<PAGE> 1
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
EXCHANGE ACT OF 1934 (AMENDMENT NO. )
Filed by the Registrant [ ]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
<TABLE>
<S> <C>
[ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission
[ ] Definitive Proxy Statement Only (as permitted by Rule 14a-6(e)(2))
[X] Definitive Additional Materials
[ ] Soliciting Material Pursuant to sec. 240.14a-11(c) or sec. 240.14a-12
</TABLE>
FOOTHILL INDEPENDENT BANCORP
- --------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
- --------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] Fee not required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
(1) Title of each class of securities to which transaction applies:
----------------------------------------------------------------------
(2) Aggregate number of securities to which transaction applies:
----------------------------------------------------------------------
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
filing fee is calculated and state how it was determined):
----------------------------------------------------------------------
(4) Proposed maximum aggregate value of transaction:
----------------------------------------------------------------------
(5) Total fee paid:
----------------------------------------------------------------------
[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
----------------------------------------------------------------------
(2) Form, Schedule or Registration Statement No.:
----------------------------------------------------------------------
(3) Filing Party:
----------------------------------------------------------------------
(4) Date Filed:
----------------------------------------------------------------------
<PAGE> 2
Dear Fellow Shareholder:
As you discovered in our first multi-medial annual report, we remain innovative
in product and service delivery and achieved the most profitable year in our
history. The momentum continued into the first quarter, which was outstanding,
reflecting significant increase in key performance measurements including a 50%
INCREASE IN NET EARNINGS compared to the same period in 1998. Although our goals
for 1999 are aggressive, they are attainable, as is clearly demonstrated in this
report.
A comparison of 1st quarter 1999 financial results to the same period of 1998
indicate net earnings increased a notable 50% to $1.5 million versus $1.0
million with diluted earnings per share of $0.24 compared to $0.16. Loan demand
rose 5% to $304.8 million from $290.2 million and total assets increased 4% to
$468.1 million compared $447.3 million. Non-interest demand continued its upward
trend and increased by 9.7% to $140.6 million from $128.1 million while total
deposits grew by 3.7% to $416.0 million compared to $400.9 million.
Other performance areas that contributed to the overall success of the first
quarter can be found in our efficiency ratio and non-performing assets as
compared in each case to the same period in 1998. The cost cutting measures that
were implemented in 1998 continue to materialize with respect to our efficiency
ratio, which improved substantially to 67.31% compared to 74.98%. Continuing on
our successful path, non-performing assets-to-total assets decreased yet again
to 1.82% compared to 3.87%...the pace for 1999 has been set.
As you read this report, our newest office in the city of Monrovia will have
opened. In preparation for our April opening, Team Monrovia spent the latter
part of 1998 and the first quarter of 1999 introducing Foothill Independent Bank
and our hallmark customer service to local businesses and consumers. The initial
response to our presence in this foothill community has been extremely favorable
which should enable this office to grow effectively and contribute positively to
earnings in record time.
Are you familiar with our Shareholder Hotline? It was implemented for
shareholders who, because of their interest and involvement in the local
communities, could help us in reaching our goal to develop 2,000 new
relationships by the year 2001. We believe that your influence creates value, so
if you are aware of a need in your community for a financial partner with a
strong history and customer service focus, please call us on your Shareholder
Hotline at (909) 394-1260. We'll take it from there.
Your positive feedback and continuing support are the driving forces that
reconfirm we are on course with our strategic plan. 1999 promises to be yet
another tremendous year for the Company.
