U. S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(Mark One)
[X] Quarterly Report Under Section 13 Or 15(d) Of The Securities Exchange
Act Of 1934 For The Quarterly Period Ended June 30, 1998
[ ] Transition Report Pursuant To Section 13 Or 15(d) Of The Securities
Exchange Act Of 1934
Commission File Number 0-22606
BRITTON & KOONTZ CAPITAL CORPORATION
Mississippi 64-0665423
(State of Incorporation) (IRS Employer
Identification No.)
500 Main Street, Natchez, Mississippi 39120
Telephone: 601-445-5576
Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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
--- ---
1,767,064 Shares of Common Stock, Par Value $2.50, were issued and outstanding
as of July 1, 1998.
Transitional Small Business Disclosure Format: Yes , No X
--- ---
<PAGE>
BRITTON & KOONTZ CAPITAL CORPORATION AND SUBSIDIARY
INDEX
PART I FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited).
Consolidated Balance Sheets for June 30, 1998
and December 31, 1997
Consolidated Statements of Income for the Three Months
and the Six Months Ended June 30, 1998 and June 30, 1997
Consolidated Statements of Stockholders' Equity for the
Six Months Ended June 30, 1998 and June 30, 1997
Consolidated Statements of Cash Flows for the
Six Months Ended June 30, 1998 and June 30, 1997
Notes to the Consolidated Financial Statements
Item 2. Management's Discussion and Analysis or
Plan of Operation.
PART II. OTHER INFORMATION.
Item 6. Exhibits and Reports on Form 8-K.
SIGNATURES
<PAGE>
<TABLE>
<CAPTION>
BRITTON & KOONTZ CAPITAL CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CONDITION
JUNE 30, 1998 AND DECEMBER 31, 1997
June 30, December 31,
1998 1997
____________ ____________
<S> <C> <C>
ASSETS:
Cash and due from banks:
Non-interest bearing $ 4,210,494 $ 5,807,501
Interest bearing 495,520 123,283
------------ ------------
Total cash and due from banks 4,706,014 5,930,784
Federal funds sold 0 0
Investment securities:
Held-to-maturity(estimated market value of
$36,245,600 in 1998 and $39,371,180 in 1997) 35,613,755 38,727,543
Available-for-sale, at fair value 6,027,792 4,031,005
Equity securities 1,197,750 1,197,850
Loans, less unearned income of $221,682 in 1998 and
$246,813 in 1997; and allowance for loan losses of
$737,467 in 1998 and $676,745 in 1997 113,705,950 106,156,237
Bank premises and equipment, net of accumulated
depreciation 4,039,685 3,947,207
Other real estate owned 74,038 74,038
Accrued interest receivable 1,369,508 1,233,181
Cash surrender value life insurance 700,262 679,925
Other assets 246,708 152,360
------------ ------------
Total Assets $167,681,462 $162,130,130
============ ============
LIABILITIES:
Deposits:
Non-interest bearing 20,121,084 20,568,295
Interest bearing 122,469,705 112,068,906
------------ ------------
Total Deposits $142,590,789 $132,637,201
Securities sold under repurchase agreements 1,937,597 2,133,977
Federal funds purchased 1,100,000 1,650,000
Federal Home Loan Bank advances 0 3,000,000
Accrued Interest Payable 980,484 956,016
Negative Goodwill, net of accumulated amortization
of $1,960,170 in 1998 and $1,833,810 in 1997 1,100,252 1,226,612
Advances from borrowers for taxes & insurance 230,469 370,228
Accrued taxes and other liabilities 1,140,566 2,174,352
------------ ------------
Total Liabilities $149,080,157 $144,148,386
------------ ------------
STOCKHOLDERS' EQUITY:
Common stock, $2.50 par value per share; 12,000,000
shares authorized; 1,767,064 shares issued and
outstanding in 1998 and 1997 4,417,660 4,417,660
Additional paid-in-capital 3,414,927 3,414,927
Retained earnings 10,737,436 10,110,313
Accumulated other comprehensive income 31,282 38,844
------------ ------------
Total Stockholders' Equity $ 18,601,305 $ 17,981,744
------------ ------------
Total Liabilities and Stockholders' Equity $167,681,462 $162,130,130
============ ============
The accompanying notes are an integral part of these financial statements.
