<PAGE>
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(MARK ONE)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE PERIOD ENDED SEPTEMBER 30, 1996
OR
[ ] 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 : 0-12499
FIRST FINANCIAL BANCORP
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
CALIFORNIA 94-28222858
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
701 SOUTH HAM LANE , LODI, CALIFORNIA 95242
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(209)-367-2000
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
NA
(FORMER NAME, FORMER ADDRESS AND FORMER FISCAL YEAR,
IF CHANGED SINCE LAST REPORT.)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for 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.
[ X ] Yes [ ] No
As of September 30, 1996, there were 1,307,400 shares of Common Stock, no par
value, outstanding.
================================================================================
<PAGE>
FIRST FINANCIAL BANCORP
FORM 10-Q
FOR THE QUARTER ENDED SEPTEMBER 30, 1996
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PAGE
----
<S> <C> <C>
PART I
Item 1. Financial Statements........................................ 1
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations......................... 4
PART II
Item 1. Legal Proceedings........................................... 7
Item 2. Changes in Securities....................................... 7
Item 3. Defaults Upon Senior Securities............................. 7
Item 4. Submission of Matters to a Vote of Security Holders......... 7
Item 5. Other Information........................................... 7
Item 6. Exhibits and Reports on Form 8-K............................ 7
</TABLE>
i
<PAGE>
ITEM 1. FINANCIAL STATEMENTS
FIRST FINANCIAL BANCORP AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS EXCEPT SHARE AMOUNTS)
<TABLE>
<CAPTION>
SEP. 30 DEC. 31
ASSETS 1996 1995
-------- --------
<S> <C> <C>
Cash and due from banks $ 5,103 $ 4,488
Federal funds sold 4,100 3,300
Investment Securities:
Held-to-maturity securities at amortized cost, market value of
$1,888 and $2,170 at Sep. 30, 1996 and Dec. 31, 1995 1,790 2,036
Available-for-sale securities, at fair value 30,867 34,909
-------- --------
Total investments 32,657 36,945
Loans 55,895 51,483
Less: allowance for loan losses 1,244 959
-------- --------
Net loans 54,651 50,524
Bank premises and equipment, net 6,883 6,449
Accrued interest receivable 1,241 1,139
Other assets 1,540 1,127
-------- --------
Total Assets $106,175 $103,972
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
- ------------------------------------
Liabilities:
Deposits
Noninterest bearing $ 10,233 $ 7,863
Interest bearing 81,091 81,353
-------- --------
Total deposits 91,324 89,216
Accrued interest payable 338 408
Other liabilities 391 199
Note payable 2,559 2,585
-------- --------
Total liabilities 94,612 92,408
-------- --------
Stockholders' equity:
Common stock - no par value; authorized 9,000,000 shares,
issued and outstanding in 1996 and 1995,
1,307,400 and, 1,306,296 shares 7,314 7,314
Retained earnings 4,279 4,059
Net unrealized holding (loss) gain on available-for-sale securities (30) 191
-------- --------
Total stockholders' equity 11,563 11,564
-------- --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $106,175 $103,972
======== ========
</TABLE>
1
<PAGE>
FIRST FINANCIAL BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
(IN THOUSANDS EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SEP. 30 NINE MONTHS ENDED SEP. 30
1996 1995 1996 1995
---- ---- ---- ----
(DOLLAR AMOUNTS IN THOUSANDS, (DOLLAR AMOUNTS IN THOUSANDS,
EXCEPT PER SHARE AMOUNTS) EXCEPT PER SHARE AMOUNTS)
<S> <C> <C> <C> <C>
INTEREST INCOME:
Loans, including fees $1,463 $1,560 $4,194 $4,653
Investment securities:
Taxable 455 343 1,357 1,006
Exempt from Federal taxes 75 85 244 268
Federal funds sold 49 48 155 123
------ ------ ------ ------
Total interest income 2,042 2,036 5,950 6,050
INTEREST EXPENSE:
