UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the period ended June 30, 1995
Commission File Number: 0-12358
CCB FINANCIAL CORPORATION
(Exact name of issuer as specified in charter)
North Carolina 56-1347849
(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification No.)
111 Corcoran Street, Post Office Box 931, Durham, NC 27702
(Address of principal executive offices)
Registrant's telephone number, including area code (919)683-7777
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 [ ]
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.
Common Stock, $5 Par value 14,899,625
(Class of Stock) (Shares outstanding
as of August 1, 1995)
<PAGE>
CCB FINANCIAL CORPORATION
FORM 10-Q
INDEX
Part I. Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets
June 30, 1995, December 31, 1994 and June 30, 1994 3
Consolidated Statements of Income
Three Months Ended June 30, 1995 and 1994 and Six
Months Ended June 30, 1995 and 1994 4
Consolidated Statements of Shareholders' Equity
Six Months Ended June 30, 1995 and 1994 5
Consolidated Statements of Cash Flows
Six Months Ended June 30, 1995 and 1994 6
Notes to Consolidated Financial Statements
Six Months Ended June 30, 1995 and 1994 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 10
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K 20
Signatures 21
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
CCB Financial Corporation and Subsidiaries
CONSOLIDATED BALANCE SHEETS
June 30, December 31, June 30,
1995 1994 1994
Assets:
Cash and due from banks $ 175,530,547 204,890,083 153,355,407
Time deposits in other banks 121,996,921 35,852,838 15,031,972
Federal funds sold and other
short-term investments 293,632,843 161,948,000 123,633,832
Investment securities:
Available for sale 848,445,619 766,101,623 836,127,778
Held to maturity (market values
of $81,302,019, $232,148,439
and $143,272,716) 77,763,227 244,179,959 148,120,483
Loans and lease financing (notes
3 and 5) 3,197,549,411 3,158,862,557 2,781,240,310
Less reserve for loan and lease
losses (note 4) 42,279,595 40,599,645 35,439,269
Net loans and lease financing 3,155,269,816 3,118,262,912 2,745,801,041
Premises and equipment 64,082,239 64,617,815 60,099,723
Other assets (note 5) 101,273,553 124,835,008 96,624,957
Total assets $ 4,837,994,765 4,720,688,238 4,178,795,193
Liabilities:
Deposits:
Demand (non-interest bearing) $ 525,372,682 511,356,573 465,560,797
Savings and NOW accounts 490,498,551 520,080,718 489,651,683
Money market accounts 1,244,809,348 1,209,037,486 1,053,499,973
Jumbo time deposits 261,588,007 257,444,500 200,758,939
Consumer time deposits 1,642,895,570 1,559,761,213 1,363,738,973
Total deposits 4,165,164,158 4,057,680,490 3,573,210,365
Federal funds purchased, master
notes and securities sold under
agreements to repurchase 54,976,523 45,549,983 39,445,506
Other short-term borrowed funds 39,387,269 69,266,636 13,071,636
Long-term debt 87,301,184 95,615,336 82,781,599
Other liabilities 88,544,917 81,424,697 85,389,132
Total liabilities 4,435,374,051 4,349,537,142 3,793,898,238
Shareholders' equity:
Serial preferred stock. Authorized
5,000,000 shares; none issued -- -- --
Common stock of $5 par value.
Authorized 50,000,000 shares;
14,899,625,14,996,828, and
15,387,860 shares issued 74,498,125 74,984,140 76,939,300
Additional paid-in capital 88,481,824 92,283,008 105,410,318
Retained earnings 238,835,067 225,499,020 214,425,120
Unrealized gain (loss) on invest-
ment securities available for
sale, net of applicable taxes 3,159,122 (18,644,387) (8,381,647)
Less: Unearned common stock held
by management recognition plans (2,353,424) (2,970,685) (3,496,136)
Total shareholders' equity 402,620,714 371,151,096 384,896,955
Total liabilities and share-
holders' equity $ 4,837,994,765 4,720,688,238 4,178,795,193
See accompanying notes to consolidated financial statements.
<PAGE>
CCB Financial Corporation and Subsidiaries
CONSOLIDATED STATEMENTS OF INCOME
Three Months
Ended June 30,
1995 1994
Interest income:
Interest and fees on loans and leases $ 76,823,015 58,165,511
Interest and dividends on
investment securities:
U.S. Treasury 7,533,436 9,129,023
U.S. Government agencies
and corporations 5,873,229 3,820,717
States and political subdivisions
(primarily tax-exempt) 1,294,682 1,033,949
Equity and other securities 531,305 464,300
Interest on time deposits in other banks 720,304 417,697
Interest on federal funds sold and
other short-term investments 2,831,505 1,089,493
Total interest income 95,607,476 74,120,690
Interest expense:
Deposits 42,692,891 26,878,374
Federal funds purchased, master notes
and securities sold
under agreements to repurchase 87,825 255,065
Other short-term borrowed funds 1,067,563 71,040
Long-term debt 1,538,213 1,577,269
Total interest expense 45,386,492 28,781,748
Net interest income 50,220,984 45,338,942
Provision for loan and lease
losses (note 4) 1,598,608 2,307,883
Net interest income after provision
for loan and lease losses 48,622,376 43,031,059
Other income:
Service charges on deposit accounts 6,173,893 5,755,735
Trust and custodian fees 1,104,629 2,300,628
Insurance commissions 1,340,675 768,093
Merchant discount 1,153,370 926,978
Other service charges and fees 843,902 867,020
Other 2,994,329 1,501,839
Investment securities gains (losses), net 348,850 6,326
Total other income 13,959,648 12,126,619
Other expenses:
Personnel expense 19,794,054 17,511,263
Net occupancy expense 2,643,259 2,719,431
Equipment expense 2,599,285 2,460,250
Other operating expenses 12,368,144 12,674,022
Merger-related expense 10,332,596 -
Total other expenses 47,737,338 35,364,966
Income before income taxes 14,844,686 19,792,712
Income taxes 5,657,044 6,582,022
Net income $ 9,187,642 13,210,690
Income per share $ .62 .86
Weighted average shares outstanding 14,923,787 15,378,110
Continued
<PAGE>
CCB Financial Corporation and Subsidiaries
CONSOLIDATED STATEMENTS OF INCOME, Continued
Six Months
Ended June 30,
1995 1994
Interest income:
Interest and fees on loans and leases $ 150,289,305 112,165,618
Interest and dividends on
investment securities:
U.S. Treasury 15,979,232 17,450,572
U.S. Government agencies
and corporations 11,927,520 7,146,466
States and political subdivisions
(primarily tax-exempt) 2,640,800 2,102,228
Equity and other securities 1,061,457 1,182,538
Interest on time deposits in other banks 1,325,616 815,644
Interest on federal funds sold and
other short-term investments 5,250,306 2,381,388
Total interest income 188,474,236 143,244,454
Interest expense:
Deposits 81,413,027 52,729,481
Federal funds purchased, master notes
and securities sold
under agreements to repurchase 196,327 416,931
Other short-term borrowed funds 2,376,578 133,009
Long-term debt 3,071,296 3,182,242
Total interest expense 87,057,228 56,461,663
Net interest income 101,417,008 86,782,791
Provision for loan and lease
losses (note 4) 3,748,608 3,646,862
Net interest income after provision
for loan and lease losses 97,668,400 83,135,929
Other income:
Service charges on deposit accounts 12,351,920 11,491,555
Trust and custodian fees 3,227,410 4,720,759
Insurance commissions 1,842,867 1,642,872
Merchant discount 2,262,396 1,814,438
Other service charges and fees 1,910,521 1,792,156
Other 5,690,034 3,274,272
Investment securities gains (losses), net (977,207) 50,177
Total other income 26,307,941 24,786,229
Other expenses:
Personnel expense 39,672,544 35,297,166
Net occupancy expense 5,578,338 5,482,903
Equipment expense 5,218,351 5,196,689
Other operating expenses 25,980,288 24,272,250
Merger-related expense 10,332,596 -
Total other expenses 86,782,117 70,249,008
Income before income taxes 37,194,224 37,673,150
Income taxes 13,107,295 12,555,047
Net income $ 24,086,929 25,118,103
Income per share $ 1.61 1.63
Weighted average shares outstanding 14,960,977 15,373,892
See accompanying notes to consolidated financial statements.
