<PAGE>
2.
JUNIATA VALLEY FINANCIAL CORP. AND SUBSIDIARY
---------------------------------------------
CONSOLIDATED BALANCE SHEETS
---------------------------
ASSETS
------
September 30, December 31,
1998 1997
---------- -----------
(In thousands)
(Unaudited)
Cash and due from banks $ 10,612 $ 11,469
Interest-bearing deposits with banks 335 117
Federal funds sold 2,350 6,080
--------- ----------
Total cash and cash equivalents 13,297 17,666
Securities available for sale 63,032 73,437
Securities held to maturity, fair value
$64,024 and $40,534 respectively 62,528 40,293
Loans receivable net of allowance for loan
losses $2,468 and $2,390, respectively 190,253 191,309
Bank premises and equipment, net 2,825 2,602
Accrued interest receivable and other assets 7,418 7,115
--------- ----------
TOTAL ASSETS $ 339,353 $ 332,422
========= ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
-------------------------------------
Liabilities:
Deposits:
Non-interest bearing deposits $ 31,079 $ 29,795
Interest bearing deposits 258,674 255,343
--------- ----------
Total deposits 289,753 285,138
Accrued interest payable
and other liabilities 3,984 4,607
--------- ----------
Total liabilities 293,737 289,745
--------- ----------
Stockholders' Equity:
Preferred stock, no par value; 500,000 shares
authorized; no shares issued or outstanding - -
Common stock, par value $1.00, per share;
authorized 20,000,000 shares;
issued 2,332,087 2,332 2,332
Surplus 20,565 20,569
Retained earnings 22,117 19,593
Treasury stock, at cost 7,830
and 14,898 shares (284) (543)
Net unrealized appreciation on securities
available for sale, net of taxes 886 726
--------- ----------
Total stockholders' equity 45,616 42,677
--------- ----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 339,353 $ 332,422
========= ==========
<PAGE>
3.
JUNIATA VALLEY FINANCIAL CORP. AND SUBSIDIARY
---------------------------------------------
CONSOLIDATED STATEMENTS OF INCOME
---------------------------------
(Unaudited)
For the Quarter Ended For Nine Months Ended
---------------------- --------------------
Sept 30, Sept 30, Sept 30, Sept 30,
1998 1997 1998 1997
---------- --------- --------- ---------
(In thousands, except per share amount)
INTEREST INCOME:
Loans receivable $ 4,333 $ 4,383 $ 13,098 $ 12,729
Taxable securities 1,559 1,309 4,150 3,862
Tax-exempt securities 206 398 941 1,242
Other 165 105 542 287
---------- ---------- ---------- ---------
Total interest income 6,263 6,195 18,731 18,120
INTEREST EXPENSE ON DEPOSITS 3,082 3,015 9,101 8,834
---------- ---------- ---------- ---------
Net interest income 3,181 3,180 9,630 9,286
PROVISION FOR LOAN LOSSES 55 45 145 175
---------- ---------- ---------- ---------
Net interest income, after
provision for loan losses 3,126 3,135 9,485 9,111
---------- ---------- ---------- ---------
OTHER INCOME:
Trust department 78 55 210 205
Customer service fees 105 102 306 303
Net realized gains on
sales of securities 208 - 212 65
Other 39 57 192 316
---------- ---------- ---------- ---------
Total other income 430 214 920 889
---------- ---------- ---------- ---------
OTHER EXPENSES:
Salaries and wages 883 793 2,495 2,384
Employee benefits 263 178 758 567
Occupancy 108 160 377 427
Equipment 182 107 382 319
Federal deposit insurance 8 6 25 22
Director compensation 59 79 171 234
Taxes, other than income 72 64 329 307
Merger expense 345 - 345 -
Other 364 414 1,107 1,216
---------- ---------- ---------- ---------
Total other expenses 2,284 1,801 5,989 5,476
---------- ---------- ---------- ---------
INCOME BEFORE INCOME TAXES 1,272 1,548 4,416 4,524
FEDERAL INCOME TAXES 297 376 1,102 1,117
---------- ---------- ---------- ---------
Net income $ 975 $ 1,172 $ 3,314 $ 3,407
========== ========== ========== ==========
PER SHARE DATA:
Net income $ .42 $ .50 $ 1.43 $ 1.46
========== ========== ========== ==========
Weighted average number of
shares outstanding 2,324,257 2,332,089 2,320,221 2,329,914
========= ========= ========= =========
<PAGE>
JUNIATA VALLEY FINANCIAL CORP. AND SUBSIDIARY 4.