<PAGE>
BRITTON & KOONTZ CAPITAL CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
Three Months Ended Six Months Ended
June 30, June 30,
1998 1997 1998 1997
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Interest Income:
Interest and fees on loans $2,484,818 $2,180,184 $4,881,479 $4,274,389
Interest on investment securities:
Taxable interest income 748,683 787,102 1,476,711 1,517,905
Exempt from federal taxes 22,629 19,567 46,485 39,209
Interest on federal funds sold 28,357 24,023 80,448 46,186
---------- ---------- ---------- ----------
Total Interest Income $3,284,487 $3,010,876 $6,485,123 $5,877,689
---------- ---------- ---------- ----------
Interest Expense:
Interest on deposits $1,431,873 $1,240,604 $2,823,836 $2,463,729
Interest on federal funds purchased 2,000 3,381 19,069 5,919
Interest on securities sold under
repurchase agreements 30,246 53,504 67,993 79,968
---------- ---------- ---------- ----------
Total Interest Expense $1,464,119 $1,297,489 $2,910,898 $2,549,616
---------- ---------- ---------- ----------
Net Interest Income $1,820,368 $1,713,387 $3,574,225 $3,328,073
Provision for loan losses 40,000 40,000 80,000 80,000
---------- ---------- ---------- ----------
Net Interest Income After
Provision for Loan Losses $1,780,368 $1,673,387 $3,494,225 $3,248,073
---------- ---------- ---------- ----------
Other Income:
Service charge on deposit accounts 174,433 160,831 341,675 332,356
Income from fiduciary activities 15,198 14,045 33,390 28,457
Insurance premiums and commissions 8,288 10,578 15,155 20,138
Gain/(loss) on sale of mortgage loans 4,300 8,211 6,933 4,050
Amortization of negative goodwill 61,730 74,110 126,360 151,660
Other 75,907 171,899 177,436 260,332
---------- ---------- ---------- ----------
Total Other Income $ 339,856 $ 439,674 $ 700,949 $ 796,993
---------- ---------- ---------- ----------
Other Expense:
Salaries 628,125 580,653 1,219,423 1,131,100
Employee benefits 90,861 81,107 164,736 160,276
Net occupancy expense 100,464 90,554 190,680 174,141
Equipment expense 125,306 112,473 278,818 209,617
FDIC assessment 9,496 9,357 18,616 18,737
Stationery & supplies 34,189 33,622 57,477 56,038
Other 236,049 200,505 540,417 419,631
---------- ---------- ---------- ----------
Total Other Expenses $1,224,490 $1,108,271 $2,470,167 $2,169,540
---------- ---------- ---------- ----------
Income Before Income Taxes 895,734 1,004,790 1,725,007 1,875,526
Income Tax Expense 306,936 337,745 585,435 626,091
---------- ---------- ---------- ----------
Net Income $ 588,798 $ 667,045 $1,139,572 $1,249,435
Other Comprehensive Income, Net of Tax:
Unrealized gains/(losses) on
securities available-for-sale $ (1,423) $ 31,834 $ (7,562) $ 31,834
---------- ---------- ---------- ----------
Total Comprehensive Income $ 588,798 $ 667,045 $1,139,572 $1,249,435
========== ========== ========== ==========
Net Income Per Share $.33 $.38 $.64 $.71
Weighted Average Shares Outstanding 1,767,064 1,767,185 1,767,064 1,767,087
The accompanying notes are an integral part of these financial statements
BRITTON & KOONTZ CAPITAL CORPORATION AND SUBSIDIARY
STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997
ACCUMULATED
OTHER
PAR RETAINED COMPREHENSIVE
# SHARES VALUE SURPLUS EARNINGS INCOME TOTAL
---------- ----------- ----------- ----------- ------------- ------------
<S> <C> <C> <C> <C> <C> <C>
Balance December 31, 1996 1,764,288 $ 4,410,720 $ 3,395,617 $ 8,715,045 $ 0 $ 16,521,382
Net comprehensive income:
Net change in unrealized
gains/(losses) on securities
available-for-sale 31,834 31,834
Net income for the six months
ended June 30, 1997 1,249,435 1,249,435
Cash dividend declared
$.27 per share (476,358) (476,358)
Capital stock issued 2,776 6,940 19,310 (12,736) 13,514
--------- ----------- ----------- ----------- ------------- ------------
Balance June 30, 1997 1,767,064 $ 4,417,660 $ 3,414,927 $ 9,475,386 $ 31,834 $ 17,339,807
========= =========== =========== =========== ============= ============
