UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(X) QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For quarter ended March 31, 1994
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 1-10602
MID-AMERICA BANCORP
(Exact name of registrant as specified in its charter)
KENTUCKY 61-1012933
(State or other jurisdiction of (I.R.S. Employer I.D. No.)
incorporation or organization)
500 West Broadway, Louisville, Kentucky 40202
(Address of principal executive offices) (Zip Code)
(502) 589-3351
(Registrant's telephone number, including area code)
NONE
(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 a 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 [ ]
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes [ ] No [ ]
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
May 3, 1994: 8,542,932 shares of common stock, no par value
<PAGE>
MID-AMERICA BANCORP
PART I. FINANCIAL INFORMATION
The consolidated financial statements of Mid-America Bancorp
(Corporation) and subsidiaries submitted herewith are unaudited. However, in
the opinion of management, all adjustments (consisting only of adjustments of
a normal recurring nature) necessary for a fair presentation of the results
for the interim periods have been made.
ITEM 1. FINANCIAL STATEMENTS
The following consolidated financial statements of the Corporation and
subsidiaries are submitted herewith:
Consolidated balance sheets - March 31, 1994 and December 31, 1993
Consolidated statements of income - three months ended March 31, 1994
and 1993
Consolidated statements of changes in shareholders' equity - three
months ended March 31, 1994 and 1993
Consolidated statements of cash flows - three months ended March 31,
1994 and 1993
Notes to consolidated financial statements
MID-AMERICA BANCORP AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands except share and per share data) (Unaudited)
<TABLE>
<CAPTION>
March 31 December 31
----------- -------------
1994 1993
ASSETS ----------- -------------
<S> <C> <C>
Cash and due from banks $64,967 $62,937
Federal funds sold 5,200 9,000
Securities purchased under agreements to resell 45,000 75,000
Securities available for sale (Note 3) 125,473 109,202
Investment securities (Note 3) 191,057 225,096
Loans, net of unearned income of $35,838 (1994) and $44,044 (1993) 674,016 657,568
Allowance for loan losses (Note 4) 6,657 6,578
----------- -------------
Loans, net 667,359 650,990
Premises and equipment 18,808 17,821
Other assets 18,156 18,977
----------- -------------
TOTAL ASSETS $1,136,020 $1,169,023
=========== =============
LIABILITIES
Deposits:
Non-interest bearing $100,501 $118,591
Interest bearing 611,303 610,858
----------- -------------
Total deposits 711,804 729,449
Securities sold under agreements to repurchase 182,815 183,288
Federal funds purchased 7,200 12,500
Advances from the Federal Home Loan Bank 78,992 80,106
Accrued expenses and other liabilities 34,708 44,090
----------- -------------
TOTAL LIABILITIES 1,015,519 1,049,433
SHAREHOLDERS' EQUITY
Preferred stock, no par value;
authorized - 750,000 shares; issued - none -- --
Common stock, no par value, stated value $2.77 per
share; authorized - 10,000,000 shares;
issued - 8,542,732 shares (1994) and 8,510,125 shares (1993) 23,698 23,607
Additional paid-in capital 91,819 91,535
Retained earnings 5,817 4,448
Unrealized depreciation on securities available for sale, net of tax (Note 3) (833) --
----------- -------------
TOTAL SHAREHOLDERS' EQUITY 120,501 119,590
----------- -------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $1,136,020 $1,169,023
=========== =============
See notes to consolidated financial statements.