CCB Financial Corporation and Subsidiaries
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
Six Months Ended June 30, 1994 and 1994
<TABLE>
<CAPTION>
Unrealized
Gain
(Loss) on
Investment Total
Additional Securities Management Share-
Common Paid-In Retained Available Recognition holders'
Stock Capital Earnings for Sale Plans Equity
<S> <C> <C> <C> <C> <C> <C>
Balance December 31, 1993
CCB Financial Corporation $ 47,586,385 83,349,012 124,922,331 (835,677) (4,018,288) 251,003,763
Security Capital Bancorp 51,167,130 - 73,053,169 - - 124,220,299
Adjustments for pooling-
of-interests (21,960,035) 21,960,035 - - - -
Balance December 31,
1993, Restated 76,793,480 105,309,047 197,975,500 (835,677) (4,018,288) 375,224,062
Mark to market adjustment,
net of applicable
income taxes - - - 10,299,318 - 10,299,318
Balance January 1, 1994 76,793,480 105,309,047 197,975,500 9,463,641 (4,018,288) 385,523,380
Net income - - 25,118,103 - - 25,118,103
Stock options exercised 150,310 117,690 - - - 268,000
Transactions pursuant to
restricted stock
plan, net (4,490) (16,419) - - - (20,909)
Earned portion of management
recognition plans - - - - 522,152 522,152
Cash dividends ($.32
per share) - - (8,668,483) - - (8,668,483)
Change in unrealized
losses, net of appli-
cable income taxes - - - (17,845,288) - (17,845,288)
Balance June 30, 1994 $ 76,939,300 105,410,318 214,425,120 (8,381,647) (3,496,136) 384,896,955
Balance December 31, 1994 $ 74,984,140 92,283,008 225,499,020 (18,644,387) (2,970,685) 371,151,096
Net income - - 24,086,929 - - 24,086,929
Stock options exercised 64,805 80,246 - - - 145,051
Earned portion of
management recognition
plans - - - - 617,261 617,261
Purchase and retirement
of shares (550,820) (3,881,430) - - - (4,432,250)
Cash dividends ($.34
per share) - - (10,750,882) - - (10,750,882)
Change in unrealized
losses, net of appli-
cable income taxes - - - 21,803,509 - 21,803,509
Balance June 30, 1995 $ 74,498,125 88,481,824 238,835,067 3,159,122 (2,353,424) 402,620,714
</TABLE>
See accompanying notes to consolidated financial statements.
<PAGE>
CCB Financial Corporation and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
Six Months Ended June 30, 1995 and 1994
1995 1994
Operating activities:
Net income $ 24,086,929 25,118,103
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation 4,185,823 4,036,271
Provision for loan and lease losses 3,748,608 3,646,862
Net (gain) loss on sales of
investment securities 977,207 (50,177)
Net amortization and accretion on
investment securities 3,234,918 3,820,244
Amortization of intangibles and
other assets 2,558,973 1,661,404
Accretion of negative goodwill (1,677,905) (1,700,586)
Increase in accrued interest receivable 1,858,019 2,431,523
Decrease in accrued interest payable 871,866 640,271
Decrease in other assets 12,690,377 16,468,212
Increase in other liabilities 3,085,658 2,704,948
Increase (decrease) in deferred
taxes payable (740,337) 2,188,383
Vesting of shares held by management
recognition plans 617,261 522,152
Transactions pursuant to restricted
stock plan, net - (20,909)
Other 70,920 6,233
Net cash provided by operating activities 55,568,317 61,472,934
Investing activities:
Proceeds from maturities and issuer calls
of investment securities held to maturity 10,704,824 5,547,799
Purchases of investment securities held
to maturity (3,642,137) (51,007,332)
Proceeds from sales of investment
securities available for sale 139,656,955 116,778,688
Proceeds from maturities and issuer
calls of investment securities
available for sale 69,311,212 306,354,885
Purchases of investment securities
available for sale (101,256,133) (392,246,057)
Net increase in loans and
leases receivable (41,831,089) (153,132,473)
Purchases of premises and equipment (3,650,247) (3,178,809)
Net cash provided (used) by investing
activities 69,293,385 (170,883,299)
Financing activities:
Net increase (decrease) in
deposit accounts 107,483,668 (28,016,396)
Net increase in federal funds purchased,
master notes and securities sold under
agreements to repurchase 9,426,540 13,918,540
Net decrease in other short-term
borrowed funds (29,879,367) (4,894,726)
Proceeds from issuance of long-term debt 4,230,381 3,500,000
Repayments of long-term debt (12,615,453) (7,422,707)
Exercise of stock options 145,051 268,000
Purchase and retirement of common stock (4,432,250) -
Cash dividends (10,750,882) (8,668,483)
Net cash provided (used) by financing
activities 63,607,688 (31,315,772)
Net increase (decrease) in cash and
cash equivalents 188,469,390 (140,726,137)
Cash and cash equivalents at January 1 402,690,921 432,747,348
Cash and cash equivalents at June 30 $ 591,160,311 292,021,211
Supplemental disclosure of cash flow information:
Interest paid during the period $ 87,929,094 58,006,052
Income taxes paid during the period 18,399,397 11,008,800
Supplemental disclosure of noncash
investing activities:
Investments transferred to available
for sale $ 159,336,349 329,799,000
Loans and lease financing transferred
to other real estate acquired
through loan foreclosure 1,075,577 2,185,659
See accompanying notes to consolidated financial statements.