---------------------------------------------
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
-----------------------------------------------
(Unaudited)
For the Nine months Ended
----------------------
Sept 30, Sept 30,
1998 1997
--------- ---------
(In Thousands)
Net Income $ 3,314 $ 3,407
Other Comprehensive Income(Loss),
net of tax
Unrealized gains(losses)
on securities:
Unrealized holding gains(losses)
arising during the period, 300 319
net of tax expense(benefit)
1998 $154; 1997 $164
Less: reclassification
adjustments for gains
included in net income
net of tax expense
1998-$72 1997-$22 140 43
-------- --------
Other comprehensive
income(loss) 160 276
Comprehensive income $ 3,474 $ 3,683
======== =========
<PAGE>
JUNIATA VALLEY FINANCIAL CORP. AND SUBSIDIARY 5.
---------------------------------------------
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
----------------------------------------------
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998
-----------------------------------------
(Unaudited)
Net Unrealized
Appreciation
(Depreciation)
On Securities
Common Retained Treasury Available
Stock Surplus Earnings Stock For Sale Total
----- ------- -------- ----- -------- -----
(In Thousands)
BALANCE
DECEMBER 31,
1997 $ 2,332 $ 20,569 $ 19,593 $ (543) $ 726 $ 42,677
Net income
for the nine
months ended
Sept 30, 1998 - - 3,314 - - 3,314
Treasury Stock
Issued for
dividend
reinvestment plan
(4,571 shares) - 9 - 167 - 176
Treasury Stock Issued
For Employee Stock
Purchase Plan
(2,497 shares) - (13) 92 79
Cash Dividends
$.67 per share - - (790) - - (790)
Net change in
unrealized
appreciation
on securities
available for
sale, net of
taxes - - - - 160 160
Balance September
30, 1998 $ 2,332 $ 20,565 $ 22,117 $ (284) $ 886 $ 45,616
======= ======== ======== ======= ======= =========
<PAGE>
6.
JUNIATA VALLEY FINANCIAL CORP. AND SUBSIDIARY
---------------------------------------------
CONSOLIDATED STATEMENTS OF CASH FLOWS
-------------------------------------
(Unaudited)
Increase (Decrease) in Cash and Cash Equivalents
For the Nine Months Ended
-------------------------
Sept 30, Sept 30,
1998 1997
-------------------------
(In thousands)
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 3,314 $ 3,407
Adjustments to reconcile net income to net
cash provided by operating activities:
Provision for loan losses 145 175
Provision for depreciation 201 186
Net amortization on premiums of securities 86 108
Deferred directors' fees and supplemental
retirement plan expense 114 120
Payment of deferred compensation (115) (107)
Net realized gain on sale of securities (212) (65)
Deferred income taxes (76) (47)
Increase in accrued interest
receivable and other assets (166) (1,797)
Increase(decrease) in interest payable
and other liabilities (621) 281
------------ -----------
Net cash provided by operating activities 2,670 2,261
------------ -----------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of available for sale securities (12,303) (15,488)
Proceeds from sales of available for sale securities 252 93
Proceeds from maturities of and principal
repayments on available for sale securities 22,708 18,526
Purchases of held to maturity securities (30,088) (13,356)
Proceeds from maturities of and principal
repayments on held to maturity securities 7,759 8,628
Net increase(decrease) in loans receivable 978 (11,230)
Purchases of bank premises and equipment (425) (115)
------------ -----------
Net cash used in investing activities (11,119) (12,942)
------------ -----------
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase in deposits 4,616 9,802
Cash dividends (790) (748)
Issuance of Treasury Stock 254 -
Employee stock purchase plan - 114
------------ -----------
Net cash provided by financing activies 4,080 9,168
------------ -----------
Increase (decrease) in cash and
cash equivalents (4,369) (1,513)
CASH AND CASH EQUIVALENTS
Beginning 17,666 15,142
------------ -----------
Ending $ 13,297 $ 13,629
============= ===========
CASH PAYMENTS FOR
Interest $ 8,103 $ 7,839
============ ===========
Income Taxes $ 1,178 $ 1,097
============ ===========
<PAGE>
7.
