SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____________ to ____________
Commission File Number: 0-18533
LETCHWORTH INDEPENDENT BANCSHARES CORPORATION
(Exact name of registrant as specified in its charter)
___New York __16-1168175
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
50 North Main Street Box 129 Castile NY 14427
(Address of principal executive offices) (Zip Code)
(716) 493-2576
Registrant's telephone number, including area code)
____________________________________________________________
(Former name, address, fiscal year, if changed)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(b) 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.
Y 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.
Class Outstanding as of April 30, 1997
Common Stock, $1.00 per share 960,272 shares
Transitional Small Business Disclosure Format (Check One):
Yes__ No X
<PAGE>
LETCHWORTH INDEPENDENT BANCSHARES CORPORATION
INDEX
Page
PART I Financial Information
Item 1. Financial Statements
Consolidated Statement of Condition
March 31, 1997(Unaudited) and
December 31, 1996(Unaudited) 3
Consolidated Statement of Income (Unaudited)
Three Months Ended March 31, 1997
and 1996, respectively 4
Consolidated Statement of Cash Flows (Unaudited)
Three Months Ended March 31,1997 and 1996,
respectively 5
Notes to Consolidated Financial Information 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of
Operations 9
PART II Other Information
Item 6 Exhibits and Reports on Form 8-K 13
Signatures 14
Exhibit 11
<PAGE>
LETCHWORTH INDEPENDENT BANCSHARES CORPORATION
CONSOLIDATED STATEMENT OF CONDITION
(UNAUDITED)
March 31, December 31,
1997 1996
Assets
Cash and due from banks $6,894,970 $11,115,746
Fed funds sold 1,900,000 450,000
Securities available for sale, 31,024,861 36,151,500
Securities held to maturity, market 43,683,100 42,071,869
value of $44,253,139 and $42,968,700,
respectively
Loans, net of allowance for loan
losses of $1,886,189 and $1,841,200, 143,714,775 144,455,041
respectively
Accrued interest receivable 1,905,085 1,716,241
Federal Hone Loan Bank stock 1,213,300 1,105,000
Premises and equipment, net 5,552,867 5,649,294
Other assets 2,429,376 2,338,019
Total Assets $238,318,334 $245,052,710
Liabilities and Shareholders' Equity
Deposits:
Noninterest-bearing $24,272,427 $27,344,602
Interest bearing 176,619,846 180,149,695
Total deposits $200,892,273 $207,494,297
Securities sold under agreements to 1,619,347 1,702,729
purchase
Accrued interest payable 749,160 708,380
Accrued taxes and other liabilities 594,390 1,196,913
Advances from Federal Home Loan Bank 7,980,518 8,144,797
Total Liabilities $211,835,688 $219,247,116
Shareholders' equity:
Common stock, par value $1.00 per
share
1,500,000 shares authorized, 943,836
and 939,386 shares issued $943,836 $939,386
Capital surplus 11,000,020 10,910,120
Retained earnings 14,599,331 14,046,314
Unrealized gain on securities 79,970 162,869
Employee stock ownership plan loan (140,511) (253,095)
payable
Total shareholders' equity $26,482,646 $25,805,594
Total Liabilities and Shareholders' $238,318,334 $245,052,710
Equity
<PAGE>
LETCHWORTH INDEPENDENT BANCSHARES CORPORATION
CONSOLIDATED STATEMENT OF INCOME
(UNAUDITED)
Three Months Ended
March 31,
1997 1996
Interest income:
Interest and fees on loans $3,454,903 $3,225,962
Interest on investment securities
Taxable 832,038 928,715
Tax-Exempt 312,826 281,768
Interest on federal funds sold 50,655 68,342
Total interest income $4,650,422 $4,504,787
Interest on deposits 1,891,855 1,984,783
Net interest income $2,758,567 $2,520,004
Provision for possible loan 93,603 19,990
losses
Net interest income after
provision for possible loan
losses $2,664,964 $2,500,014
Other operating income:
Service charges on deposit $229,882 $214,362
accounts
Other charges and fees 19,149 24,837
Other operating income 61,683 24,876
Net gain on sales of loans and
investment securities 8,015 0