Balance December 31, 1997 1,767,064 $ 4,417,660 $ 3,414,927 $10,110,313 $ 38,844 $ 17,981,744
Net comprehensive income:
Net change in unrealized
gains/(losses) on securities
available-for-sale (7,562) (7,562)
Net income for the six months
ended June 30, 1998 1,139,572 1,139,572
Cash dividend declared
$.29 per share (512,449) (512,449)
--------- ----------- ----------- ----------- ------------- ------------
Balance June 30, 1998 1,767,064 $ 4,417,660 $ 3,414,927 $10,737,436 $ 31,282 $ 18,601,305
========= =========== =========== =========== ============= ============
The accompanying notes are an integral part of these financial statements
<PAGE>
BRITTON & KOONTZ CAPITAL CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997
1998 1997
----------- -----------
<S> <C> <C>
Net Income $ 1,139,572 $ 1,249,435
Adjustments to reconcile net income to net cash
provided by (used in):
Operating Activities:
Deferred taxes (32,700) (25,083)
Provision for loan losses 80,000 80,000
Provision for depreciation 226,050 163,857
FHLB stock dividends received (28,000) (27,500)
(Gain) loss on sale of loans (6,933) 6,374
Amortization of investment security premiums, net (10,024) (11,671)
Amortization of valuation adjustment on acquired loans 26,090 38,890
Amortization of valuation adjustment on acquired deposits (600) (7,170)
Amortization of negative goodwill (126,360) (151,660)
(Increase) decrease in accrued interest receivable (136,327) (200,846)
(Increase) decrease in cash surrender value (20,337) (28,991)
(Increase) decrease in other assets (94,347) 9,785
Increase (decrease) in interest payable 24,468 (93,390)
Increase (decrease) in other liabilities (996,589) 1,666,081
----------- -----------
Net cash provided (used) by operating activities $ 43,963 $ 2,668,111
----------- -----------
Investing Activities
Proceeds from sale of Federal Home Loan Bank stock 28,100 27,400
Purchases of investment securities (5,059,822) (6,027,467)
Proceeds from maturities and paydowns
of investment securities 6,174,787 5,456,637
(Increase) decrease in federal funds sold 0 100,000
Net increase in loans (7,648,870) (4,367,892)
Purchases of premises and equipment (318,528) (227,138)
----------- -----------
Net cash provided (used) by investing activities $(6,824,333) $(5,038,460)
----------- -----------
Financing Activities
Net increase (decrease) in customer deposits 9,954,188 2,636,887
Net increase (decrease) in short term borrowings (196,380) 816,980
Net invrease (decrease) in federal funds purchased (550,000) 0
Net increase (decrease) in Federal Home Loan
Bank Advances (3,000,000) (2,000,000)
Increase (decrease) in advances from borrowers for
taxes and insurance (139,759) (123,934)
Common stock issued 0 13,514
Cash dividends paid (512,449) (476,358)
----------- -----------
Net cash provided (used) by financing activities $ 5,555,600 $ 867,089
----------- -----------
Increase (decrease) in cash and cash equivalents (1,224,770) (1,503,260)
Cash and cash equivalents at beginning of period 5,930,784 5,106,485
Cash and cash equivalents at end of period $ 4,706,014 $ 3,603,225
=========== ===========
(Continued)
The accompanying notes are an integral part of these financial statements
<PAGE>
BRITTON & KOONTZ CAPITAL CORPORATION AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997
(Continued)
1998 1997
---------- ----------
<S> <C> <C>
Supplemental Disclosures:
Cash paid for:
Interest on deposits and other borrowing $2,886,430 $2,643,006
Income taxes $ 541,040 $ 534,357
The accompanying notes are an integral part of these financial statements
<PAGE>
</TABLE>
BRITTON & KOONTZ CAPITAL CORPORATION AND SUBSIDIARY
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 1998 AND DECEMBER 31, 1997
NOTE 1. Presentation. The accompanying consolidated balance sheet for
Britton & Koontz Capital Corporation (the "Company") as of December 31, 1997,
has been derived from the audited financial statements of the Company for the
year then ended.