George E. Langley
President
Chief Executive Officer
<PAGE> 3
CONSOLIDATED STATEMENTS OF CONDITION
March 31, 1999 and 1998
(Unaudited)
<TABLE>
<CAPTION>
DOLLARS
IN THOUSANDS
--------------------
ASSETS 1999 1998
-------- --------
<S> <C> <C>
Cash and Due From Banks $ 42,320 $ 47,277
Investment Securities 87,251 60,958
Federal Funds Sold 13,350 28,500
Loans and Leases, Net 304,857 290,261
Bank Premises and Equipment 6,770 7,569
Interest Receivable and Other Assets 13,649 12,765
-------- --------
Total Assets $468,197 $447,330
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits
Demand $140,617 $128,180
Other Deposits 275,395 272,808
-------- --------
Total Deposits 416,012 400,988
Accrued Expenses and Other Liabilities 5,033 3,100
-------- --------
Total Liabilities 421,045 404,088
Shareholders' Equity
Common Stock 37,075 23,469
Retained Earnings 10,077 19,773
-------- --------
Total Shareholders' Equity 47,152 43,242
-------- --------
Total Liabilities and
Shareholders' Equity $468,197 $447,330
======== ========
</TABLE>
CONDENSED STATEMENTS OF INCOME
Three Months Ended March 31, 1999 and March 31, 1998
(Unaudited)
<TABLE>
<CAPTION>
DOLLARS
IN THOUSANDS
-----------------------
1999 1998
-------- --------
<S> <C> <C>
Total Income $ 9,869 $ 9,811
Total Expenses 7,494 8,240
-------- --------
Earnings Before Income Taxes 2,375 1,571
Provision for Income Taxes 867 567
Net Earnings $ 1,508 $ 1,004
-------- --------
Earnings Per Common Share - Basic $ .25(*) $ .17
======== ========
Earnings Per Common Share - Diluted $ .24(*) $ .16
======== ========
(*) Adjusted for stock dividends
SELECTED RATIOS
Return on average assets 1.30%(**) 0.92%(**)
Return on average stockholders' equity 12.46%(**) 9.45%(**)
Net interest margin - tax equivalent 6.28%(**) 6.43%(**)
Efficiency ratio 67.31% 74.98%
(**) ratios annualized
</TABLE>
<PAGE> 4
[UNCOMMON SERVICE LOGO]
FOOTHILL INDEPENDENT BANCORP ORGANIZATION
BOARD OF DIRECTORS
William V. Landecena, Chairman
George E. Langley
Richard Galich
O.L. Mestad
Donna Miltenberger
George Sellers
Max E. Williams
TRANSFER AGENT AND REGISTRAR
ChaseMellon Shareholder Services
400 S. Hope Street, 4th Floor
Los Angeles, California 90071
(800) 356-2017
http://www.cmssonline.com
FOOTHILL INDEPENDENT BANCORP/BANK
EXECUTIVE MANAGEMENT
George E. Langley
President
Chief Executive Officer
Donna L. Miltenberger
Executive Vice President
Chief Operating Officer
Tom Kramer
Executive Vice President
Secretary
Chief Credit Officer
Carol Ann Graf
Senior Vice President
Assistant Secretary
Chief Financial Officer
INVESTOR RELATIONS
Susan Hickam
(800) 500-BANK (CAonly) o (626) 963-8551
STOCK LISTING NASDAQ o Symbol: FOOT
BANK OFFICES
CHINO IRWINDALE
4012 Grand Avenue, Ste. A 5155 Irwindale Avenue
(909) 517-1729 (626) 814-1441
CLAREMONT MONROVIA
223 W. Foothill Boulevard 515 S. Myrtle Avenue
(909) 621-0519 (626) 357-9957
CORONA ONTARIO
1050 W. Sixth Street 2401 S. Grove Avenue
(909) 735-7426 (909) 947-1126
COVINA RANCHO CUCAMONGA
728 S. Citrus Avenue 9709 Baseline Avenue
(626) 967-2514 (909) 980-4331
GLENDALE UPLAND
801 N. Brand Boulevard 569 No. Mountain Avenue
(818) 241-1566 (909) 981-8611
GLENDORA
510 S. Grand Avenue
(626) 963-8551
WEBSITE
http://www.foothillbank.com
Member FDIC