<PAGE>
CCB Financial Corporation and Subsidiaries
Notes to Consolidated Financial Statements
Six Months Ended June 30, 1995 and 1994
(1) Consolidation
The consolidated financial statements include the accounts and results
of operations of CCB Financial Corporation (the "Corporation") and its
wholly-owned subsidiaries, Central Carolina Bank and Trust Company
("CCB"), Graham Savings Bank, Inc., SSB and Central Carolina Bank -
Georgia. The consolidated financial statements also include the
accounts and results of operations of CCB Investment and Insurance
Service Corporation, Southland Associates, Inc., CCBDE and 1st Home
Mortgage Acceptance Corporation, wholly-owned subsidiaries of CCB.
All significant intercompany accounts are eliminated in consolidation.
(2) Merger and Acquisition
On May 19, 1995, the Corporation merged with Security Capital Bancorp
("Security Capital"), a $1.2 billion bank holding company based in
Salisbury, North Carolina. The merger was accounted for as a pooling-
of-interests and was effected through a tax-free exchange of stock.
Each share of Security Capital common stock outstanding on the merger
date was converted into .5 shares of the Corporation's common stock.
Consequently, the Corporation issued approximately 5.9 million shares
of common stock and cash in lieu of fractional shares for all of the
outstanding shares of Security Capital. The former offices of Security
Capital will operate as offices of CCB.
In accordance with the accounting for poolings-of-interests, the
financial statements of the Corporation have been restated to reflect
the merger as if it had been effective as of the earliest period
presented. Separate results of operations of the combining entities
are as follows (in thousands):
Three Months Ended March 31,
1995 1994
Net interest income
after provision for
loan and lease losses:
CCB Financial Corporation $ 38,244 31,427
Security Capital Bancorp 10,802 8,678
$ 49,046 40,105
Net income:
CCB Financial Corporation $ 11,030 8,446
Security Capital Bancorp 3,869 3,461
$ 14,899 11,907
<PAGE>
The net interest income after provision for loan and lease losses for
Security Capital has been adjusted from amounts previously reported to
reflect certain reclassifications from noninterest income and expense
to interest income and expense, in accordance with policies followed
by the Corporation.
On June 9, 1995, the Corporation assumed the deposit liabilities of
three branches of a North Carolina bank. Deposit liabilities assumed
totaled $37,500,000. Deposit base premium of $2,987,000 was recorded
as a result of the acquisition which will be amortized on a straight-
line basis over 10 years; no goodwill was recorded in the transaction.
As the acquisition was accounted for as a purchase, the results of
operations of the branches acquired are included in the Corporation's
results of operations only from the date of acquisition. The branch
acquisitions are not material to the financial position or net income of
the Corporation and pro forma information is not deemed necessary.
(3) Loans and Lease Financing
A summary of loans and lease financing at June 30, 1995 and 1994
follows:
1995 1994
Commercial, financial and
agricultural $ 502,765,512 441,563,547
Real estate-construction 419,690,427 277,346,438
Real estate-mortgage 1,762,220,172 1,577,172,560
Instalment loans to individuals 291,080,013 270,123,158
Credit card receivables 191,801,571 189,978,385
Lease financing 34,830,613 29,656,430
Gross loans and lease financing 3,202,388,308 2,785,840,518
Less unearned income 4,838,897 4,600,208
Total loans and lease financing $ 3,197,549,411 2,781,240,310
At June 30, 1995, impaired loans amounted to $4,528,000. The related
reserve for loan and lease losses on these loans amounted to $2,396,000 at
June 30, 1995.
(4) Reserve for Loan and Lease Losses
Following is a summary of the reserve for loan and lease losses for
the six months ended June 30, 1995 and 1994:
1995 1994
Balance at beginning of year $ 40,599,645 34,189,965
Provision charged to operations 3,748,608 3,646,862
Recoveries of loans and leases
previously charged-off 830,320 1,008,417
Loan and lease losses charged
to reserve (2,898,978) (3,405,975)
Balance at June 30 $ 42,279,595 35,439,269
<PAGE>
(5) Risk Assets
Following is a summary of risk assets at June 30, 1995 and 1994 (in
thousands):
1995 1994
Nonaccrual loans and lease financing $ 9,690 14,308
Other real estate acquired through
loan foreclosures 2,894 6,465
Accruing loans and lease financing
90 days or more past due 2,605 2,469
Restructured loans and lease financing - 162
Total risk assets $ 15,189 23,404
(6) Contingencies
Certain legal claims have arisen in the normal course of business,
which, in the opinion of management and counsel, will have no
material adverse effect on the financial position or results of
operations of the Corporation or its subsidiaries.
(7) Management Opinion
The financial statements in this report are unaudited. In the
opinion of management, all adjustments (none of which were other
than normal accruals) necessary for a fair presentation of the
financial position and results of operations for the periods
presented have been included.
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
The purpose of this discussion and analysis is to aid in the
understanding and evaluation of financial conditions and changes
therein and results of operations of CCB Financial Corporation (the
"Corporation") and its wholly-owned subsidiaries, Central Carolina
Bank and Trust Company ("CCB"), Graham Savings Bank, Inc., SSB
("Graham Savings") and Central Carolina Bank-Georgia ("CCB-Ga.")
(collectively "the Banks"), and CCB's wholly-owned subsidiaries, CCB
Investment and Insurance Service Corporation, CCBDE, 1st Home
Mortgage Acceptance Corporation and Southland Associates, Inc. for
the three and six months ended June 30, 1995 and 1994. This
discussion and analysis is intended to complement the unaudited
financial statements and footnotes and the supplemental financial
data appearing elsewhere in this Form 10-Q, and should be read in
conjunction therewith.