Total other operating income $318,729 $264,075
Other operating expenses:
Salaries and employee benefits $966,590 $924,607
Occupancy expense 127,751 138,609
Equipment expense 205,800 164,853
FDIC assessment 3,786 15,324
Other non-detailed expenses 564,323 552,000
Total other operating expense $1,868,250 $1,795,393
Income before income taxes 1,115,443 968,696
Provision for income taxes 374,500 319,500
Net income $740,943 $649,196
<PAGE>
LETCHWORTH INDEPENDENT BANCSHARES CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
(UNAUDITED)
Three Months Ended
March 31,
1997 1996
Cash flows from operating activities:
Net income $740,943 $649,196
Adjustments to reconcile net income to
net cash provided by operating activities-
Depreciation and amortization 210,200 174,159
Provision for possible loan losses 93,603 19,990
ESOP compensation expense 112,584 112,584
(Gain) on sale of investments (8,517) 0
Loss on sale of loans 503 0
(Increase) in interest receivable (188,844) (194,567)
(Increase) in other assets (74,698) (242,844)
Increase in interest payable 40,780 55,378
(Decrease) increase in accrued taxes
and other liabilities (602,521) 647,704
Net cash provided by operating activities $324,033 $1,109,016
Cash flows from investing activities:
Proceeds from sales of securities-
available for sale $1,994,063 $0
Proceeds from calls and maturities of $3,934,958 $2,383,048
securities
Proceeds from sale of loans ($150,250) $0
Purchases of securities-held to maturity ($2,692,625) ($329,000)
Purchases of securities-available for sale $0 ($1,153,120)
Net decrease in loans $796,410 $2,688,281
Expenditures for capital assets ($34,102) ($133,604)
Net cash provided by investing activities $3,848,454 $3,455,605
Cash flows from financing activities:
Net decrease in demand deposits, NOW
accounts and money market accounts ($7,685,170) ($1,980,808)
Net time deposits 1,083,146 6,958,632
Proceeds from current FHLB borrowings 0 0
Repayment FHLB borrowings (164,281) (170,307)
Exercise of warrants 94,350 103,400
Fed funds purchased/repos (83,382) 331,620
Dividends paid (187,926) (144,334)
Net cash (used in) provided by financing ($6,943,263) $5,098,203
activities
Net (decrease) increase in cash and cash ($2,770,776) $9,550,240
equivalents
Cash and cash equivalents, beginning of year 11,565,746 9,802,080
Cash and cash equivalents, end of quarter $8,794,970 $19,352,320
Interest paid $1,932,635 $2,040,161
Income taxes paid $290,835 $177,000
<PAGE>
LETCHWORTH INDEPENDENT BANCSHARES CORPORATION
NOTES TO CONSOLIDATED FINANCIAL INFORMATION
March 31, 1997
Note 1 Basis of Presentation
The unaudited interim financial information includes the accounts of
Letchworth Independent Bancshares Corporation and its subsidiary, The
Bank of Castile. The financial information has been prepared in
accordance with the Summary of Significant Accounting Policies as
outlined in the Company's Form 10-KSB for the year ended December 31,
1996 and, in the opinion of management contains all adjustments
necessary to present fairly the Company's financial position as of
March 31, 1997 and December 31, 1996, the results of its operations
for the three month periods ended March 31, 1997 and 1996,
respectively, and its cash flows for the three month periods ended
March 31, 1997 and 1996, respectively.
The accounting policies of the Company conform with generally accepted
accounting principles and prevailing practices within the banking
industry. The preparation of financial information in conformity with
generally accepted accounting principles requires management to make
estimates and assumptions that affect the reported amounts of assets
and liabilities at the date of the financial information and the
reported amounts of revenue and expenses during the reporting period.
Actual results could differ from those estimates.
Certain amounts in the prior period financial statements have been
reclassified to conform to the current period presentation.