/TABLE
<PAGE>
MID-AMERICA BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands except per share data) (Unaudited)
<TABLE>
<CAPTION>
Three months ended
--------------------------------
March 31, 1994 March 31, 1993
INTEREST INCOME: -------------- --------------
<S> <C> <C>
Interest and fees on loans $14,156 $13,151
Interest on trading account securities -- 626
Interest on securities available for sale 1,334 12
Interest on investment securities:
U.S.Treasury and agencies 1,550 1,389
States and political subdivisions 61 80
Corporate and other 577 908
Interest on federal funds sold 181 254
Interest on securities purchased under agreements to resell 451 1,001
-------------- --------------
Total interest income 18,310 17,421
-------------- --------------
INTEREST EXPENSE:
Interest on deposits 5,609 6,462
Interest on federal funds purchased and
securities sold under agreements to repurchase 1,099 767
Interest on Federal Home Loan Bank
advances and other borrowings 1,173 630
-------------- --------------
Total interest expense 7,881 7,859
-------------- --------------
Net interest income before provision for loan losses 10,429 9,562
Provision for loan losses (Note 4) 100 100
-------------- --------------
Net interest income after provision for loan losses 10,329 9,462
-------------- --------------
/TABLE
<PAGE>
MID-AMERICA BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (Cont'd)
(In thousands except per share data) (Unaudited)
<TABLE>
<CAPTION>
Three months ended
--------------------------------
March 31, 1994 March 31, 1993
NON-INTEREST INCOME: -------------- --------------
<S> <C> <C>
Income from trust department 383 388
Service charges on deposit accounts 1,042 1,142
Trading account losses -- (207)
Securities losses -- (1)
Money order fees 692 565
Other 574 657
-------------- --------------
Total non-interest income 2,691 2,544
-------------- --------------
OTHER OPERATING EXPENSES:
Salaries and employee benefits 5,121 4,380
Occupancy expense 662 613
Furniture and equipment expenses 1,072 1,002
Other (Note 5) 2,429 2,277
-------------- --------------
Total other operating expenses 9,284 8,272
-------------- --------------
Income before income taxes 3,736 3,734
Income tax expense 1,089 1,156
-------------- --------------
NET INCOME $2,647 $2,578
============== ==============
Per common share (Note 2):
NET INCOME $0.31 $0.30
============== ==============
Weighted Average Number of Shares Outstanding 8,649 8,530
============== ==============
See notes to consolidated financial statements.
/TABLE
<PAGE>
MID-AMERICA BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
FOR THREE MONTHS ENDED MARCH 31, 1994 AND 1993
(In thousands except per share data) (Unaudited)
<TABLE>
<CAPTION>
Unrealized
depreciation
Additional on securities Total
Common Stock Paid-in Retained available for Shareholders'
Shares Amount Capital Earnings sale, net of tax Equity
---------- ---------- ---------- ---------- -------------- -------------
<S> <C> <C> <C> <C> <C> <C>
Balance, January 1, 1993 8,195 $22,734 $86,561 $3,334 $112,629
Net income January through March 1993 2,578 2,578
Cash dividends declared ($.15 per share) (1,230) (1,230)
Stock options exercised 11 30 104 134
---------- ---------- ---------- ---------- -------------- -------------
Balance, March 31, 1993 8,206 22,764 86,665 4,682 114,111
Net income April through December, 1993 8,995 8,995
Cash dividends declared ($.50 per share) (4,126) (4,126)
Stock dividends declared 247 685 4,418 (5,103) --
Stock options exercised 57 158 452 610
---------- ---------- ---------- ---------- -------------
Balance, December 31, 1993 8,510 23,607 91,535 4,448 119,590
Net income January through March 1994 2,647 2,647
Unrealized depreciation on securities
available for sale, net of tax (note 3) ($833) (833)
Cash dividends declared ($0.15 per share) (1,278) (1,278)
Stock options exercised 33 91 284 375
---------- ---------- ---------- ---------- -------------- -------------
Balance, March 31, 1994 8,543 $23,698 $91,819 $5,817 ($833) $120,501
========== ========== ========== ========== ============== =============
See notes to consolidated financial statements.