On May 19, 1995, the Corporation effected a merger with Security
Capital Bancorp ("Security Capital"), a $1.2 billion bank-holding
company headquartered in Salisbury, North Carolina. The merger was
accounted for as a pooling-of-interests and was effected through a
tax-free exchange of stock. In accordance with accounting
principles for poolings-of-interests, the financial statements of
the Corporation have been restated to reflect the effect of the
merger as if it had occurred at the beginning of the earliest period
presented. On June 9, 1995, the Corporation assumed the deposit
liabilities of three branch offices of a North Carolina bank. This
$37.5 million transaction was accounted for as a purchase and the
results of operations of the branches acquired are only included in
the Corporation's results of operations from the date of
acquisition.
On September 23, 1994, Security Capital acquired a financial
institution with assets totaling $302,163,000 including net loans of
$135,819,000 and deposits of $250,929,000. As a result of the
acquisition, intangible assets of $16,861,000 were recorded which
are being amortized over periods of 10 to 20 years. This
transaction was accounted for as a purchase and the results of
operations of the financial institution acquired is only included in
the Corporation's results of operations from the date of
acquisition.
Results of Operations - Three Months Ended June 30, 1995 and 1994
-----------------------------------------------------------------
Income before merger-related expense amounted to $16,492,000, an
increase of $3,281,000 or 24.8%. Income per share before merger-
related expense was $1.11 for the second quarter of 1995 compared to
$.86 for the same period in 1994. Returns before merger-related
<PAGE>
expense on average assets and average shareholders' equity were
1.39% and 16.85%, respectively, compared to 1.27% and 13.81% in the
1994 period. Net income for the three months ended June 30, 1995
amounted to $9,188,000, a decrease of $4,023,000 or 30.4% over the
same period in 1994. Net income per share was $.62 in 1995, a $.24
decrease from the 1994 period. Returns on average assets and average
shareholders' equity were .77% and 9.39%, respectively, compared to
the aforementioned 1.27% and 13.81%, respectively, in the 1994
period.
Average Balance Sheets and Net Interest Income Analyses on a taxable
equivalent basis for each of the periods are included in Table 1.
Average earning assets increased by $563,433,000 or 14.4% over the
1994 period which was due in part to internal growth and to Security
Capital's financial institution purchase in the third quarter of
1994. Increases in both rate earned and outstanding volume of
interest-earning assets resulted in the yield on interest-earning
assets increasing from 7.79% in 1994 to 8.77% in 1995. The cost of
interest-bearing funds increased significantly, from 3.55% in 1994
to 4.81% in 1995, due primarily to increases in rate as deposits
began to reprice as a result of earlier increases in interest rates.
In addition, Security Capital has historically had narrower margins
than the Corporation because of its heavier reliance on certificates
of deposit for funding earning assets. Due to these factors, the
net interest margin fell 14 basis points to 4.69% and the interest
rate spread narrowed to 3.96% for the three months ended June 30,
1995. Net interest income on a taxable equivalent basis increased
$5,306,000 or 11.3%.
The provision for loan and lease losses for the second quarter of
1995 was $1,599,000, compared to $2,308,000 in 1994, due to
improvements in the economy and the Corporation's lower level of
nonperforming assets. The reserve for loan and lease losses to loans
and lease financing outstanding was 1.32% at June 30, 1995 and 1.27%
at June 30, 1994. Net 1995 loan and lease charge-offs amounted to
$1,304,000 or .16% (annualized) of average loans and lease financing
compared to .15% (annualized) in 1994.
Other income increased $1,834,000 in the second quarter of 1995 to
$13,960,000 compared to 1994's $12,126,000. The increase was due in
part to a $418,000 increase in service charges on deposit accounts
resulting from increased deposit volume, a $226,000 increase in
merchant discount from increased volume, the sale by Security
Capital of one of its nonbanking subsidiaries which resulted in a
$500,000 gain, the sale of $132,106,000 of mortgage loans to
reposition the balance sheet after the merger to achieve its pre-
merger interest-sensitivity which resulted in a gain of $673,000 and
increases in net securities gains of $343,000. Trust income
decreased from 1994's level of $2,301,000
<PAGE>
Table 1
CCB FINANCIAL CORPORATION
Average Balances and Net Interest Income Analysis
Three Months Ended June 30, 1995 and 1994
(Taxable Equivalent Basis-In Thousands) (1)
1995
Interest Average
Average Income/ Yield/
Balance Expense Rate
Earning assets:
Loans and lease financing (2) $ 3,263,187 77,019 9.46 %
U.S. Treasury and agency
obligations (3) 854,109 14,506 6.79
States and political
subdivision obligations 80,331 2,007 10.02
Equity and other securities (3) 30,704 545 7.10
Federal funds sold and other
short-term investments 189,625 2,953 6.25
Time deposits in other banks 48,153 771 6.42
Total earning assets (3) 4,466,109 97,801 8.77
Non-earning assets:
Cash and due from banks 173,874
Premises and equipment 66,397
All other assets, net 60,334
Total assets $ 4,766,714
Interest-bearing liabilities:
Savings and time deposits $ 3,616,285 42,693 4.74 %
Federal funds purchased, master
notes and securities sold under
agreements to repurchase 49,190 621 5.06
Other short-term borrowed funds 34,530 534 6.21
Long-term debt 87,033 1,538 7.09
Total interest-bearing liabilities 3,787,038 45,386 4.81
Other liabilities and
shareholders' equity:
Demand deposits 492,811
Other liabilities 94,374
Shareholders' equity 392,491
Total liabilities and
shareholders' equity $ 4,766,714
Net interest income and net
interest margin (4) $ 52,415 4.69 %
Interest rate spread (5) 3.96 %
Continued
<PAGE>
Table 1
CCB FINANCIAL CORPORATION
Average Balances and Net Interest Income Analysis, Continued
Three Months Ended June 30, 1995 and 1994
(Taxable Equivalent Basis-In Thousands) (1)
1994
Interest Average
Average Income/ Yield/
Balance Expense Rate
Earning assets:
Loans and lease financing (2) $ 2,719,111 58,214 8.58 %
U.S. Treasury and agency
obligations (3) 940,139 14,018 5.96
States and political
subdivision obligations 60,059 1,600 10.66
Equity and other securities (3) 30,131 481 6.38
Federal funds sold and other
short-term investments 115,173 1,133 3.95
Time deposits in other banks 38,063 445 4.69
Total earning assets (3) 3,902,676 75,891 7.79
Non-earning assets:
Cash and due from banks 160,607
Premises and equipment 62,734
All other assets, net 46,206
Total assets $ 4,172,223
Interest-bearing liabilities:
Savings and time deposits $ 3,118,974 26,879 3.46
Federal funds purchased, master
notes and securities sold under
agreements to repurchase 37,988 255 2.69
Other short-term borrowed funds 10,838 71 2.63
Long-term debt 84,472 1,577 7.47
Total interest-bearing liabilities 3,252,272 28,782 3.55
Other liabilities and
shareholders' equity:
Demand deposits 453,704
Other liabilities 82,447
Shareholders' equity 383,800
Total liabilities and
shareholders' equity $ 4,172,223
Net interest income and net
interest margin (4) $ 47,109 4.83 %
Interest rate spread (5) 4.24 %
(1) The taxable equivalent basis is computed using 35% federal and 7.75%
state tax rates in 1995 and 35% federal and 7.83% state tax rates in 1994
where applicable. All amounts prior to June 30, 1995 are restated for CCB
Financial Corporation's May 19, 1995 merger with Security Capital Bancorp
which was accounted for as a pooling-of-interests.