Note 2 Loans
Loans consist of the following:
March-31 December-31
1997 1996
Residential real estate $ 46,702,680 $ 45,656,220
Commercial real estate 33,588,776 33,852,371
Agricultural loans 27,226,063 29,025,726
Commercial and industrial loans 28,662,644 28,118,416
Consumer loans 9,420,801 9,643,508
$145,600,964 $146,296,241
An analysis of changes in the
allowance for possible loan losses
is as follows:
March 31, March 31,
1997 1996
(unaudited) (unaudited)
Balance, beginning of year $1,841,200 $1,716,319
Chargeoffs:
Agricultural loans 0 0
Commercial and industrial loans 13,604 912
Real estate mortgages $11,325 $0
Consumer loans $27,130 $22,798
$52,059 $23,710
Recoveries:
Agricultural loans 0 0
Commercial and industrial loans 996 1,377
Real estate mortgages 0 0
Consumer loans 2,449 6,095
3,445 7,472
Net charge-offs $48,614 $16,238
Additional charges to operations 93,603 19,990
Balance, end of period $1,886,189 $1,720,071
The following table summarized the Company's non-performing loans at
the dates indicated.
March 31,
1997 1996 1995
Non-accruing loans 378,055 437,628 172,773
Accruing loans past due 90 days or more 1,566,795 2,121,977 1,235,203
Renegotiated loans 0 0 0
The average balance of impaired loans during the first three months of
1997 was approximately $435,197. At March 31, 1997, the balance of
impaired loans and related reserve against that balance was $378,055
and $120,711, respectively. Interest income recognized on impaired
loans and interest income recognized on a cash basis was not
significant.
Note 3 Investment Securities
The book and approximate market
value of investment securities
at March 31, 1997:
<TABLE>
<CAPTION>
March 31, 1997 December 31, 1996
Amortized Market Amortized Market
Cost Value Cost Value
(unaudited) (unaudited) (unaudited) (unaudited)
Available for Sale
<S> <C> >c> <C> <C>
U.S. Treasury securities and
obligations of U.S. Government
corporations and agencies $21,850,918 $22,011,073 $26,662,060 $26,923,000
State and political subdivision
obligations $500,480 $502,705 $ 501,030 $ 505,200
Mortgage-Backed Securities $8,471,292 $8,511,083 $8,716,609 $8,723,300
$30,822,690 $31,024,861 $35,879,699 $36,151,500
LetchworthIndependentBancshares
Notes, Continued
Held to Maturity
U.S. Treasury securities and
obligations of U.S. Government
corporations and agencies $12,066,030 $12,220,052 $12,203,294 $12,465,800
State and political subdivision
obligations $24,474,668 $24,913,273 $24,413,840 $25,039,300
Mortgage-Backed Securities $7,142,402 $7,119,814 $5,454,735 $5,463,600
$43,683,100 $44,253,139 $42,071,869 $42,968,700
</TABLE>
Note 4 Earnings Per Share
Earnings per share are based on the weighted average number of common,
and when applicable, common equivalent shares outstanding during the
period.
<PAGE>
LETCHWORTH INDEPENDENT BANCSHARES CORPORATION
MANAGEMENT DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
March 31, 1997
Financial Condition
Total assets of Letchworth Independent Bancshares Corporation (the
"Company") were $238.3 million as of March 31, 1997, a decrease of
$6.7 million, or 2.75%, below total assets at December 31, 1996.
Deposits, the Company's primary source of funds, decreased $6.6
million, or 3.18%, to $200.9 million at March 31, 1997. The primary
reason for the decrease in deposits was the Company's conscious
effort to be less aggressive in bidding for municipal certificates of
deposit.
Total loans outstanding as of March 31, 1997 decreased by $.7
million, or .51%, over total loans at December 31, 1996. The total
loans outstanding figure of $143.7 million is net of loans sold and
the allowance for loan losses. As of March 31, 1997, residential
real estate loans increased by $1.0 million or 2.29%; agricultural
loans decreased $1.8 million or 6.20%; commercial and industrial
loans increased $.5 million or 1.94%; consumer loans decreased $.2
million or 2.31%; and commercial real estate loans decreased $.3
million or .78%. Consumer loans have continued to decrease slowly
over the past several years as a result of increased competition from
non-bank organizations and the Company's focus on different loan
products.