NOTE A - Basis of Presentation
The consolidated financial statements give retroactive effect to the pooling of
interests merger of Juniata Valley Financial Corp. and Lewistown Trust Company
as more fully described below. As a result, the consolidated balance sheets as
of September 30, 1998 and December 31, 1997, and the related consolidated
statements of income, stockholders' equity and cash flows for each of the nine
months ended September 30, 1998 and 1997 are presented as if the combining
companies had been consolidated for all periods presented. The consolidated
statements of stockholders' equity reflect the accounts of the Corporation as
if common stock had been issued during all periods presented.
On July 1, 1998, the Lewistown Trust company merged into the Corporation. The
merger was accounted for as a pooling of interests on the Corporation's books.
A summary of consolidated operating results and financial condition of JVFC and
LTC for the six months ended June 30, 1998.
JVFC LTC Combined
------- ------- --------
Net loans 137,503 54,500 192,003
Deposits 195,635 100,243 295,878
Stockholders' equity 30,036 14,688 44,724
Total assets 229,066 115,507 344,573
Net interest income 4,525 1,924 6,449
Net income 1,519 820 2,339
As a result of the merger, each of the 931,700 outstanding shares of LTC common
stock as of July 1, 1998 converted into 931,700 shares of the Corporation's
common stock.
The financial information includes the accounts of the Juniata Valley Financial
Corp. and its wholly owned subsidiary, The Juniata Valley Bank. All
significant intercompany accounts and transactions have been eliminated.
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information. Accordingly, they do not include all of the information
and footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments considered
necessary for fair presentation have been included. Operating results for the
nine-month period ended September 30, 1998, are not necessarily indicative of
the results that may be expected for the year ended December 31, 1998. For
further information, refer to the consolidated financial statements and
footnotes thereto included in Juniata Valley Financial Corp. annual report on
Form 10-K for the year ended December 31, 1997.
NOTE B - Comprehensive Income
The Financial Accounting Standards Board issued Statement No. 130, "Reporting
Comprehensive Income", in June 1997. The Corporation adopted the provisions of
the new standard in the first quarter of 1998. In accordance with the
Statement, prior year financial statements have been reclassified in order to
be consistent with the current year presentation. The only comprehensive
income item that the Corporation presently has is unrealized gains on
securities available for sale.
<PAGE>
NOTE C - Derivative Instruments and Hedging Activities 8.
The Financial Accounting Standards Board issued Statement No. 133, "Accounting
for Derivative Instruments and Hedging Activities", in June 1998. The effect
of adopting the provisions of this Statement is not expected to have a material
impact on the Corporation's financial position or results of operations.
NOTE D - Year 2000
The Corporation has conducted a comprehensive review of its computer systems to
identify the systems that could be affected by the year 2000 issue and is
developing an implementation plan to resolve any issues. The year 2000 problem
is the result of computer programs being written using two digits rather than
four to define the applicable year. Any of the Corporation's programs that
have time-sensitive software could recognize a date using "00" as the year 1900
rather than the year 2000. This could result in a major computer system
failure. Financial institutions are in a unique situation in that time-
deposits and loans, for a number of years have had maturity dates in to the
future well beyond the year 2000.
The year 2000 project is discussed weekly by senior management and monthly at
Board of Director meetings. The Chairman and C.E.O. has been named as the
person reponsible for the year 2000 project. Currently the Corporation is in
the testing phase of year 2000 project and to date here have been no problems
encountered that any remediation is necessary. The testing will be completed
by the March 1999 deadline with most of the testing being completed by December
31, 1998, including the Corporation's most critical applications.