</TABLE>
<PAGE>
MID-AMERICA BANCORP AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
(In thousands) (Unaudited)
<TABLE>
<CAPTION>
Three months ended
--------------------------------
March 31, 1994 March 31, 1993
CASH FLOWS FROM OPERATING ACTIVITIES: -------------- --------------
<S> <C> <C>
Net income $2,647 $2,578
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation, amortization and accretion, net 1,351 627
Provision for loan losses 100 100
Loss on sales of securities -- 1
Gain on sales of premises and equipment (1) (5)
Loss on trading account securities -- 207
Increase in trading account securities -- (91,585)
Increase in interest receivable (794) (1,258)
Decrease (increase) in other assets 1,717 (384)
Increase in interest payable 83 196
Increase in taxes payable 839 497
Deferred taxes 131 57
Decrease in other liabilities (9,935) (6,126)
-------------- --------------
Net cash used in operating activities (3,862) (95,095)
-------------- --------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of securities available for sale (4,032) --
Proceeds from maturities of securities available for sale 81 22,957
Proceeds from maturities of investment securities 36,499 22,935
Proceeds from sales of investment securities -- 2,652
Purchases of investment securities (16,792) (47,459)
Net increase in customer loans (16,591) (19,029)
Proceeds from sales of premises and equipment 19 5
Payments for purchases of premises and equipment (1,605) (450)
-------------- --------------
Net cash used in investing activities (2,421) (18,389)
-------------- --------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net decrease in deposits (17,645) (6,437)
Net decrease in securities sold under agreements to repurchase (473) (9,714)
Net decrease in federal funds purchased (5,300) (6,150)
Advances from the Federal Home Loan Bank 4,000 12,225
Repayment of advances from the Federal Home Loan Bank (5,114) (2,486)
Net change in other borrowings (52) (30)
Dividends paid (1,278) (1,230)
Stock options exercised 375 134
-------------- --------------
Net cash used in financing activities (25,487) (13,688)
-------------- --------------
Net decrease in cash and cash equivalents (31,770) (127,172)
Cash and cash equivalents at January 1 146,937 266,194
-------------- --------------
Cash and cash equivalents at March 31 $115,167 $139,022
============== ==============
Non-cash transactions during the three months ended March 31, 1994
included a transfer of investment securities to securities
available for sale of $13,848.
See notes to consolidated financial statements.
/TABLE
<PAGE>
MID-AMERICA BANCORP AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited)
1. The accounting and reporting policies of Mid-America Bancorp (the
Company) and its subsidiaries conform with generally accepted
accounting principles and general practices within the banking
industry. The accompanying consolidated financial statements should
be read in conjunction with the Summary of Significant Accounting
Policies footnote which appears in the Company's 1993 Annual Report
and Form 10-K filed with the Securities and Exchange Commission.
2. On November 15, 1993, the Board of Directors declared a 3% stock
dividend payable to shareholders of record on December 15, 1993.
All per share information in the consolidated financial statements
reflects the adjusted number of shares.
3. On January 1, 1994, the Company adopted FASB Statement
No. 115, "Accounting for Certain Investments in Debt and Equity
Securities." The principal effect of adoption of FASB Statement
No. 115 is that debt securities classified as available for
sale are now reported at fair value, with unrealized gains or
losses reported as a separate component of shareholders' equity,
on a net of tax basis.