Deposit accounts 738 745 2,244 2,102
Other 69 69 207 209
------ ------ ------ ------
Total interest expense 807 814 2,451 2,311
------ ------ ------ ------
Net interest income 1,235 1,222 3,499 3,739
Provision for loan losses 115 51 300 86
------ ------ ------ ------
Net interest income after provision
for loan losses 1,120 1,171 3,199 3,653
NONINTEREST INCOME:
Service charges 171 122 433 383
Premiums and fees from SBA and
mortgage operations 125 142 339 312
Miscellaneous 20 7 43 28
------ ------ ------ ------
Total noninterest income 316 271 815 723
NONINTEREST EXPENSE:
Salaries and employee benefits 544 579 1,642 1,661
Occupancy 131 114 379 313
Equipment 93 91 247 284
Other 488 316 1,168 1,071
------ ------ ------ ------
Total noninterest expense 1,256 1,100 3,436 3,329
------ ------ ------ ------
Income before provision for income
taxes 180 342 578 1,047
Provision for income taxes 54 131 162 348
------ ------ ------ ------
Net Income $ 126 $ 211 $ 416 $ 699
====== ====== ====== ======
EARNINGS PER SHARE:
Primary $ 0.09 $ 0.17 $ 0.31 $ 0.54
====== ====== ====== ======
Fully Diluted $ 0.09 $ 0.17 $ 0.30 $ 0.54
====== ====== ====== ======
</TABLE>
2
<PAGE>
FIRST FINANCIAL BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
NINE MONTHS ENDED SEPTEMBER 30
<TABLE>
<CAPTION>
1996 1995
-------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 416 $ 699
Adjustments to reconcile net income to net cash
provided by operating activities:
Decrease in loans held for sale 240 229
Increase in deferred loan income 58 17
Provision for other real estate owned losses 33 ----
Depreciation and amortization 326 321
Provision for loan losses 300 86
Provision for deferred taxes (20) 477
Increase in accrued interest receivable (102) (98)
(Decrease) increase in accrued interest payable (70) 67
Increase (Decrease) in other liabilities 192 (453)
Increase in other assets (160) (338)
-------- --------
Net cash provided by operating activities 1,213 977
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from maturity of held-to-maturity securities 250 ----
Proceeds from maturity of available-for-sale securities 17,634 17,639
Purchases of available-for-sale securities (13,970) (18,461)
(Increase) decrease in loans made to customers (4,966) 1,947
Proceeds from the sale of other real estate 132 ----
Purchases of bank premises and equipment (764) (114)
-------- --------
Net cash (used in) provided by investing activities (1,684) 1,011
CASH FLOWS FROM FINANCING ACTIVITIES:
Net Increase (decrease) in deposits 2,108 (3,388)
Payments on note payable (26) (23)
Dividends Paid (196) (131)
Proceeds from issuance of common stock --- 4
-------- --------
Net cash provided by (used in) financing activities 1,886 (3,538)
-------- --------
Net Increase (decrease) in cash and cash equivalents 1,415 (1,550)
Cash and cash equivalents at beginning of period 7,788 7,199
-------- --------
Cash and cash equivalents at end of period $ 9,203 $ 5,649
======== ========
</TABLE>
3
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATION
CHANGES IN FINANCIAL CONDITION
Consolidated total assets at September 30, 1996 were $2.2 million above the
comparable level at December 31, 1995 due to growth in deposits. The loan
portfolio grew by $4.4 million, or 9%, from December 31, 1995 to September 30,
1996. The portfolio growth reflects both improvements in the local economy and
the result of focused and disciplined business development efforts. The growth
in the loan portfolio was funded by net maturities in the investment portfolio
which declined by $4.3 million, or 12%. Bank premises and equipment increased
by $434 thousand, or 7%, reflecting the investment in a new information system
to which Bank of Lodi converted in mid-June, 1996.
Total deposits were $91.3 million at September 30, 1996 compared to $89.2
million at December 31, 1995. Noninterest bearing deposits increased by $2.4
million, or 30%, while interest bearing deposits were virtually unchanged.