The accompanying consolidated financial statements as of June 30, 1998, and
June 30, 1997, are unaudited and reflect all normal recurring adjustments
which, in the opinion of management, are necessary for the fair presentation
of financial position and operating results of the periods presented.
Certain 1997 amounts have been reclassified to conform with the 1998
presentation
NOTE 2. Nonperforming Assets. Nonperforming assets at June 30, 1998 and
December 31, 1997, were as follows:
06/30/98 12/31/97
(dollars in thousands)
Nonaccrual loans by type -------------------------
Real estate $ 31 $ 23
Installment 18 6
Commercial and all other loans 0 0
-------- --------
Total nonaccrual loans 49 29
Loans past due 90 days or more 519 243
-------- --------
Total nonperforming loans 568 272
Other real estate owned (net) 74 74
-------- --------
Total nonperforming assets $ 642 $ 346
======== ========
Nonperforming loans as a percent
of loans, net of unearned interest
and loans held for sale .50% .25%
NOTE 3. Allowance for Loan Losses. The following table reflects the
transactions in the allowance for loan losses for the six month periods ended
June 30, 1998 and 1997:
06/30/98 06/30/97
(dollars in thousands)
-------------------------
Balance at beginning of year $ 677 $ 623
Provision charged to operations 80 80
Charge-offs (32) (32)
Recoveries 12 16
-------- --------
Net recoveries (charge-offs) (20) (16)
-------- --------
Balance at end of period $ 737 $ 687
======== ========
Allowance for loan losses as a
percent of loans, net of unearned
interest and loans held for sale .64% .69%
<PAGE>
Item 2: Management's Discussion & Analysis or Plan of Operations.
This discussion is intended to supplement the consolidated financial
statements, expand on material changes in financial condition since year end
and to compare the operating results for the six months ended June 30, 1998,
to the same period in 1997.
DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS
This Report includes "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Although the Company believes
that the expectations reflected in such forward-looking statements are
reasonable, such forward-looking statements are based on numerous assumptions
(some of which may prove to be incorrect) and are subject to risks and
uncertainties which could cause the actual results to differ materially from
the Company's expectations. Forward-looking statements have been and will be
made in written documents and oral presentations of the Company. Such
statements are based on management's beliefs as well as assumptions made by
and information currently available to management. When used in the Company's
documents or oral presentations, the words "anticipate," "estimate," "expect,"
"objective," "projection," "forecast," "goal" and similar expressions are
intended to identify forward-looking statements. In addition to any
assumptions and other factors referred to specifically in connection with such
forward-looking statements, factors that could cause the Company's actual
results to differ materially from those contemplated in any forward-looking
statements include, among others, increased competition, regulatory factors,
economic conditions, changing market conditions, availability or cost of
capital, employee workforce factors, cost and other effects of legal and
administrative proceedings, and changes in federal, state or local legislature
requirements. The Company undertakes no obligation to update or revise any
forward-looking statements, whether as a result of changes in actual results,
changes in assumptions or other factors affecting such statements.
DISCLOSURE REGARDING YEAR 2000
The Company is actively addressing concerns regarding the effects that
the year 2000 will have on its computer systems. Conversion to a new core
accounting system is scheduled for August 1998. The system, which is a part
of a three year capital plan to upgrade the Company's information systems, is
year 2000 compliant. We are currently evaluating and testing all systems to
determine overall compliance. Management does not expect the cost of
compliance with the year 2000 to have a material effect on the financial
statements of the Company.
Results of Operations
First Six Months of 1998 Compared to the First Six Months of 1997
Analysis of Net Income. Net income decreased to $1.140 million or $.64
per share from $1.249 million or $.71 per share. The decrease is primarily
attributable to a one-time gain of $107 thousand in the second quarter of 1997
and $40 thousand nonrecurring expense in the first quarter of 1998. Other
expenses related to marketing the bank's new electronic banking system,
upgrading information and accounting systems and preparing for year 2000,
contributed to the reduction in net income.