The Company's shareholders' equity increased to $26.5 million, an
increase of 2.62% or $.7 million from December 31, 1996. As of March
31, 1997, 21,100 warrants or 10.55% of the original 200,000 warrants
outstanding have been exercised at $23 per share.
The Risk-based capital ratios are a very good indicator of the
Company's financial soundness. As of March 31, 1997, the Company had
a Tier 1 capital ratio of 17.44%, a total capital ratio of 18.69%,
and a Tier 1 leverage ratio of 10.67%. Each of these ratios compares
favorably with the regulatory minimum requirements of 4.00%, 8.00%,
and 4.00%, respectively.
"Potential problem loans" consist of loans which are generally
secured and not currently considered nonperforming, but where
information about possible credit problems has caused management to
have doubts as to the ability of such borrowers to comply with
present repayment terms. As of March 31, 1997, the Company considers
$1,444,149 to be "potentially problem loans", as described above.
Historically, however, only a very small portion of those loans have
resulted in actual losses for the Company. Loans, including impaired
loans, are placed on non-accrual status in accordance with policies
established by management. A loan is considered impaired when it is
probable that the bank will be unable to collect all amounts due
according the contractual terms of the loan agreement. Loans are
generally transferred to non-accrual status when principal or
interest payments become ninety days past due. Any accrued but
uncollected interest previously recorded on such loans is reversed in
the current period and interest income is subsequently recognized
only when actually collected. Loans are returned to accrual status
when management determines that the circumstances have improved to
the extent that both principal and interest are deemed collectible
and there has been a sustained period of repayment performance. The
Company may continue to accrue interest on loans past due ninety days
or more which are well secured and in the process of collection.
Liquidity measures the ability of the Company to meet its maturing
obligations and existing commitments, to withstand fluctuations in
deposit levels, to fund its operations, and to provide for customer
credit needs. At March 31, 1997, the Company sold $1.9 million in
federal funds. These funds are available on one day notice to meet
upcoming obligations. However, due to the low return available on
federal funds, the Company has attempted to minimize the level of
federal funds while maintaining adequate daily liquidity. Pursuing
this aggressive cash policy may cause the Company to experience a
negative excess cash position at certain times. However, during the
three months ended March 31, 1997, the liquidity levels were at a
positive level and it was not necessary to utilize the overnite lines
of credit during this period. As additional sources of liquidity, the
Company may also sell loans on the secondary market or participate
large commercial loans with other financial institutions.
Results of Operations - Three Months Ended March 31, 1997 Compared to
Three Months Ended March 31, 1996
Net income of $740,943 for the three months ended March 31, 1997
represents an increase of $91,747, or 14.13%, over the $649,196
earned during the same period ended March 31, 1996. Net income per
common share and common share equivalent was $.75 for the three
months ended March 31, 1997 compared to $.66 for the same period in
1996.
Net interest income was $2.8 million for the three months ended March
31, 1997, up 9.47% from the $2.5 million earned during the three
months ended March 31, 1996. Higher interest rates on interest
earning assets and increased volume in the loan portfolio primarily
account for this increase in interest income in 1997. Interest
expense on deposits decreased by $92,928.
The provision for possible loan losses, the charge to earnings for
potential credit losses associated with lending activities, was
$93,603 for the three months ended March 31, 1997, up 368.25% from
the $19,990 provision recorded during the three months ended March
31, 1996. This increase in the provision for possible loan losses in
1997 was in part due to the increase in charge-offs compared with
1996 and with the additional accrual for expected losses later in
1997. Net charge-offs were $52,059 in the first quarter of 1997, as
compared to $23,710 for the same period last year. Management
conducts a periodic evaluation which assigns risk weights for
individual loans and different classes of loan groups in determining
the adequacy of the reserve. Regulatory examination, historical
gross loans, an assessment of prevailing and anticipated economic
conditions and other relevant factors are used in this analysis.