Total deposits increased by $4.7 million, or 5%, over the comparable total at
June 30, 1995. Focused business development efforts coupled with the fallout
from recent merger activity among large banks with offices in the local area
have generated increases in new consumer and business deposit account
relationships.
The allowance for loan losses at September 30, 1996 is in excess of the December
31, 1995 balance by $285 thousand, or 30%. The increased reserve can be
attributed to both the increased loan volume since December 31, 1995 as well as
loan loss provisions charged against income to provide for specific credit
exposure that has developed for certain identifiable loans. Nonaccrual loans
increased by $137 thousand, or 13% from December 31, 1995 to September 30, 1996,
and the allowance for loan losses nonaccrual coverage ratio increased to 1.03
times from .89 times. Total portfolio delinquency at September 30, 1996 was
2.34%, compared to 2.57% at December 31, 1995. Management believes that the
allowance for loan losses at September 30, 1996 is adequate. The following
tables depicts activity in the allowance for loan losses and allocation of
reserves for and at the nine and twelve months ended September 30, 1996 and
December 31, 1995, respectively:
ANALYSIS OF THE ALLOWANCE FOR LOAN LOSSES
<TABLE>
<CAPTION>
9/30/96 12/31/95
--------- ----------
<S> <C> <C>
Balance at beginning of period 959 1,127
Charge-offs:
Commercial 164 357
Real estate ---- 30
Consumer 54 95
-------- ----------
Total charge-offs 218 482
Recoveries:
Commercial 195 174
Real estate ---- ----
Consumer 8 25
-------- ----------
Total recoveries 203 199
-------- ----------
Net charge-offs 15 283
Additions charged to operations 300 115
-------- ----------
Balance at end of period 1,244 959
======== ==========
Ratio of net charge-offs to average loans outstanding .03% 0.51%
======== ==========
ALLOCATION OF THE ALLOWANCE FOR LOAN LOSSES
9/30/96 9/30/96 12/31/95 12/31/95
LOAN CATEGORY AMOUNT % OF LOANS AMOUNT % OF LOANS
------------- -------- -------- -------- --------
Commercial 522 58.92% 295 84.29%
Real Estate 51 33.93% 38 10.86%
Consumer 34 7.15% 17 4.85%
Unallocated 637 N/A 608 N/A
-------- -------- -------- --------
1,244 100.00% 959 100.00%
======== ======== ======== ========
</TABLE>
4
<PAGE>
Consolidated equity was virtually unchanged from December 31, 1995 to September
30, 1996 as increases from earnings were offset by dividends and a change from a
net unrealized gain on investment securities to a net unrealized loss on
investment securities that was driven by rising interest rates. Consolidated
equity represented 10.89% of consolidated assets at September 30, 1996 compared
to 11.12% at December 31, 1995. The increase in equity from earnings of $416
thousand for the nine months ended September 30, 1996 was more than offset by
dividend payments of $196 thousand and a reduction to equity of $221 thousand to
reflect the after-tax market value decline of the available-for-sale portion of
the investment portfolio. The decline in investment portfolio market value
reflects the impact of rising market interest rates during the nine months ended
September 30, 1996. The risk capital position of the Company's subsidiary, Bank
of Lodi, NA, declined slightly as a result of increased lending volume. The
total risk-based capital ratio was 14.67% at June 30, 1996 compared to 15.1% at
December 31, 1995. The Bank's leverage capital ratio was 9.27% at September,
1996 versus 9.0% at December 31, 1995.
CHANGES IN RESULTS OF OPERATION - THREE MONTHS ENDED SEPTEMBER 30, 1996
Net income for the three months ended September 30, 1996 was $126 thousand, or
$.09 per share, and represented a decline of 40% relative to the three months
ended September 30, 1995. Annualized return on average assets and equity were
.48% and 4.4%, respectively, compared to .88% and 7.8%, respectively, for the
comparable prior year quarter. Improvements in net interest income and
noninterest income were offset by increased noninterest expenses and an increase
in the provision for loan losses. Based upon the earnings for the three months
ended September 30, 1996, the board of directors of First Financial Bancorp
declared a cash dividend of $.05 per share, payable November 29, 1996 to
shareholders of record November 15, 1996.