The amortized cost and market value of securities available for
sale are summarized as follows:
<TABLE>
<CAPTION>
March 31, 1994 December 31, 1993
-------------------------- ------------------------------
Amortized Amortized
Cost Market Value Cost Market Value
----------- ------------- ------------- ---------------
<S> <C> <C> <C> <C>
U.S. Treasury and agencies $107,818 $106,512 $109,202 $109,477
Other 18,936 18,961 -- --
----------- ------------- ------------- ---------------
$126,754 $125,473 $109,202 $109,477
=========== ============= ============= ===============
</TABLE>
The book value and market value of investment securities are
summarized as follows:
<TABLE>
<CAPTION>
March 31, 1994 December 31, 1993
-------------------------- ------------------------------
Book Value Market Value Book Value Market Value
----------- ------------- ------------- ---------------
<S> <C> <C> <C> <C>
U.S. Treasury and agencies $154,025 $151,855 $174,395 $174,208
Obligations of states and political subdivisions 6,091 6,126 2,956 3,083
Other 30,941 31,039 47,745 48,212
----------- ------------- ------------- ---------------
$191,057 $189,020 $225,096 $225,503
=========== ============= ============= ===============
</TABLE>
<PAGE>
MID-AMERICA BANCORP AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(In thousands) (Unaudited)
4. Allowance for Loan Losses - Changes in the allowance for loan losses
are as follows:
<TABLE>
<CAPTION>
March 31, December 31,
1994 1993
------------- -------------
<S> <C> <C>
Balance, January 1 $6,578 $6,020
Additions to allowance charged against operations 100 390
Recoveries 59 1,028
Loans charged off (80) (860)
------------- -------------
Balance, end of period $6,657 $6,578
============= =============
</TABLE>
5. Other operating expense consists of the following:
<TABLE>
<CAPTION>
Three Months Ended
March 31
------------------------------
1994 1993
------------- ---------------
<S> <C> <C>
Operating supplies $447 $303
Data processing fees 16 73
Professional fees 134 243
Taxes - Bank shares, property and other 324 323
Deposit insurance 401 384
Other 1,107 951
------------- ---------------
$2,429 $2,277
============= ===============
</TABLE>
<PAGE>
ITEM II. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
This item discusses the results of operations for Mid-America Bancorp,
and its subsidiaries for the three months ended March 31, 1994 and compares
the period with the same periods of the previous year. In addition, the
discussion describes the significant changes in the financial condition of the
Corporation that have occurred between December 31, 1993 and March 31, 1994.
This discussion should be read in conjunction with the consolidated financial
statements and accompanying notes presented in Part I, Item 1 of this report.
A. RESULTS OF OPERATIONS
Net income for the quarter ended March 31, 1994 was $2,647,000 or
$0.31 per share compared to $2,578,000 or $0.30 per share for the same period
last year. The results for the first three months of 1994 were affected by
1.) an increase in net interest income arising primarily from earning asset
growth, 2.) an increase in other operating expenses, primarily salaries and
employee benefits, and 3.) an increase in non-interest income.
Net interest income
Net interest income is the difference between interest earned on
earning assets and interest expensed on interest bearing liabilities. The net
interest spread is the difference between the average yield on earning assets
and the average rate on interest bearing liabilities. The net yield on
earning assets (interest margin) is net interest income divided by average
earning assets. The following table summarizes the above for the three
months ending March 31, 1994 and 1993.
In thousands except percentages
<TABLE>
<CAPTION>
Three Months Ended
March 31
-------------------
1994 1993
-------- --------
<S> <C> <C>
Total interest income $18,310 $17,421
Tax equivalent adjustment 191 247
------- -------
Tax equivalent interest income 18,501 17,668
Total interest expense 7,881 7,859
------- -------
Tax equivalent net interest income $10,620 $9,809
======= =======
Average rate on earning assets 7.15% 7.58%
Average rate on interest bearing liabilities 3.66% 4.02%
Net interest spread, annualized 3.49% 3.56%
Net interest margin, annualized 4.10% 4.21%
Tax Equivalent Income 18,501 17,668
Average earning assets $1,049,937 $944,995
Average interest bearing liabilities $873,120 $793,024
</TABLE>
Net interest income increased $811,000 in the first quarter of 1994
compared to the first quarter in 1993. This increase was attributable to
volume increases in earning assets between these two periods. Average earning
assets increased 11 % to $1.050 billion. Net interest spread and net interest
margin both declined when comparing the three months ended March 31, 1994 to
March 31, 1993. A significant factor in the decline in the net interest
margin and spread is the decline in the rate earned on the securities
portfolio as securities repriced during the low interest rate environment
during the last year.
Provision for Loan Losses
The allowance for loan losses is maintained at a level adequate to
absorb problem losses. Management determines the adequacy of the allowance
based upon reviews of individual credits, evaluation of the risk
characteristics of the loan portfolio, including the impact of current
economic conditions on the borrowers' ability to repay, past collection and
loss experience and such other factors, which, in management's judgement,
deserve current recognition. The allowance for loan losses is established by
charges to operating earnings.