Management of the Company believes this analysis indicates that the
level of the loan loss reserve is adequate to absorb any potential
losses within the loan portfolio. The allowance for possible loan
losses of the Company at March 31, 1997 was $1,886,189 or 1.30% of
total loans and is up 2.44% or $44,989 from the allowance at December
31, 1996.
Other operating expense for the three month period ended March 31,
1997 was $1,868,250, an increase of 4.06% over the $1,795,393
recorded for the same period in the prior year. Increases in this
category occurred in the following areas: equipment expense increased
by $40,947 or 24.84%; and salaries and employee benefits increased by
$41,983 or 4.54%. The increase in equipment expense was due largely
to the increase in depreciation expense of 1996 and 1997 equipment
purchases including a new core processing system and imaging system
and equipment. Salaries increases to Company employees for 1997 took
effect on January 1, 1997 and represent an approximately 4% increase
to all employees. In addition, occupancy expense decreased by $10,858
or 7.83% and FDIC assessment decreased by $11,538 or 75.29%.
New Accounting Pronouncements:
Statement of Financial Accounting Standards No. 128, "Earnings per
Share," was issued in February 1997 and is effective for financial
statements issued for periods ending after December 15, 1997. This
Statement replaces the presentation of primary earnings per share
(EPS) previously required by Accounting Principles Board (APB)
Opinion No. 15, "Earnings per Share", with basic EPS. It also
requires dual presentation of basic EPS and diluted EPS on the face
of the income statement for all entities with complex capital
structures. Diluted EPS is computed similarly to fully diluted EPS
pursuant to APB Opinion No. 15.
Basic EPS excludes dilution and is computed by dividing income
available to common stockholders by the weighted-average number of
common shares outstanding for the period. Diluted EPS reflects the
potential dilution that could occur if securities or other contracts
to issue common stock were exercised or converted to common stock.
The Company will adopt this Statement for its financial statements
for the period ending December 31, 1997. Had the Company computed
earnings per share pursuant to this Statement for the quarter ended
March 31, 1997, basic EPS would have been $0.80 and diluted EPS would
have been $0.72. For the quarter ended March 31, 1996, basic EPS and
diluted EPS would have been $0.73 and $0.66, respectively.
Other Events of Significance:
Letchworth Independent Bancshares Corporation installed a new check
imaging system in during the fourth quarter of 1996. This equipment
is expected to greatly improve customer service. Additionally, it
will help to reduce costs by reducing statement preparation time,
lowering postage costs, and by streamlining research time. Per the
Company's 1997 Strategic Plan, various non-bank opportunities,
including financial, trust and insurance related businesses, are
being considered.
A contract has been signed which will put in place a "voice response
system" early in the third quarter of this year. This system will
give our customers the added convenience of being able to access
information from their accounts twenty-four hours a day.
Plans were recently announced to open a new branch office in Geneseo,
New York, subject to regulatory approval. The Company is purchasing
a building in the village that is close to the college campus and
downtown businesses.
<PAGE>
OTHER INFORMATION
ITEM 6. Exhibits and Reports on From 8-K
(a) Index to Exhibits
3(a) Certificate of Incorporation of Registrant filed by the New
York Department of State on July 17, 1981, incorporated by reference
to the Registrant's Registration Statement on Form S-18 (Reg. No. 33-
31149-NY), filed with the commission on September 2, 1989 and wherein
such Exhibit is designed Exhibit 3(a).
3(b) Certificate of Amendment of Certificate of Incorporation of
Registrant filed by the New York Department of State on July 26, 1989,
incorporated by reference to the Registrant's Registration Statement
on Form S-18 (Reg. No. 33-31149-NY), filed with the Commission on
September 2, 1989, and wherein such Exhibit is designated Exhibit
3(b).
3(c) Certificate of Amendment to Certificate of Incorporation of
Registrant filed by the New York Department of State on May 2, 1990,
incorporated by reference to the Registrant's Quarterly Report on Form
10-Q for the quarter ended June 30, 1990 and filed with the Commission
on August 9, 1990, and wherein such Exhibit is designed Exhibit (4)b.