The Corporation uses two major software vendors for data processing. Letters
of certification have been obtained assuring that they will be year 2000
compliant in 1998 and testing can be performed by the fall of 1998 and into
1999. The vendors are still on target with these dates. The Federal Financial
Institutions Examination Council have conducted special examinations to make
sure that the software vendors are doing everything necessary to be in
compliance with the year 2000 guidelines. The results of these examinations
have been released to the Corporation for review.
Because of the data processing being outsourced to two data processing vendors,
the cost of the year 2000 compliance will be shared with other subscribers.
With the merger in July it is very difficult to separate equipment costs for
the merger and the cost of what was necessary for the year 2000 project. To
date approximately $25,000 has been expended that can be attributed to year
2000 project. This does not include personnel cost for the ongoing testing.
Approximately $50,000 to $80,000 may be needed for future remediation costs.
Management does not feel this cost will materially impact the results of
operations of the Corporation in 1998 or 1999.
Another important area is the Corporation's PC network. Testing has been
performed on all PC's and the software to ensure that they are year 2000
compliant. The PC and software was tested by a third party to make
recommendations for upgrading or replacing. This process was completed in June
of 1998 and all additional purchases of equipment and software are validated
for year 2000 so that reinfection will not occur.
The Corporation has many customers and through the use of questionnaires the
larger loan customers are being assessed for their potential year 2000 risk. No
individual customer could materially impact the financial position of the
Corporation, however, the credit risk could be increased if these customers are
not addressing their year 2000 problems. As a result, problem loans and losses
could increase in the following years of operation for the Corporation. Due to
<PAGE>
NOTE D - Year 2000 continued 9.
uncertainities involved, it is not possible to quantify potential losses due to
year 2000 at this time.
A contingency plan to provide financial services to customers will be provided
to the Corporation through the software vendors currently used. A switch to
other systems could be accomplished with little to no impact to customers.
Management believes they would continue to operate in the year 2000 manually if
necessary for a short period of time until the new systems would be in place.
The manual operation would be accomplished through hiring of temporary staff
until normal operations could resume. The hiring of additional staff would
impact the financial results but cannot be quantified at this time. The cost
of switching to the new system also cannot be quantified at this time.
Management believes that adequate resources are available to fund and address
the year 2000 issue. Management also believes that the costs associated with
bringing the Corporation into compliance will not have a material impact on the
Corporation's financial results. However, with all remediation, testing and
contingency plans there is no guarantee that these steps will fully expose all
failures and problems. In addition, the Corporation relies on various third
party providers, such as telecommunications and utility companies, where
alternative sources or arrangements are limited or unavailable. While the
Corporation continues to address year 2000 issues potential uncertainties
remain.
<PAGE>
10.
MANAGEMENT'S DISCUSSION AND ANALYSIS
Financial Condition:
Total assets of Juniata Valley Financial Corp. reached $339,353,000 as of
September 30, an increase of $6,931,000 or 2.09% from December 31, 1997. The
cash provided by financing activities of $4,080,000 was a result of the net
increase in deposits. The funds provided by financing activities together with
the funds provided by operating activities of $2,670,000 and the decrease in
cash and cash equivalents of $4,369,000 were used to purchase securities which
exceeded proceeds by $11,672,000. Updating premise and equipment used
$425,000 of the cash provided by financing activites. The loan portfolio
experienced a decline of $978,000.
There are no material loans classified for regulatory purposes as loss,
doubtful, substandard or special mention which management expects to
significantly impact future operating results, liquidity or capital resources.
Additionally, management is not aware of any information which would give
serious doubt as to the ability of its borrowers to substantially comply with
their loan repayment terms. The Corporation's problem loans (i.e., 90 days
past due and restructured loans) were not material for all periods presented.
Management is not aware of any current recommendations of the regulatory
authorities which, if implemented, would have a material effect on the
Corporation's liquidity, capital resources or operations.