Net interest income increased by $13 thousand, or 1%, relative to the comparable
prior year quarter. The $13 thousand difference represents the net impact of
significant changes in the volume and mix of earning assets and deposits as well
as the general level of interest rates. Average earning assets and deposits for
the three months ended September 30, 1996 increased by $4.2 million, or 4.8%,
and $5.1 million, or 6.0%, respectively, over the prior year quarter. Excluding
the impact of lower interest rates and changes in the mix of earning assets and
deposits, net interest income was increased $50 thousand as a result of the
higher volume of average earning assets and deposits. Loans as a percentage of
earning assets declined to 61% from 65% for the comparable prior year quarter.
Noninterest bearing deposits increased to 10% of total nonequity funding
compared to 8% in the comparable prior year quarter The impact of these mix
changes was a reduction of net interest income for the quarter of $20 thousand
excluding the impact of volume and rate changes. Finally, the impact of lower
interest rates relative to the prior year quarter reduced net interest income by
$17 thousand.
The provision for loan losses increased by $64 thousand to $115 thousand. The
increase reflects additions to the allowance for loan losses as necessitated by
conditions discussed above under Changes in Financial Condition.
Noninterest income increased by $45 thousand, or 17%, reflecting increases in
service charge income. Service charge income increased as a result of increased
deposit account levels as well as slight changes in certain minimum deposit
balance requirements that went into effect late in the second quarter of 1996.
Although lower interest rates have stimulated mortgage demand, and a combination
of focused business development efforts and an improving local economy have
helped SBA originations and sales, volumes and income for the current quarter
fell short of the relatively strong levels of the comparable prior year quarter.
SBA and mortgage income declined by $17 thousand, or 12%.
Noninterest expenses were $156 thousand, or 14% above the comparable prior year
quarter. Occupancy expenses increased by $17 thousand as a result of increased
vacancy levels in the Company's headquarters building in Lodi. Management is
actively seeking tenants to occupy approximately 7,700 feet of vacant space.
Salaries and benefits expenses declined by 6% relative to the prior year quarter
due to reduced staffing levels resulting from outsourcing and other efficiencies
realized from the conversion to new information systems during the second
quarter of 1996. Although progress was made in reducing other general
administrative expenses, certain other noninterest expenses increased during the
third quarter relative to 1995. Legal and professional costs increased by $44
thousand due to costs associated with resolving nonperforming loans and
consulting expenses related to strategic planning and external credit reviews.
Expenses and loss provisions related to holding and disposing of other real
estate owned increased by $20 thousand. Costs related to the newly outsourced
check processing and statement rendering processes were $55 thousand. Prior
year costs for in-house check processing and statement rendering are reflected
in salaries and benefits as well as equipment expenses for 1995.
5
<PAGE>
CHANGES IN RESULTS OF OPERATION - NINE MONTHS ENDED SEPTEMBER 30, 1996
Net income for the nine months ended September 30, 1996 was $416 thousand, or
$.30 per share, and represented a decline of 40% relative to the nine months
ended September 30, 1995. Annualized return on average assets and equity were
.53% and 4.9%, respectively, compared to .93% and 8.4%, respectively, for the
comparable prior year period. Improvements in noninterest income and
noninterest expenses were offset by a decline in net interest income and an
increase in the provision for loan losses.
Net interest income declined by $240 thousand, or 6%, relative to the comparable
prior year period. All of the decline in net interest income occured during the
first two quarter of 1996. Deposit growth and loan production accelerated
during the second and third quarters of 1996 and have now begun to reduced the
net interest difference relative to 1995. The $240 thousand difference
represents the net impact of significant changes in the volume and mix of
earning assets and deposits as well as the general level of interest rates.