The returns on average assets and average equity for the first half of
1998 were 1.34% and 12.30%, respectively, compared to 1.62% and 14.58%,
respectively, for the comparable period in 1997.
Analysis of Net-Interest Income. Net interest income for the period
ended June 30, 1998, was $3.6 million, an increase of 7% over the same period
in 1997. Contributing to the increase in net interest income is overall
growth in earning assets. Average loans increased 14% during 1998 moving the
ratio of average loans to earning assets to 70% compared to 63% for 1997. The
increase in volumes resulted in a net volume variance of $326 thousand offset
by a $91 thousand variance due to increases in rates.
<PAGE>
Provision for Possible Loan Losses. As a result of loan growth and
management's assessment of the loan portfolio, $80 thousand has been added to
the reserve for possible loan losses.
Non-Interest Income. Non-interest income decreased to $701 thousand
compared to $797 thousand for 1997. A one-time gain in the second quarter of
1997 was the primary reason for the decrease. Excluding nonrecurring items,
non-interest income experienced increases in core business lines, such as
service charges on deposit accounts, internet fees and other retail service
fees.
Non-Interest Expense. Non-interest expense increased $300 thousand to
$2.5 million. A portion of the increase was due to a $40 thousand nonrecurring
expense in the first quarter of 1998. A larger share reflects the cost of
upgrades to information systems and marketing expenses related to electronic
banking. Additionally, for increased flexibility and in preparation for the
Year 2000, the Company is converting to a new client-server based core
accounting system provided by Phoenix International, Inc.
Pretax Income. The combination of all the above factors produced a
pretax income of $1.725 million for the six months ended June 30, 1998,
compared to $1.876 million for the same period in 1997. Income tax expense
decreased to $585 thousand from $626 thousand.
Financial Condition
Earning Assets. Earning assets averaged $159.7 million in the first six
months of 1998, a 9.3% increase over the the same period in 1997. The growth
in average earning assets was due primarily to strong loan growth funded by
solid increases in deposits. Average loans and average non-interest bearing
deposits grew 14% and 16%, respectively.
Asset Quality. Nonperforming assets consist of nonperforming loans and
other real estate owned. Nonperforming loans, totaling $568 thousand at June
30, 1998, increased $296 thousand from December 31, 1997. The increase in
nonperforming loans includes an increase in nonaccrual loans to $49 thousand
at June 30, 1998, from $29 thousand at December 31, 1997, and an increase in
loans past due ninety days or more of $276 thousand. Other real estate owned
remained stable at $74 thousand. Nonperforming assets as a percent of loans,
net of unearned income, ended June 30, 1998 at .50%, as compared to .25% at
December 31, 1997.
Allowance for Possible Loan Losses. The allowance for possible loan
losses increased to $737 thousand at June 30, 1998, from $687 thousand at June
30, 1997. The ratio of the allowance for possible loan losses to loans, net
of unearned income and loans held for sale, decreased to .64% at June 30,
1998, from .69% at June 30, 1997. Management regularly reviews the level of
the allowance for possible loan losses and is of the opinion that it is
adequate at June 30, 1998. The Company's net charge-offs for the first six
months of 1998 compared to the same period in 1997 increased slightly to $20
thousand from $16 thousand. Note 2 presents a comparison of the activity in
this account.
Securities. Management determines the classification of its securities
at acquisition. Securities that are deemed to be held to maturity are
accounted for by the amortized cost method. These securities decreased $3.1
million to $35.6 million at June 30, 1998, compared to $38.7 million at
December 31, 1997. Available-for-sale securities reported at fair market
value increased to $2.0 million at June 30, 1998. Equity securities,
comprised of Federal Reserve Bank stock of $239 thousand and Federal Home Loan
Bank stock of $958 thousand, remained stable.