An analysis of the changes in the allowance for loan losses and
selected ratios follows:
Dollars In thousands
<TABLE>
<CAPTION>
Three Months Ended
March 31
------------------
1994 1993
------ ------
<S> <C> <C>
Balance at January 1 $6,578 $6,020
Provision for loan losses 100 100
Loan charge-offs, net of recoveries 21 25
------ ------
Balance March 31 $6,657 $6,095
====== ======
Average loans, net of unearned income $662,292 $589,569
Provision for loan losses to average loans * 0.06% 0.07%
Net loan charge-offs to average loans * 0.01% 0.02%
Allowance for loan losses to average loans 1.01% 1.03%
Allowance for loan losses to period-end loans 0.99% 1.01%
* Amounts annualized
/TABLE
<PAGE>
Non-interest Income and Other Operating Expenses
The following table sets forth the major components of non-interest
income and other operating expenses for the three months ending March 31,
1994 and 1993:
<TABLE>
<CAPTION>
Three months ended
In thousands March 31
------------------
1994 1993
------ ------
Non-Interest Income:
<S> <C> <C>
Income from trust department $ 383 $ 388
Service charges on deposit accounts 1,042 1,142
Money order fees 692 565
Trading account gains (losses) --- (207)
Securities losses --- (1)
Other 574 657
------ ------
Total non-interest income $2,691 $2,544
====== ======
Other Operating Expenses:
Salaries and employee benefits $5,121 $4,380
Occupancy expenses 662 613
Furniture and equipment expenses 1,072 1,002
Operating supplies 447 303
Data processing 16 73
Professional fees 134 243
Taxes-Bank shares, property and other 324 323
Deposit insurance 401 384
Other 1,107 951
------ ------
Total other operating expenses $9,284 $8,272
====== ======
/TABLE
<PAGE>
Non-Interest income increased $147,000 for the three months ended
March 31, 1994 compared to the same period in 1993. This increase is
partially attributable to trading account losses of $207,000 in the first
quarter of 1993. Excluding the effect of trading account losses in the
comparison, non-interest income declined 2%. The service charges on deposit
accounts and other components of non-interest income declined in the first
quarter of 1994 compared to the first quarter of 1993 partially as a result of
fee waivers and lower volume during the blizzard of 1994 that shut down our
community for nearly one week. Further contributing to the decline in service
charges on deposit accounts was the effect of a competitively priced deposit
package product which has attracted not only new depositors, but also the
conversion of existing depositors from higher priced deposit products. Money
order fees continue to increase as the Corporation's Money Order Company
continues to increase volume through it's expanded agent base.
Other operating expenses increased $1,012,000 or 12% when comparing
the first quarter of 1994 to 1993. The 17% increase in salaries and employee
benefits was the largest factor contributing to this overall increase in other
operating expanses. The change in salaries and benefits is attributed to the
annual increase in salaries effective at the beginning of the year which
averaged 7.5% and the effects of the expansion and upgrade of personnel that
took place over the last half of 1993. Other categories of expenses have been
impacted by increased depreciation related to more money order machines and
new equipment related to technology improvements, and increased supply costs
associated with the expansion of the loan portfolio and new products.
Income Taxes
The Corporation had income tax expense of $1,089,000 for the first
quarter of 1994 compared to $1,156,000 for the same period in 1993. The
effective tax rate was 29.1%.
B. FINANCIAL CONDITION
Total Assets
Total assets decreased $33,003,000 from December 31, 1993 to March 31,
1994, while average assets increased $62,767,000 or 6% to $1,136,593,000 for
the first quarter of 1994 compared to the last quarter of 1993. The increase
in average assets is attributed to the continued growth in the commercial loan
portfolio and the securities portfolio. These increases in earning assets
were supported by increases in the various categories of deposits, advances
from the Federal Home Loan Bank and repurchase agreements.
<PAGE>
Nonperforming and Restructured Loans and Assets
Nonperforming and restructured loans, which include nonaccrual,
restructured and loans past due over 90 days, totaled $4,349,000 at March 31,
1994 and $3,872,000 at December 31, 1993. This represents .65% of total loans
at March 31, 1994 compared to .59% at December 31, 1993.