(2) The average loan and lease financing balances include non-accruing
loans and lease financing. Loan fees of $2,540,000 and $2,140,000 for
1995 and 1994, respectively, are included in interest income.
(3) The average balances for debt and equity securities exclude the effect
of their mark-to-market adjustment, if any.
(4) Net interest margin is computed by dividing net interest income by
total earning assets.
(5) Interest rate spread equals the earning asset yield minus the
interest-bearing liability rate.
<PAGE>
to $1,499,000 due to more conservative estimation of trust revenues
and a slight decrease in trust assets managed.
The following schedule presents noninterest income and expense,
excluding merger-related expense, as a percentage of average assets
for the three months ended June 30, 1995 and 1994:
1995 1994
Noninterest income (1) 1.17% 1.17
Personnel expense 1.67 1.68
Occupancy and equipment expense .44 .50
Other operating expense 1.04 1.22
Noninterest expense 3.15 3.40
Net overhead 1.98% 2.23
(1) Includes net gains (losses) on investment securities sales.
Other expenses, excluding merger-related expense, in the 1995 period
increased by $2,039,000 or only 5.8% from the 1994 period. The
largest increases were experienced in personnel expense and
amortization of intangible assets. The increase in personnel expense
was due in part to growth from Security Capital's 1994 acquisition of
a financial institution. Despite the $2,284,000 increase in personnel
expense, a comparison of assets per employee shows improvement from
$2.09 million of assets per employee at June 30, 1994 to $2.45 million
per employee at June 30, 1995. Amortization of intangible assets
increased over 1994's level due to intangible assets recognized in the
aforementioned Security Capital financial institution acquisition.
As a result of the above changes, net overhead (noninterest expense,
excluding merger-related expense, less noninterest income) as a
percentage of average assets decreased to 1.98% for the three months
ended June 30, 1995 from 2.23% for the same period in 1994. The
Corporation's efficiency ratio (noninterest expense, excluding merger-
related expense, as a percentage of taxable equivalent net interest
income and other income) dramatically improved from 59.70% for the
three months ended June 30, 1994 to 56.35% for the same period in
1995. The improvements were due to continued implementation of cost-
saving strategies and efficiencies.
During the second quarter of 1995, the Corporation recognized
$10,333,000 of merger-related expense from the Security Capital
merger. The total was comprised of severance and other employee
benefit costs, costs related to branch closures, systems conversion
costs and other restructuring and transaction-related expenses. The
after-tax effect of the merger-related expense was $7,304,000.
<PAGE>
The effective income tax rate was 38.1% in 1995 compared to 33.2% in
the same period of 1994. The higher effective tax rate was due to
$2,761,000 of nondeductible merger-related expense.
Results of Operations - Six Months Ended June 30, 1995 and 1994
---------------------------------------------------------------
Income before merger-related expense totaled $31,391,000 for the six
months ended June 30, 1995 compared to $25,118,000 for the same period
in 1994. Income before merger-related expense per share was $2.10 for
the six months ended June 30, 1995 compared to $1.63 for 1994. Returns
of income before merger-related expense on average assets and average
shareholders' equity were 1.34% and 16.47%, respectively, compared to
1.22% and 13.28% in the 1994 period. Net income for the six months
ended June 30, 1995 amounted to $24,087,000, a decrease of $1,031,000
or 4.1% from the same period in 1994. Income per share was $1.61 in
1995, a $.02 decrease from the 1994 period. Returns of net income on
average assets and average shareholders' equity were 1.02% and 12.63%,
respectively, compared to 1.22% and 13.28% in the 1994 period.
Average Balance Sheets and Net Interest Income Analyses on a taxable
equivalent basis for each of the six month periods are included in
Table 2. Average earning assets increased by $568,929,000 or 14.7%
over the 1994 period which was due to internal growth and to Security
Capital's aforementioned acquisition of a financial institution
consummated in the third quarter of 1994. For interest-earning
assets, increases in both the rates earned on the assets and the
volume of those assets contributed equally to the increase in interest
income. In addition, the mix of earning assets from June 1994 to June
1995 shifted from lower-yielding investment securities to higher-
yielding loans due to improved loan demand. For interest-bearing
liabilities, the increase in rates paid on deposits accounted for two-
thirds of the increase in interest expense. The combination of these
factors resulted in the net interest margin increasing from 4.67% for
the six months ended June 30, 1994 to 4.78% for 1995. The interest
rate spread fell 1 basis point to 4.08% for 1995 due to deposits
beginning to reprice after earlier increases in interest rates. Net
interest income on a taxable equivalent basis increased $15,644,000 or
17.3% from 1994's level.
The provision for loan and lease losses was increased slightly to
$3,749,000 from $3,647,000 in 1994 due to the increase in outstanding
loans and lease financing. Net 1995 loan and lease charge-offs
amounted to $2,069,000 or .13% (annualized) of average loans and lease
financing compared to .18% (annualized) in 1994.