A dividend reinvestment plan for stockholders was instituted on January 1,
1996. The Corporation pays dividends semi-annually on June 1 and December 1 of
every year. Under the plan additional shares of Juniata Valley Financial Corp
may be purchased at market value with reinvested dividends and voluntary cash
payments. The Corporation has reserved 100,000 shares of common stock for this
plan. In 1996, 4,087 shares were issued and 95,913 remain unissued. For the
June 1, and December 1, 1997, dividend pay dates all shares to satisfy the
dividend reinvestment plan were purchased on the open market. For the June 1,
1998 dividend pay date, 4,571 shares of treasury stock were issued.
An employee stock purchase plan was approved by stockholders on April 16, 1996.
The first plan year began on July 1, 1996, and ended June 30, 1997. There were
62 out of 89 eligible employees that participated in the second plan year. On
June 15, 1997, 3,600 shares were issued. The corporation has reserved 100,000
shares of common stock for this plan. After the issuance on June 15, 1997,
there are 94,400 shares remaining to be issued. On June 15, 1998, 2,497 shares
of treasury stock were issued for the second employee purchase plan year.
Results of operations:
Interest income increased $68,000 or 1.10% for the quarter and $611,000 or
3.37% for the nine-months of 1998 compared to 1997. Interest expense increased
$67,000 or 2.22% for the quarter and $267,000 or 3.02% for the nine-months from
September 30, 1997 to 1998. Interest income and expense for the first nine
months ended September 30, 1998, versus 1997 are reflective of an increase of
both interest earning assets and interest bearing liabilities and overall
higher rates offered and paid in 1998 versus 1997. This resulted in an
increase in net interest income of $344,000 or 3.70% for the nine months ended
September 30, 1998.
<PAGE>
Results of operations continued: 11.
Other income has decreased $216,000 or 100.93% for the quarter and $31,000 or
3.49% for the first nine months of 1998 over 1997. Gains on sales of
securities were realized in 1998 during this quarter of $208,000 and $147,000
for the nine months ended September 30, 1998. In the other category, life
insurance proceeds of $51,000 were received after the death of a retired member
of the Board of Directors for the quarter ended September 30, 1997. The
remaining decrease comparing the nine month results can be attributed to a
decline of insurance fees earned on consumer loans.
Other expenses increased $513,000 or 9.37% for the nine months ended September
30, 1998. The increase was $483,000 or 26.82% for the quarter. Merger
expenses of $345,000 recognized in July was the main reason for the increased
expenses. The $111,000 increase in salary and wages for the nine months ended
September 30, 1998, compared to 1997, can be attributed to annual merit
increases and promotions of employees. The $191,000 increase in employee
benefits is primarily due to a keyman pension plan in place for 10 years that
required additional funding as employees age. The $63,000 decrease in
directors compensation is due to fully funded retirement plans. The $109,000
decrease in the other category is due to a reduction in collection fees of
deliquent loans.
All of these factors combined have contributed to a decrease in net income of
$93,000 or 2.73% for the nine months ended September 30, 1998. If it would not
have been for the one time merger expenses, net income would have increased to
3,659,000 or $252,000 comparing 1997 to 1998.
Liquidity:
The objective of liquidity management is to ensure that sufficient funding is
available, at a reasonable cost, to meet the ongoing operational cash needs of
the Corporation and to take advantage of income producing opportunities as they
arise. While the desired level of liquidity will vary depending upon a variety
of factors, it is the primary goal of the Corporation to maintain a high level
of liquidity in all economic environments.
Principal sources of asset liquidity are provided by securities maturing in one
year or less, other short-term investments such as Federal Funds sold and cash
and due from banks. Liability liquidity, which is more difficult to measure,
can be met by attracting deposits and maintaining the core deposit base. The
Corporation joined the Federal Home Loan Bank of Pittsburgh in August of 1993
for the purpose of providing short term liquidity when other sources are unable
to fill these needs.
In view of the primary and secondary sources previously mentioned, Management
believes that the Corporation's liquidity is capable of providing the funds
needed to meet loan demand.
Interest rate sensitivity:
Interest rate sensitivity management is the responsibility of the
Asset/Liability Management Committee. This process involves the development
and implementation of strategies to maximize net interest margin, while
minimizing the earnings risk associated with changing interest rates. The
traditional gap analysis identifies the maturity and repricing terms of all
assets and liabilities.