Average earning assets and deposits for the nine months ended September 30, 1996
increased by $4.3 million, or 4.9%, and $4 million, or 4.7%, respectively, over
the prior year period. Excluding the impact of lower interest rates and changes
in the mix of earning assets and deposits, net interest income was increased
$128 thousand as a result of the higher volume of average earning assets and
deposits. Loans as a percentage of earning assets declined to 59% from 65% for
the comparable prior year period. Average certificates of deposit to total
deposits increased by 100 basis points to 38%. The impact of these mix changes
was a reduction of net interest income for the period of $209 thousand excluding
the impact of volume and rate changes. Finally, the impact of lower interest
rates relative to the prior year quarter reduced net interest income by $159
thousand.
The provision for loan losses increased by $214 thousand to $300 thousand. The
increase principally reflects the additions to the allowance for loan losses
made during the second and third quarters as necessitated by conditions
discussed above under Changes in Financial Condition.
Noninterest income increased by $92 thousand, or 13%, reflecting increases in
service charge income as well as income from SBA and mortgage operations.
Service charge income increased as a result of increased deposit account levels
as well as slight changes in certain minimum deposit balance requirements that
went into effect late in the second quarter of 1996. SBA and mortgage income
improved by 9% . Lower interest rates stimulated mortgage demand above year-ago
levels. A combination of focused business development efforts and an improving
economy increased the volume of SBA originations and sales.
Noninterest expenses were $107 thousand, or 3% above the prior year level.
Occupancy expenses increased by $66 thousand as a result of increased vacancy
levels in the Company's headquarters building in Lodi. Management is actively
seeking tenants to occupy approximately 7,700 feet of vacant space. Salaries
and benefits expenses declined by 1% relative to the prior year period due to
reduced staffing levels that have resulted from outsourcing and other
efficiencies related to the new information system that began in the second
quarter of 1996. Equipment expenses declined by 13%. The decline in equipment
expenses reflects a reduction in maintenance expenses for which the prior year
had a significant level of charges that would not normally recur on an annual
basis. In addition, the change to new information systems technology reduced
equipment leasing expenses relative to the prior year. Although regulatory
assessments declined and progress was made in reducing other general
administrative expenses, certain other noninterest expenses increased during the
third quarter relative to 1995 as outlined above in the discussion of changes in
results of operation for the three months ended September 30, 1996.
BASIS OF PRESENTATION
First Financial Bancorp is the holding company for the Bank of Lodi, N.A.. In
the opinion of management, the accompanying unaudited consolidated financial
statements reflect all adjustments (consisting only of normal recurring
accruals) necessary for a fair presentation of financial position as of the
dates indicated and results of operations for the periods shown. All material
intercompany accounts and transactions have been eliminated in consolidation.
In preparing the financial statements, management is required to make estimates
and assumptions that affect the reported amounts. The results for the three and
nine months ended September 30, 1996 are not necessarily indicative of the
results which may be expected for the year ended December 31, 1996. The
unaudited consolidated financial statements presented herein should be read in
conjunction with the consolidated financial statements and notes included in the
1995 Annual Report to Shareholders.
6
<PAGE>
PART II -- OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Not Applicable.
ITEM 2. CHANGES IN SECURITIES
Not Applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not Applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable.
ITEM 5. OTHER INFORMATION
On October 15, 1996, Bank of Lodi entered into an agreement with
Wells Fargo Bank for the cash purchase of three branches from Wells
Fargo and the assumption of each branches deposit liabilities. The
branches, located in Galt, Plymouth, and San Andreas California, have
aggregate deposits of approximately $43 million. The transaction is
expected to close in the latter part of the first quarter of 1997.
The final purchase price will be determined at closing. At the
present time, the purchase price is expected to be approximately
$3.25 million. The transaction will be accounted for using the
purchase method of accounting. Accordingly, the purchase price will
be allocated to the fair value of identifiable tangible and
intangible assets. Complete information regarding the fair value of
individual assets to be acquired is not available at this time.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) EXHIBITS
EXHIBIT
NUMBER
- ------
2 Not Applicable.
4 Registrant's current Bylaws.
10 Post Effective Amendment No. 1 to Form S8 Registration Statement
(File Number 3340954).
11 Earnings per common and common share equivalents are calculated by
dividing net income by the weighted-average number of common and
common share equivalents outstanding during the period. Stock options
are considered common share equivalents for this calculation.