<PAGE>
Table 2
CCB FINANCIAL CORPORATION
Average Balances and Net Interest Income Analysis
Six Months Ended June 30, 1995 and 1994
(Taxable Equivalent Basis-In Thousands) (1)
1995
Interest Average
Average Income/ Yield/
Balance Expense Rate
Earning assets:
Loans and lease financing (2) $ 3,228,707 150,671 9.39 %
U.S. Treasury and agency
obligations (3) 890,293 30,196 6.78
States and political
subdivision obligations 81,447 4,090 10.13
Equity and other securities (3) 30,722 1,089 7.09
Federal funds sold and other
short-term investments 173,216 5,497 6.40
Time deposits in other banks 43,403 1,417 6.58
Total earning assets (3) 4,447,788 192,960 8.72
Non-earning assets:
Cash and due from banks 168,158
Premises and equipment 65,985
All other assets, net 54,200
Total assets $ 4,736,131
Interest-bearing liabilities:
Savings and time deposits $ 3,597,676 81,413 4.56 %
Federal funds purchased, master
notes and securities sold under
agreements to repurchase 46,682 1,140 4.92
Other short-term borrowed funds 48,627 1,433 5.94
Long-term debt 87,556 3,071 7.02
Total interest-bearing liabilities 3,780,541 87,057 4.64
Other liabilities and
shareholders' equity:
Demand deposits 480,536
Other liabilities 90,615
Shareholders' equity 384,439
Total liabilities and
shareholders' equity $ 4,736,131
Net interest income and net
interest margin (4) $ 105,903 4.78 %
Interest rate spread (5) 4.08 %
Table 2
CCB FINANCIAL CORPORATION
Average Balances and Net Interest Income Analysis, Continued
Six Months Ended June 30, 1995 and 1994
(Taxable Equivalent Basis-In Thousands) (1)
1994
Interest Average
Average Income/ Yield/
Balance Expense Rate
Earning assets:
Loans and lease financing (2) $ 2,682,655 112,259 8.42 %
U.S. Treasury and agency
obligations (3) 911,895 26,623 5.89
States and political
subdivision obligations 60,238 3,252 10.89
Equity and other securities (3) 42,342 1,238 5.85
Federal funds sold and other
short-term investments 139,381 2,478 3.59
Time deposits in other banks 42,348 870 4.14
Total earning assets (3) 3,878,859 146,720 7.60
Non-earning assets:
Cash and due from banks 162,152
Premises and equipment 61,957
All other assets, net 42,954
Total assets $ 4,145,922
Interest-bearing liabilities:
Savings and time deposits $ 3,110,270 52,729 3.42 %
Federal funds purchased, master
notes and securities sold under
agreements to repurchase 35,232 417 2.39
Other short-term borrowed funds 11,220 133 2.39
Long-term debt 84,781 3,182 7.50
Total interest-bearing liabilities 3,241,503 56,461 3.51
Other liabilities and
shareholders' equity:
Demand deposits 441,449
Other liabilities 81,602
Shareholders' equity 381,368
Total liabilities and
shareholders' equity $ 4,145,922
Net interest income and net
interest margin (4) $ 90,259 4.67 %
Interest rate spread (5) 4.09 %
(1) The taxable equivalent basis is computed using 35% federal and 7.75%
state tax rates in 1995 and 35% federal and 7.83% state tax rates in 1994
where applicable. All amounts prior to June 30, 1995 are restated for CCB
Financial Corporation's May 19, 1995 merger with Security Capital Bancorp
which was accounted for as a pooling-of-interests.
(2) The average loan and lease financing balances include non-accruing
loans and lease financing. Loan fees of $4,597,000 and $3,852,000 for
1995 and 1994, respectively, are included in interest income.
(3) The average balances for debt and equity securities exclude the effect
of their mark-to-market adjustment, if any.
(4) Net interest margin is computed by dividing net interest income by
total earning assets.
(5) Interest rate spread equals the earning asset yield minus the
interest-bearing liability rate.
<PAGE>
Other income increased $1,522,000 during the first six months of 1995
to $26,308,000 compared to 1994's $24,786,000. The increase was due
in part to a $860,000 increase in service charges on deposit accounts
resulting from increased deposit volume and other operating income
increases including a $500,000 gain on the sale of a Security Capital
nonbank subsidiary, a $880,000 gain on the early retirement of a
portion of the Corporation's subordinated debentures, and a $868,000
increase in gains on sales and packaging of mortgage loans. Trust
income decreased during this same period from 1994's level due to a
more conservative estimation of trust income and a slight decline in
assets managed by the Trust Department. Net losses on sales of
securities (primarily U.S. Treasury and agency obligations) totaling
$977,000 were incurred during 1995 as the Corporation repositioned the
securities portfolio in anticipation of the combined entities.
Other expenses, excluding merger-related expense, in the 1995 period
increased by a modest $6,200,000 or 8.8% from the 1994 period. As
discussed previously, increases were experienced in personnel expense
due in part to Security Capital's 1994 acquisition of a financial
institution. Amortization of intangible assets increased $709,000
during the 1995 period due primarily to intangible assets recorded in
Security Capital's financial institution acquisition. Merger-related
expense of $10,333,000 was incurred during the second quarter as
previously discussed. The effective income tax rate for the six-
months was 35.2% in 1995 compared to 33.3% in the same period of 1994
due to non-deductible merger-related expense.
Financial Condition
-------------------
Total assets have increased slightly, 2.5%, from year-end 1994 but
have increased $659,200,000 since June 30, 1994 due to the
previously mentioned acquisitions of financial institutions and
internal growth. Virtually all of the increase occurred in interest-
earning assets. Average assets have increased from $4,297,775,000
for the year ended December 31, 1994 to $4,766,714,000 for the
three months ended June 30, 1995 and compared to $4,172,223,000 for
the three months ended June 30, 1994.
During the second quarter of 1995, $139,657,000 of investments that
Security Capital had classified as held to maturity were reclassified as
available for sale in response to the repositioning of the Corporation's
earning assets portfolio after the merger. These securities were marked
to their market value as of the date of reclassification. During the
first quarter of 1994, $329,799,000 of securities previously classified
as held to maturity were
reclassified as available for sale upon Security Capital's January 1, 1994
adoption of Statement of Financial Accounting Standard No. 115,
<PAGE>
"Accounting for Certain Investments in Debt and Equity Securities".
The Corporation adopted this Standard as of December 31, 1993.
At June 30, 1995, risk assets (consisting of nonaccrual loans and
lease financing, foreclosed real estate, restructured loans and
lease financing and accruing loans 90 days or more past due)
amounted to approximately $15,189,000 or .47% of outstanding loans
and lease financing and foreclosed real estate. This compares to
approximately $19,992,000 or .63% and $23,404,000 or .84% at
December 31, 1994 and June 30, 1994, respectively. The reserve for
loan and lease losses to risk assets was 2.78x at June 30, 1995
compared to 2.03x at December 31, 1994 and 1.51x at June 30, 1994.