Nonperforming assets, which include nonperforming loans and other real
estate owned, totaled $7,347,000 at March 31, 1994 and $6,842,000 at December
31, 1993. This represents 0.65% of total assets at March 31, 1994 compared to
0.59% at December 31, 1993.
The Corporation considers the level of nonperforming loans in its'
evaluation of the adequacy of the allowance for loan losses.
C. LIQUIDITY
Liquidity represents the Corporation's ability to generate cash or
otherwise obtain funds at a reasonable price to satisfy commitments to
borrowers as well as demands of depositors. The loan and securities
portfolios are managed to provide liquidity through maturity or payments
related to such assets.
Interest rate sensitivity management is managing the difference or gap
between rate sensitive assets and rate sensitive liabilities to minimize the
impact of changing interest rates on profitability and allow for adequate
liquidity.
The Corporation's adjusted one year cumulative interest sensitivity
gap was 7.52% at March 31, 1994 compared to 5.82% at December 31, 1993. The
cumulative interest sensitivity gap through 90 days was 7.49% at March 31,
1994 compared to 7.75% at December 31, 1993. This asset and liability
structure and interest sensitivity position the Corporation favorably for a
rising interest rate environment.
The Corporation's liquidity depends primarily on the dividends paid to
it as the sole shareholder of the Mid-America Bank of Louisville.
D. CAPITAL RESOURCES
At March 31, 1994 stockholders' equity totaled $120,501,000, an
increase of $911,000 or .8% since December 31, 1993.
The Corporation's risk based capital and leverage ratio exceed minimum
requirements.
<TABLE>
<CAPTION>
Corporation Corporation Minimum
March 31, December Required
1994 31, 1993
----------- ----------- --------
<S> <C> <C> <C>
Leverage Ratio 10.65% 10.20% 3.00%
Tier I risk based capital ratio 18.24% 18.24% 4.00%
Total risk based capital ratio 19.25% 19.25% 8.00%
</TABLE>
<PAGE>
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27 Financial Data Schedule
(b) Reports on Form 8-K
None
<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 thereunto duly authorized.
Mid-America Bancorp
(Registrant)
Date: May 10, 1994
By:/s/Steven Small
Steven Small
Executive Vice President and
Chief Financial Officer
Date: May 10, 1994 By:/s/Orson Oliver
Orson Oliver
President
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1000
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-START> JAN-01-1994
<PERIOD-END> MAR-31-1994
<PERIOD-TYPE> 3-MOS
<CASH> 64,967
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 5,200
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 125,473
<INVESTMENTS-CARRYING> 191,057
<INVESTMENTS-MARKET> 189,020
<LOANS> 674,016
<ALLOWANCE> 6,657
<TOTAL-ASSETS> 1,136,020
<DEPOSITS> 711,804
<SHORT-TERM> 10
<LIABILITIES-OTHER> 34,698
<LONG-TERM> 78,992
0
0
<COMMON> 23,698
<OTHER-SE> 96,803
<TOTAL-LIABILITIES-AND-EQUITY> 1,136,020
<INTEREST-LOAN> 14,156
<INTEREST-INVEST> 3,522
<INTEREST-OTHER> 632
<INTEREST-TOTAL> 18,310
<INTEREST-DEPOSIT> 5,609
<INTEREST-EXPENSE> 7,881
<INTEREST-INCOME-NET> 10,429
<LOAN-LOSSES> 100
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 9,284
<INCOME-PRETAX> 3,736
<INCOME-PRE-EXTRAORDINARY> 3,736
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,647
<EPS-PRIMARY> 0.31
<EPS-DILUTED> 0.31
<YIELD-ACTUAL> 4.10
<LOANS-NON> 2,891
<LOANS-PAST> 1,458
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 13,810
<ALLOWANCE-OPEN> 6,578
<CHARGE-OFFS> 80
<RECOVERIES> 59
<ALLOWANCE-CLOSE> 6,657
<ALLOWANCE-DOMESTIC> 6,657
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