Weighted average shares used in the computation of earnings per share
for the three months ended September 30,1996 and 1995 were 1,370,091
and 1,319,631, respectively. Weighted average shares used in the
computation of earnings per share for the nine months ended September
30, 1996 and 1995 were 1,364,744 and 1,313,824, respectively.
15 Not Applicable.
16 Not Applicable.
18 Not Applicable.
19 Not Applicable.
7
<PAGE>
20 Not Applicable.
23 Notice of Annual Meeting and Proxy Statement dated March 29, 1996;
filed April 1, 1996.
24 Not Applicable
25 Not Applicable
27 Financial Data Schedule
28 Not Applicable
(b) REPORTS ON FORM 8-K
On October 18, 1996, the company filed a current report on Form 8-K
regarding Bank of Lodi's agreement to purchase three branches from
Wells Fargo Bank.
On October 25, 1996, the company filed a current report on Form 8-K
regarding the declaration of a dividend on First Financial Bancorp
Common Stock.
8
<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.
FIRST FINANCIAL BANCORP
Date November 13, 1996 /s/ David M. Philipp
----------------- ----------------------------
David M. Philipp
Executive Vice-President
Chief Financial Officer
Corporate Secretary
9
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 9-MOS
<FISCAL-YEAR-END> DEC-31-1996 DEC-31-1996
<PERIOD-START> JUN-01-1996 JAN-01-1996
<PERIOD-END> SEP-30-1996 SEP-30-1996
<CASH> 5,103,000 5,103,000
<INT-BEARING-DEPOSITS> 0 0
<FED-FUNDS-SOLD> 4,100,000 4,100,000
<TRADING-ASSETS> 0 0
<INVESTMENTS-HELD-FOR-SALE> 30,867,000 30,867,000
<INVESTMENTS-CARRYING> 1,790,000 1,790,000
<INVESTMENTS-MARKET> 1,888,000 1,888,000
<LOANS> 55,895,000 55,895,000
<ALLOWANCE> 1,244,000 1,244,000
<TOTAL-ASSETS> 106,175,000 106,175,000
<DEPOSITS> 91,324,000 91,324,000
<SHORT-TERM> 0 0
<LIABILITIES-OTHER> 729,000 729,000
<LONG-TERM> 2,559,000 2,559,000
0 0
0 0
<COMMON> 7,314,000 7,314,000
<OTHER-SE> 4,249,000 4,249,000
<TOTAL-LIABILITIES-AND-EQUITY> 106,175,000 106,175,000
<INTEREST-LOAN> 1,463,000 4,194,000
<INTEREST-INVEST> 530,000 1,601,000
<INTEREST-OTHER> 49,000 155,000
<INTEREST-TOTAL> 2,042,000 5,950,000
<INTEREST-DEPOSIT> 738,000 2,244,000
<INTEREST-EXPENSE> 807,000 2,451,000
<INTEREST-INCOME-NET> 1,235,000 3,499,000
<LOAN-LOSSES> 115,000 300,000
<SECURITIES-GAINS> 0 0
<EXPENSE-OTHER> 1,256,000 3,436,000
<INCOME-PRETAX> 180,000 578,000
<INCOME-PRE-EXTRAORDINARY> 180,000 578,000
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 126,000 416,000
<EPS-PRIMARY> .09 .31
<EPS-DILUTED> .09 .30
<YIELD-ACTUAL> 5.35 5.06
<LOANS-NON> 1,211,000 1,211,000
<LOANS-PAST> 34,000 34,000
<LOANS-TROUBLED> 0 0
<LOANS-PROBLEM> 0 0
<ALLOWANCE-OPEN> 1,168,000 959,000
<CHARGE-OFFS> 108,000 218,000
<RECOVERIES> 69,000 203,000
<ALLOWANCE-CLOSE> 1,244,000 1,244,000
<ALLOWANCE-DOMESTIC> 1,244,000 1,244,000
<ALLOWANCE-FOREIGN> 0 0
<ALLOWANCE-UNALLOCATED> 637,000 637,000
</TABLE>