3(d) Bylaws of Registrant, as amended by the stockholders of the
Registrant at a special meeting of stockholders on July 11, 1989,
incorporated by reference to the Registrant's Registration Statement
on From S-18 (Reg. No. 33-31149-NY), filed with the Commission on
September 2, 1989 and wherein such Exhibit is designated Exhibit 3(c).
4(a) Form of Common Stock Certificate of Registrant, incorporated by
reference to the Registrant's Amendment No. 1 to Form s-18
Registration Statement (Reg. No. 33-31149-NY), filed with the
Commission on October 31, 1989, and wherein such Exhibit is designated
Exhibit 4.
4(b) Letchworth Independent Bancshares Corporation Stock Option Plan
of 1990 and form of Stock Option Agreement, incorporated by reference
to the Registrant's Quarterly Report on Form 10-Q for the quarter
ended June 30, 1990 and filed with the Commission on August 9, 1990,
and wherein such Exhibit is designated Exhibit 4.
4(c) Form of Warrant of Registrant, and Warrant Agreement, dated as
of September 27, 1993, by and between Registrant and Mellon Securities
Trust Company, incorporated by reference to the registrants annual
report on Form 10KSB for the year ended 12/31/94, filed with the
Commission on March 31, 1995, and therein such Exhibit is designated
Exhibit 4(c).
11 Computation of Earnings Per Share for the quarter ended March
31, 1997 is presented on Exhibit 11 of this Report on Form 10-QSB.
(b). The Registrant did not file any current reports on Form 8-K
during the quarter ended March 31, 1997.
<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.
LETCHWORTH INDEPENDENT BANCSHARES CORPORATION
Date_5/8/97 /s/ James W. Fulmer
James W. Fulmer
President & Chief Executive Officer
Date_5/8/97 /s/ Steven C. Lockwood
Steven C. Lockwood
Treasurer & Chief Financial Officer
<PAGE>
LETCHWORTH INDEPENDENT BANCSHARES CORPORATION
COMPUTATION OF EARNINGS PER SHARE
March 31, 1997
Exhibit 11:
Three Months Ended
March 31, 1997
Net income $740,943
Add: Adjustment due to assumed interest
savings on debt reduction 0
Adjusted Net Income $740,943
Weighted average number of shares
outstanding 940,442
Add: Common stock equivalent shares due
to assumed exercise of options and warrants 63,054
Less: ESOP shares accounted for in accordance
with SOP 93-6 not committed to be released (10,677)
Adjusted common and common equivalent shares 992,819
Net Income per common and common equivalent
share $ .75
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 6895
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 1900
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 31025
<INVESTMENTS-CARRYING> 74708
<INVESTMENTS-MARKET> 75278
<LOANS> 145601
<ALLOWANCE> 1886
<TOTAL-ASSETS> 238318
<DEPOSITS> 200892
<SHORT-TERM> 0
<LIABILITIES-OTHER> 1343
<LONG-TERM> 7981
0
0
<COMMON> 944
<OTHER-SE> 25539
<TOTAL-LIABILITIES-AND-EQUITY> 26483
<INTEREST-LOAN> 3455
<INTEREST-INVEST> 1145
<INTEREST-OTHER> 51
<INTEREST-TOTAL> 4650
<INTEREST-DEPOSIT> 0
<INTEREST-EXPENSE> 1892
<INTEREST-INCOME-NET> 2759
<LOAN-LOSSES> 94
<SECURITIES-GAINS> 8
<EXPENSE-OTHER> 1868
<INCOME-PRETAX> 1115
<INCOME-PRE-EXTRAORDINARY> 1115
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 741
<EPS-PRIMARY> .75
<EPS-DILUTED> .75
<YIELD-ACTUAL> 0
<LOANS-NON> 378
<LOANS-PAST> 1567
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 1444
<ALLOWANCE-OPEN> 0
<CHARGE-OFFS> 52
<RECOVERIES> 3
<ALLOWANCE-CLOSE> 0
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
