
capital ratios for "well capitalized" banks at March 31, 1999. Stockholders'
equity totaled $31.033 million ($4.518 million from ESOP) as of March 31, 1999
compared to $31.886 million ($4.418 million from ESOP) as of December 31, 1998.
The change in stockholders' equity during the three months ended March 31, 1999
is the result of the decrease in the market value of investment securities
available for sale accounted for as an addition/reduction of stockholders'
equity, the repurchase of Horizon Bancorp stock and net income, net of dividends
paid. At March 31, 1999, the ratio of stockholders' equity to assets was 7.39%
compared to 7.66% at December 31, 1998.
Horizon has selectively purchased shares that became available in the market
from time to time. During the three months ended March 31, 1999, management
purchased 19,146 shares at a cost of $956 thousand.
The increase in equity received from contributions and dividends to the ESOP and
the corresponding decrease in additional paid in capital is related to the
accrual of the market value appreciation associated with shares which are
anticipated to be allocated to participants accounts in 1999.
There have been no other material changes in Horizon's capital resources from
December 31, 1998 to March 31, 1999.
<PAGE> 11
HORIZON BANCORP AND SUBSIDIARIES
Management's Discussion and Analysis of Financial Condition and Results of
Operations For the three months ended March 31, 1999
Material Changes in Financial Condition - March 31, 1999 compared to December
- -----------------------------------------------------------------------------
31, 1998
- --------
Because of the nature of its activities, Horizon is subject to pending and
threatened legal actions that arise in the normal course of business. In
management's opinion, after consultation with counsel, none of the litigation to
which Horizon or any of its subsidiaries is a party will have a material effect
on the consolidated financial position or results of operations of Horizon.
There have been no other material changes in the financial condition of Horizon
from December 31, 1998 to March 31, 1999.
Results of Operations
- ---------------------
Material changes in results of operations - March 31, 1999 compared to March 31,
- --------------------------------------------------------------------------------
1998
- ----
During the three months ended March 31, 1999 earnings totaled $445 thousand or
$0.66 per share compared to $551 thousand or $0.79 per share for the same period
in 1998.
Net interest income was $3.731 million for the three months ended March 31, 1999
compared to $3.865 million for the same period 1998. The decline in net interest
income is related primarily to the declining rates earned in the loan and
investment portfolios and the change in the mix of the deposit portfolio
resulting in more higher interest bearing products.
Total noninterest income for the three months ended March 31, 1999 increased
$77thousand or 6.0% from the same period in 1998. The largest component of the
change was the addition of commission income from the insurance agency that was
purchased as of April 1, 1998.
Noninterest expense increased $112 thousand or 2.7% to $4.214 million for the
three months ended March 31, 1999 compared to the same period in 1998. The
largest component of the change is the increase in net occupancy expenses
related to the additional rents incurred on leased premises and additional
depreciation of computer equipment in preparation for the millennium change.
There have been no other material changes in the results of operations of
Horizon from March 31, 1998 to March 31, 1999.
<PAGE> 12
YEAR 2000
---------
Horizon began it's Year 2000 ("Y2K") planning and evaluation process in 1997 and
developed a plan to address Y2K compliance. A project team was formed and began
meeting in September 1997. The systems within the Company have been reviewed and
each system assigned a rating of mission critical or non-mission critical.
Eight critical vendors were identified that provide hardware and software in
order to operate the core data processing systems utilized by the Company. The
core data processing systems of the Bank and The Loan Store, and the machines on
which they reside, were brought Y2K compliant and tested during the third
quarter of 1998. The Y2K compliant version of the core data processing system of
the Bank's wholly owned subsidiary IMS Investment Management, N.A. were
installed and tested during the 4th quarter of 1998. The Y2K compliant version
of the core data processing system of Phoenix Insurance was received during the
3rd quarter of 1998 and was tested during the 4th quarter of 1998.
The Bank also utilizes four outside vendor to interface information into the
core data processing systems. Three of these vendors have certified that they
are Y2K compliant and one vendor was unable to become compliant on a timely
basis. The Bank converted to another vendor for this service as of January 1,
1999.
The Bank's large loan customers have been contacted regarding their readiness
for the Year 2000 to determine if the Company has significant risk or exposure
due to potential problems of customers related to the Year 2000. Information is
being gathered on the majority of these customer and evaluated on an ongoing
basis. These customer's will be monitored on a consistent basis through the Year
2000.
The costs associated with Y2K are anticipated to be approximately $280,000. This
does not include upgrades to systems that would have been replaced in the normal
upgrade processes. Approximately 90% of these costs have been incurred to date.
The major risks of Horizon's Y2K issues are its ability to provide consistent
daily processing of customer information and the soundness of Horizon's loan
portfolio. Horizon is managing this risk by performing extensive analysis and
testing to identify potential problem areas for its systems and throughout its
customer base. In order to obtain assistance in this analysis, Horizon hired a
consultant to perform an assessment report regarding Horizon's Y2K preparedness
and testing strategies.
Horizon's contingency plans consist primarily of manual processing of the core
data in the event that the core data processing system is not operable during
the effected time frames.
<PAGE> 13
PART II - OTHER INFORMATION
---------------------------
For the three months ended March 31, 1999
ITEM 1. LEGAL PROCEEDINGS
- ------- -----------------
See Management's Discussion and Analysis
ITEM 2. CHANGES IN SECURITIES
- ------- ---------------------
Not Applicable
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
- ------- -------------------------------
Not Applicable
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
- ------- ---------------------------------------------------
Not Applicable
ITEM 5. OTHER INFORMATION
- ------- -----------------
Not Applicable
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- ------- --------------------------------
a. Financial Data Schedule
b. Form 8-K dated October 20, 1998 was filed with reference to the
termination of the President and Chief Administrative Officer.
<PAGE> 14
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.
HORIZON BANCORP
5/14/99 /s/ Robert C. Dabagia
- -------------- --------------------------------------------
Date: BY: Robert C. Dabagia
Chairman and Chief Executive Officer
5/14/99 /s/ Diana E. Taylor
- -------------- --------------------------------------------
Date: BY: Diana E. Taylor
Senior Vice President and Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<CASH> 12,705
<INT-BEARING-DEPOSITS> 226
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 73,817
<INVESTMENTS-CARRYING> 10,068
<INVESTMENTS-MARKET> 10,421
<LOANS> 296,489
<ALLOWANCE> 2,750
<TOTAL-ASSETS> 420,050
<DEPOSITS> 326,278
<SHORT-TERM> 4,725
<LIABILITIES-OTHER> 4,014
<LONG-TERM> 54,000
0
0
<COMMON> 742
<OTHER-SE> 30,291
<TOTAL-LIABILITIES-AND-EQUITY> 420,050
<INTEREST-LOAN> 6,180
<INTEREST-INVEST> 1,320
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 7,500
<INTEREST-DEPOSIT> 2,975
<INTEREST-EXPENSE> 794
<INTEREST-INCOME-NET> 3,731
<LOAN-LOSSES> 240
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 4,214
<INCOME-PRETAX> 648
<INCOME-PRE-EXTRAORDINARY> 445
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 445
<EPS-PRIMARY> .66
<EPS-DILUTED> .66
<YIELD-ACTUAL> 4.09
<LOANS-NON> 672
<LOANS-PAST> 247
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 2,787
<CHARGE-OFFS> 369
<RECOVERIES> 92
<ALLOWANCE-CLOSE> 2,750
<ALLOWANCE-DOMESTIC> 2,750
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 662
</TABLE>