Liquidity. Principal sources of liquidity for the Company are asset
cash flows, customer deposits and the ability to borrow against investing
securities and loans. Principal and interest cash flows from investment
securities exceeded $7.6 million or 4.5% of average assets for the period
ended June 30, 1998. The Company's cash and cash equivalents decreased $1.2
million to $4.7 million at June 30, 1998, compared to $5.9 million at December
31, 1997. Cash provided by operating and financing activities increased by
$5.6 million, while investing activities used $6.8 million.
<PAGE>
Deposits. Deposits increased to $142.6 million at June 30, 1998, from
$132.6 million at December 31, 1997, primarily due to an increase in interest
bearing deposits.
Capital. Stockholders' equity increased to $18.6 million at June 30,
1998, from $18.0 million at the end of 1997. The ratio of Stockholders'
equity to assets remained stable at 11.20%. At June 30, 1998, the Company
maintained a Tier 1 capital to net risk weighted assets ratio of 17.97%, a
total capital to net risk weighted assets ratio of 18.69% and a leverage ratio
of 10.94%. These levels exceed the minimum requirements of the regulatory
agencies of 4.00%, 8.00% and 3.00% respectively.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
3.1 Restated Articles of Incorporation of Britton & Koontz
Capital Corporation, incorporated by reference to Exhibit
4.1 to Registrant's Registration Statement on Form S-8,
Registration No. 333-20631, filed with the Commission on
January 29, 1997.
3.2 By-Laws of Britton & Koontz Capital Corporation, as
amended, incorporated by reference to Exhibit 3.2 to
Registrant's Annual Report on Form 10-KSB filed with
the Commission on March 31, 1998.
4.1 Certain provisions defining the rights of Shareholders
are found in the Articles of Incorporation and By-Laws of
Britton & Koontz Capital Corporation. See Exhibits 3.1
and 3.2, above.
4.2 Shareholder Rights Agreement dated June 1, 1996, between
Britton & Koontz Capital Corporation and Britton & Koontz
First National Bank, as Rights Agent, incorporated by
reference to Exhibit 4.3 to Registrant's Registration
Statement on Form S-8, Registration No. 333-20631, filed
with the Commission on January 29, 1997.
10.1 Employment Agreement dated December 31, 1996, between
Britton & Koontz First National Bank and W. Page Ogden,
incorporated by reference to Exhibit 10.1 to Registrant's
Annual Report on Form 10-KSB filed with the Commission on
March 28, 1997.
10.2 Employment Agreement dated December 31, 1996, between
Britton & Koontz First National Bank and Bazile R.
Lanneau, Jr., incorporated by reference to Exhibit 10.2
to Registrant's Annual Report on Form 10-KSB filed with
the Commission on March 28, 1997.
10.3 Employment Agreement dated January 1, 1996, between
Britton & Koontz First National Bank and James J. Cole,
incorporated by reference to Exhibit 10.3 to Registrant's
Annual Report on Form 10-KSB filed with the Commission on
March 29, 1996.
10.4 Salary Continuation Agreements dated September 26, 1994,
between Britton & Koontz First National Bank and W. Page
Ogden, Bazile R. Lanneau, Jr. and James J. Cole,
incorporated by reference to Exhibit 10 to Registrant's
Quarterly Report on Form 10-QSB filed with the Commission
on November 14, 1994.
10.5 Systems Purchase Agreement dated January 22, 1996,
between Britton & Koontz First National Bank and
InterBank Systems, Inc., incorporated by reference to
Exhibit 10.5 to the Registrant's Annual Report on Form
10-KSB filed with the commission on March 29, 1996, and
Form 10-KSB/A, Amendment Number 1, filed with the
Commission on June 14, 1996
<PAGE>
10.6 Independent Contractor Agreement dated January 22, 1996,
between InterBank Systems, Inc. and Summit Research,
Inc., incorporated by reference to Exhibit 10.6 to the
Registrant's Annual Report on Form 10-KSB filed with the
Commission on March 29, 1996, and Form 10-KSB/A,
Amendment Number 1, filed with the Commission on June 14,
1996.
10.7 Britton & Koontz Capital Corporation Long-Term Incentive
Plan and Amendment, incorporated by reference to Exhibit
4.4 to Registrant's Registration Statement on Form S-8,
Registration No. 333-20631, filed with the Commission on
January 29, 1997.