As of September 30, 1998, the Corporation had a nine-month negative gap of
$2,376,000. Generally a liability sensitive position indicates that more
liabilities than assets are expected to reprice within the time period and that
<PAGE>
12.
Interest Rate Sensitivity continued:
falling interest rates could positively affect net interest income while rising
interest rates could negatively affect net interest income. However, the
traditional analysis does not accurately reflect the Bank's interest rate
sensitivity since the rates on core deposits generally do not change as quickly
as market rates. Historically net interest income has, in fact, not been
subject to the degree of sensitivity indicated by the traditional analysis at
The Juniata Valley Bank.
Capital Adequacy:
The Bank's regulatory capital ratios for the periods presented are as follows:
Risk Weighted Assets Ratio:
Actual Required
------ --------
September 30, December 31, September 30, December 31,
1998 1997 1998 1997
------------- ------------ ------------- ------------
TIER I 21.09% 20.79% 4.0% 4.0%
TIER I & II 22.27% 21.42% 8.0% 8.0%
Total Assets Leverage Ratio:
TIER I 12.87% 12.69% 4.0% 4.0%
At September 30, 1998, the Corporation exceeds the regulatory requirements to
be considered a "well capitalized" financial institution.
Quantitative and Qualitative Disclosures About Market Risk:
There have been no material changes in the Corporation's exposure to market
risk. Please refer to the Annual Report on Form 10-k as of December 31, 1997.
<PAGE>
13.
Part II. Other Information
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
Not applicable
Item 4. Submission of Matters to a Vote of Security Holders
The annual meeting of shareholders was held on May 19, 1998.
The shareholders approved the merger of Lewistown Trust Company
with and into The Juniata Valley Bank.
Shares voted for approval of the merger 1,085,032
Shares voted against the merger 9,683
Shares not voted 290,776
The shareholders also approved increasing authorized shares to
20,000,000.
Shares voted for increasing shares 1,179,451
Shares vote against increasing shares 14,968
Shares not voted 191,072
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
Form 8-K was filed on January 8, and July 10, 1998, concerning
the merger of Juniata Valley Financial Corp. with Lewistown
Trust Company.
(27) Financial Data Schedule
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.
Juniata Valley Financial Corp.
(Registrant)
Date_______________________________ By_______________________________
A. Jerome Cook, Chairman & CEO
Date_______________________________ By_______________________________
Linda L. Engle, Treasurer
<PAGE
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> SEP-30-1998
<CASH> 10,612
<INT-BEARING-DEPOSITS> 335
<FED-FUNDS-SOLD> 2,350
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 63,032
<INVESTMENTS-CARRYING> 62,528
<INVESTMENTS-MARKET> 64,024
<LOANS> 192,721
<ALLOWANCE> 2,468
<TOTAL-ASSETS> 339,353
<DEPOSITS> 289,753
<SHORT-TERM> 0
<LIABILITIES-OTHER> 3,984
<LONG-TERM> 0
0
0
<COMMON> 2,332
<OTHER-SE> 43,284
<TOTAL-LIABILITIES-AND-EQUITY> 339,353
<INTEREST-LOAN> 13,098
<INTEREST-INVEST> 5,091
<INTEREST-OTHER> 542
<INTEREST-TOTAL> 18,731
<INTEREST-DEPOSIT> 9,101
<INTEREST-EXPENSE> 9,101
<INTEREST-INCOME-NET> 9,630
<LOAN-LOSSES> 145
<SECURITIES-GAINS> 212
<EXPENSE-OTHER> 5,989
<INCOME-PRETAX> 4,416
<INCOME-PRE-EXTRAORDINARY> 4,416
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,314
<EPS-PRIMARY> 1.43
<EPS-DILUTED> 1.43
<YIELD-ACTUAL> 7.87
<LOANS-NON> 83
<LOANS-PAST> 460
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 1,258
<ALLOWANCE-OPEN> 2,389
<CHARGE-OFFS> 85
<RECOVERIES> 19
<ALLOWANCE-CLOSE> 2,468
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>