Risk assets are at their lowest level since 1989.
The Corporation's capital position has historically been strong as
evidenced by the Corporation's ratios of average shareholders'
equity to average total assets of 8.23% and 9.20% for the three
months ended June 30, 1995 and 1994, respectively. The 1995 ratio
decreased from the prior year's due in part to the Corporation's
repurchase and retirement of $19,962,000 of common stock during the
period from the fourth quarter of 1994 through the second quarter
of 1995. The Corporation's stock repurchase program was completed
during May 1995 with a total of 518,069 shares being repurchased
and retired during the period November 1994 through May 1995.
The unrealized gain on investment securities available for sale,
net of applicable taxes, increased $21,803,000 from December 31,
1994 in conjunction with improvements in the financial markets.
The Corporation has increased its annual cash dividends consistently
over the past 31 years, increasing to $.34 per share for the three
months ended June 30, 1995 from $.32 per share for the same period in
1994. On July 18, 1995, the Board of Directors of the Corporation
approved an increase in the Corporation's dividend from $.34 to $.38
payable to shareholders of record September 15, 1995. Book value
increased 8.0% to $27.02 per share at June 30, 1995 from 1994's level of
$25.01.
The Corporation and the Banks continue to maintain higher capital
ratios than required under regulatory guidelines. The chart below
shows that the Corporation and the Banks significantly exceed all
risk-based capital requirements at June 30, 1995. Graham Savings'
capital ratios decreased significantly from 1994's levels due to a
return of capital to the Corporation in the form of a dividend but
<PAGE>
Graham Savings' capital ratios still exceed the risk-based capital
requirements.
June 30, June 30, Regulatory
Ratio 1995 1994 Minimums
Tier 1 Capital 4.00%
Corporation 10.20% 12.61
CCB 10.37 13.67
Graham Savings 18.87 35.30
CCB-Ga. 25.17 28.00
Total Capital 8.00
Corporation 12.33 14.93
CCB 12.14 14.83
Graham Savings 20.64 37.00
CCB-Ga. 25.84 28.84
Leverage 4.00
Corporation 7.62 8.55
CCB 7.76 8.26
Graham Savings 9.63 17.43
CCB-Ga. 43.86 18.46
Bank holding companies are required to comply with the Federal Reserve
Board's risk-based capital guidelines which require a minimum ratio of
total capital to risk-weighted assets of 8%. At least half of the total
capital is required to be "Tier 1" capital, principally consisting of
common shareholders' equity, noncumulative perpetual preferred stock,
and a limited amount of cumulative perpetual preferred stock less
certain goodwill items. The remainder, "Tier 2 capital", may consist of
a limited amount of subordinated debt, certain hybrid capital
instruments and other debt securities, perpetual preferred stock, and a
limited amount of the general reserve for loan and lease losses. In
addition to the risk-based capital guidelines, the Federal Reserve has
adopted a minimum leverage capital ratio under which a bank holding
company must maintain a minimum level of Tier 1 capital to average total
consolidated assets of at least 3% in the case of a bank holding company
which has the highest regulatory examination rating and is not
contemplating significant growth or expansion. All other bank holding
companies are expected to maintain a leverage capital ratio of at least
1% to 2% above the stated minimum.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a). Exhibits
Exhibit 3 - Amended Bylaws
Exhibit 22 - Report regarding matters submitted to vote of
security holders
(b). Reports on Form 8-K
A report on Form 8-K dated May 19, 1995 was filed under Items 2, 5
and 7.
A report on Form 8-K dated July 17, 1995 was filed under Items 5
and 7.
A report on Form 8-K dated July 17, 1995 was filed under Items 5
and 7.
<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.
CCB FINANCIAL CORPORATION
Registrant
Date: August 14, 1995 /S/ Ernest C. Roessler
Ernest C. Roessler
President and Chief Executive Officer
Date: August 14, 1995 /S/ W. Harold Parker, Jr.
W. Harold Parker, Jr.
Senior Vice President and Controller
(Chief Accounting Officer)
<PAGE>
APPROVAL OF BYLAW AMENDMENTS
WHEREAS, in connection with the Proposed Transaction, management of
the Corporation has recommended to the Board of Directors that the
Corporation's Bylaws be amended in various respects, and the Board of
Directors has considered such proposed amendments and concurs with
management's recommendation.
NOW, THEREFORE, IT HEREBY IS RESOLVED, that the Corporation's Bylaws
be, and they hereby are, amended as follows:
1. Article III, Section 2, of the Corporation's Bylaws is amended in
its entirety to read as follows:
"Section 2. Number, Term and Qualifications: The number of
directors constituting the Board of Directors shall be not less
than five (5) nor more than thirty (30) as may be fixed or
changed from time to time, within the minimum and maximum, by the
shareholders or by the Board of Directors. Directors need not be
residents of the State of North Carolina or shareholders of the
Corporation."
2. Article III, Section 7, of the Corporation's Bylaws is amended in
its entirety to read as follows:
"Section 7. Vacancies: A vacancy occurring in the Board of
Directors, including without limitation a vacancy resulting from
an increase in the number of directors or from the failure by the
shareholders to elect the full authorized number of directors,
may be filled by the shareholders or by the Board of Directors,
whichever group shall act first. If the directors remaining in
office do not constitute a quorum, the directors may fill the
vacancy by the affirmative vote of a majority of the remaining
directors or by the sole remaining director."
3. Article VIII, Section 1, of the Corporation's Bylaws is amended
by inserting the words "Vice Chairman" in the second line after
the word "Board,".
4. Article XI, Section 8, of the Corporation's Bylaws is amended by
deleting the fourth full paragraph of such Section (including the
four asterisked subparagraphs thereof) in its entirety and
inserting in its place the following new paragraph:
"All officers of the Corporation shall have rights co-equal
and co-extensive to those provided for Directors herein."
5. Article XII of the Corporation's Bylaws is deleted in its
entirety.
Approved by Board of Directors on January 17, 1995.