11 Statement re: computation of per share earnings
27 Financial Data Schedule
(b) Reports on Form 8-K
The Company filed a Current Report on Form 8-K, with the
Commission, dated June 3, 1998, under item 5, other events, to
report first quarter 1998 earnings.
The Company filed a Current Report on Form 8-K, with the
Commission, dated June 3, 1998, under item 5, other events, to
announce the declaration of a semi-annual dividend.
<PAGE>
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 thereto duly authorized.
BRITTON & KOONTZ CAPITAL CORPORATION
August 14, 1998 /s/ W. Page Ogden
_____________________________
W. Page Ogden
President and Chief Executive
Officer
August 14, 1998 /s/ Bazile R. Lanneau, Jr.
_____________________________
Bazile R. Lanneau, Jr.
Vice President and
Chief Financial Officer
<PAGE>
EXHIBIT INDEX
Exhibit
Number Item
11 Statement Regarding Computation of Per Share Earnings
27 Financial Data Schedule
<PAGE>
<TABLE>
<CAPTION>
EXHIBIT 11
Statement Re: Computation of Per Share Earnings
Three Months Ended Six Months Ended
June June
1998 1997 1998 1997
__________ __________ __________ __________
<S> <C> <C> <C> <C>
Basic:
Average shares outstanding: 1,767,064 1,765,569 1,767,064 1,764,932
Net effect of the assumed exercise
of stock options-based on the
treasury stock method using
average stock prices 0 1,616 0 2,155
__________ __________ __________ __________
Total 1,767,064 1,767,185 1,767,064 1,767,087
========== ========== ========== ==========
Net income $ 588,798 $ 667,045 $1,139,572 $1,249,435
========== ========== ========== ==========
Net income per share $ 0.33 $ 0.38 $ 0.64 $ 0.71
========== ========== ========== ==========
Diluted:
Average shares outstanding: 1,767,064 1,765,569 1,767,064 1,764,932
Net effect of the assumed exercise
of stock options based on the
treasury stock method using
average market price or period
end market price, whichever is higher 2,212 1,616 1,981 2,176
__________ __________ __________ __________
Total 1,769,276 1,767,185 1,769,045 1,767,108
========== ========== ========== ==========
Net income $ 588,798 $ 667,045 $1,139,572 $1,249,435
========== ========== ========== ==========
Net income per share $ 0.33 $ 0.38 $ 0.64 $ 0.71
========== ========== ========== ==========
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 9
<CIK> 0000707604
<NAME> BRITTON AND KOONTZ FIRST NATIONAL BANK
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> JUN-30-1998
<CASH> 4,706,014
<INT-BEARING-DEPOSITS> 122,469,705
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 6,027,792
<INVESTMENTS-CARRYING> 35,613,755
<INVESTMENTS-MARKET> 36,245,600
<LOANS> 113,705,950
<ALLOWANCE> 737,467
<TOTAL-ASSETS> 167,681,462
<DEPOSITS> 142,590,789
<SHORT-TERM> 3,037,597
<LIABILITIES-OTHER> 3,451,770
<LONG-TERM> 0
0
0
<COMMON> 4,417,660
<OTHER-SE> 14,183,646
<TOTAL-LIABILITIES-AND-EQUITY> 167,681,462
<INTEREST-LOAN> 4,881,479
<INTEREST-INVEST> 1,603,644
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<INTEREST-TOTAL> 6,485,123
<INTEREST-DEPOSIT> 2,823,836
<INTEREST-EXPENSE> 2,910,898
<INTEREST-INCOME-NET> 3,574,225
<LOAN-LOSSES> 80,000
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 2,470,167
<INCOME-PRETAX> 1,725,007
<INCOME-PRE-EXTRAORDINARY> 1,139,572
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,139,572
<EPS-PRIMARY> .71
<EPS-DILUTED> .71
<YIELD-ACTUAL> 8.12
<LOANS-NON> 49,522
<LOANS-PAST> 519,016
<LOANS-TROUBLED> 0
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<ALLOWANCE-OPEN> 676,745
<CHARGE-OFFS> 31,918
<RECOVERIES> 11,434
<ALLOWANCE-CLOSE> 737,467
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</TABLE>