<PAGE>
Proposal No. 2 APPROVAL OF BYLAW AMENDMENTS at the Special Meeting of Share-
holders held on March 16, 1995
Article III, Sections 2 and 7 of CCB Financial Corporation's Bylaws
are amended in their entirety as follows:
Section 2. Number, Term and Qualifications: The number of
directors constituting the Board of Directors shall be not less
than five (5) nor more than thirty (30) as may be fixed or
changed from time to time, within the minimum and maximum, by the
shareholders or by the Board of Directors. Directors need not be
residents of the State of North Carolina or shareholders of the
Corporation.
Section 7. Vacancies: A vacancy occurring in the Board of
Directors, including without limitation a vacancy resulting from
an increase in the number of directors or from the failure by the
shareholders to elect the full authorized number of directors,
may be filled by the shareholders or by the Board of Directors,
whichever group shall act first. If the directors remaining in
office do not constitute a quorum, the directors may fill the
vacancy by the affirmative vote of a majority of the remaining
directors or by the sole remaining director.
Approved by the Shareholders of the Corporation on March 16, 1995.
<PAGE>
Inspectors of Election Report
Annual Shareholders' Meeting
April 18, 1995
ANNUAL MEETING OF THE SHAREHOLDERS OF
CCB FINANCIAL CORPORATION
APRIL 18, 1995
Report of Inspectors of Election
on Quorum and Voting Results
The undersigned have been duly appointed Inspectors of
Election at the Annual Meeting of the Shareholders of CCB
Financial Corporation, held this 18th day of April, 1995, do
hereby report as follows:
Report on Quorum
Pursuant to such appointment, we executed our Oaths of
Office and duly delivered the same to the Secretary of the
Corporation.
We inspected the list of shareholders of CCB Financial
Corporation and certify that the number of shares issued,
outstanding and entitled to vote at such meeting was
9,108,895.
We also certify that there were at least 8,184,436 shares of
CCB Financial Corporation stock represented as follows:
Description Number of Shares Percentage
Outstanding and
entitled to vote 9,108,895 100%
Voting in Person and
by Proxy 8,184,436 89.85%
Report on Election
We received and tallied votes cast in person and by proxy
"For," "Against" and "Abstained" regarding the Board of
Directors Proposal No. 1 and we certified the results as
follows:
Shares Voting on Proposal No. 1
Director "For" Percentage "Withheld" Percentage
Beall 8,074,345.8287 88.6% 71,658.0944 0.8%
Brame 8,065,945.8287 88.6% 80,058.0944 0.9%
Burnett 8,074,319.5571 88.6% 71,684.3660 0.8%
Burns 8,073,270.2460 88.6% 72,733.6771 0.8%
Holmes 8,072,085.7053 88.6% 73,918.2178 0.8%
Kenan 8,074,423.0961 88.6% 71,580.8270 0.8%
McDonald 8,063,862.2518 88.5% 82,141.6713 0.9%
McKay 8,073,846.2460 88.6% 72,157.6771 0.8%
Munson 8,063,983.8282 88.5% 84,264.0949 0.9%
Roessler 8,074,140.4387 88.6% 71,863.4844 0.8%
Tate 8,073,352.8896 88.6% 72,651.0335 0.8%
Wynn 8,072,296.4237 88.6% 73,707.4994 0.8%
<PAGE>
Shares Voting on Proposal No. 2
Description Number of Shares Percentage
Outstanding and entitled
to vote 9,108,895 100%
Option
"For" 6,955,269 76.36%
"Against" 2,153,626 23.64%
Total Shares
Accounted For 9,108,895 100.00%
Shares Voting on Proposal No. 3
Description Number of Shares Percentage
Outstanding and entitled 9,108,895 100%
to vote
Option
"For" 7,480,467 82.12%
"Against" 545,875 5.99%
"Abstain" 80,803 0.89%
Non-Voted Shares 1,001,750 11.00%
Total Shares
Accounted For 9,108,895 100.00%
Shares Voting on Proposal No. 4
Description Number of Shares Percentage
Outstanding and entitled 9,108,895 100%
to vote
Option
"For" 8,065,677 88.55%
"Against" 8,866 0.10%
"Abstain" 71,596 0.78%
Non Voted Shares 962,756 10.57%
Total Shares
Accounted For 9,108,895 100.00%
Witness our signatures this 18th day of April, 1995.
/s/ James E. Shaw
James E. Shaw
/s/ S. Benton Stone
S. Benton Stone
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
The schedule contains summary financial information extracted from the unaudited
consolidated financial statements as of June 30, 1995 and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
<CIK> 0000714612
<NAME> CCB FINANCIAL CORPORATION
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1995
<PERIOD-END> JUN-30-1995
<CASH> 175531
<INT-BEARING-DEPOSITS> 121997
<FED-FUNDS-SOLD> 293633
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 848446
<INVESTMENTS-CARRYING> 77763
<INVESTMENTS-MARKET> 81302
<LOANS> 3197549
<ALLOWANCE> 42280
<TOTAL-ASSETS> 4837995
<DEPOSITS> 4165164
<SHORT-TERM> 94364
<LIABILITIES-OTHER> 88545
<LONG-TERM> 87301
<COMMON> 74498
0
0
<OTHER-SE> 328123
<TOTAL-LIABILITIES-AND-EQUITY> 4837995
<INTEREST-LOAN> 150289
<INTEREST-INVEST> 31609
<INTEREST-OTHER> 6576
<INTEREST-TOTAL> 188474
<INTEREST-DEPOSIT> 81413
<INTEREST-EXPENSE> 87057
<INTEREST-INCOME-NET> 101417
<LOAN-LOSSES> 3749
<SECURITIES-GAINS> (977)
<EXPENSE-OTHER> 86782<F1>
<INCOME-PRETAX> 37194
<INCOME-PRE-EXTRAORDINARY> 24087
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 24087<F2>
<EPS-PRIMARY> 1.61<F3>
<EPS-DILUTED> 1.61<F3>
<YIELD-ACTUAL> 4.78
<LOANS-NON> 9690
<LOANS-PAST> 2605
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 13515
<ALLOWANCE-OPEN> 40600
<CHARGE-OFFS> 2899
<RECOVERIES> 830
<ALLOWANCE-CLOSE> 42280
<ALLOWANCE-DOMESTIC> 42280
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 8425
<FN>
<F1>Includes $10,333 of merger-related expense for severance and other employee
benefit costs, costs related to branch closures, systems conversion costs and
other restructuring and transaction-related expenses.
<F2>Includes $7,304 of merger-related expense (pre-tax of $10,333).
<F3>Includes merger-related expense which decreases earnings per share $.49.
</FN>
</TABLE>
