CCFNB BANCORP INC
10-Q, 1999-08-10
STATE COMMERCIAL BANKS
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<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 10-Q



[X]  QUARTERLY REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT
     OF 1934

For the quarterly period ended June 30, 1999


[ ]  TRANSITION REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT
     OF 1934

For the transition period from ______________ to _____________


Commission file number 0-19028

                               CCFNB BANCORP, INC.
                 (Name of small business Issuer in its charter)

PENNSYLVANIA                                              23-2254643
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                            Identification Number)

232 East Street, Bloomsburg, PA                           17815
(Address of principal executive offices)                  (Zip Code)

Issuer's telephone number, including area code:  (570) 784-4400


         Check whether the issuer (1) 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 issuer was required to file such
reports), and (2) has been subject to such filing requirings for the past 90
days. Yes X No ___


         Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date. 1,378,611 shares of
$1.25 (par) common stock were outstanding as of June 30, 1999.


<PAGE>   2


                       CCFNB BANCORP, INC. AND SUBSIDIARY

                                  JUNE 30, 1999

                                   INDEX 10-Q




EXHIBIT 27 - FINANCIAL DATA SCHEDULE                                   NO PAGE
             -----------------------                                      #

PART I  - FINANCIAL INFORMATION:
          ---------------------

        - Consolidated Balance Sheets                                     1


        - Consolidated Statements of Income                               2


        - Consolidated Statements of Cash Flows                           3


        - Notes to Consolidated Financial Statements                    4 - 6


        - Management's Discussion and Analysis of Consolidated
          Financial Condition and Results of Operations                 7 - 15



PART II - OTHER INFORMATION                                              16
          -----------------


SIGNATURES                                                               17


<PAGE>   3

CCFNB BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
UNAUDITED

<TABLE>
<CAPTION>
                                                                   JUNE          DECEMBER
                                                                 30, 1999        31, 1998
                                                                 --------        --------
<S>                                                             <C>             <C>
ASSETS
Cash and due from banks .................................       $  5,056        $  5,105
Interest-bearing deposits with other banks ..............            313           6,381
Federal funds sold ......................................          1,400           1,000
Investment securities:
  Securities Available-for-Sale .........................         51,230          47,586
  Securities to be Held-to-Maturity (estimated
    fair value 1999, $201; 1998, $569) ..................            200             565
Loans, net of unearned income ...........................        121,184         118,558
Allowance for loan losses ...............................            999             954
                                                                --------        --------
  Net loans .............................................       $120,185        $117,604
Premises and equipment ..................................          5,459           5,650
Other real estate owned .................................              0              24
Accrued interest receivable .............................            951             832
Other assets ............................................          1,100             511
                                                                --------        --------
     TOTAL ASSETS .......................................       $185,894        $185,258
                                                                ========        ========


LIABILITIES AND STOCKHOLDERS' EQUITY


LIABILITIES
Deposits:
  Non-interest bearing ..................................       $ 12,825        $ 13,315
  Interest bearing ......................................        126,731         124,364
                                                                --------        --------
     Total Deposits .....................................       $139,556        $137,679
Short-term borrowings ...................................         19,722          20,418
Long-term borrowings ....................................          2,315           2,291
Accrued interest and other expenses .....................          1,150           1,176
Other liabilities .......................................             34             214
                                                                --------        --------
     TOTAL LIABILITIES ..................................       $162,777        $161,778
                                                                --------        --------

STOCKHOLDERS' EQUITY
Common stock, par value $1.25 per share; authorized
  5,000,000 shares; issued 1,382,433 shares 1999 and 1998       $  1,728        $  1,728
Surplus .................................................          5,799           5,849
Retained earnings .......................................         16,291          15,670
Accumulated other comprehensive income (loss) ...........           (599)            448
Less:  Treasury stock at cost, 3,822 shares 1999,
  6,976 shares 1998 .....................................           (102)           (215)
                                                                --------        --------
     TOTAL STOCKHOLDERS' EQUITY .........................       $ 23,117        $ 23,480
                                                                --------        --------
     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY .........       $185,894        $185,258
                                                                ========        ========
</TABLE>


The accompanying notes are an integral part of these consolidated financial
statements.


                                       -1-

<PAGE>   4



CCFNB BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
(IN THOUSANDS EXCEPT PER SHARE DATA)
UNAUDITED

<TABLE>
<CAPTION>
                                                        FOR THE SIX       FOR THE THREE
                                                       MONTHS ENDING      MONTHS ENDING
                                                          JUNE 30,            JUNE 30,
                                                          --------            --------
                                                      1999       1998       1999      1998
                                                      ----       ----       ----      ----
<S>                                                  <C>        <C>        <C>        <C>
INTEREST INCOME
Interest and fees on loans:
  Taxable ......................................     $4,638     $4,768     $2,343     $2,372
  Tax exempt ...................................         60         57         30         28
Interest and dividends on investment securities:
  Taxable interest .............................        981        954        506        486
  Tax exempt interest ..........................        334        311        162        171
  Dividends ....................................         39         10         19          5
Interest on federal funds sold .................         30          4         16          4
Interest on deposits in other banks ............        113        105         58         40
                                                     ------     ------     ------     ------
     TOTAL INTEREST INCOME .....................     $6,195     $6,209     $3,134     $3,106
                                                     ------     ------     ------     ------
INTEREST EXPENSE
Interest on deposits ...........................     $2,466     $2,421     $1,242     $1,217
Interest on short-term borrowings ..............        465        541        229        254
Interest on long-term borrowings ...............         64         40         32         32
                                                     ------     ------     ------     ------
     TOTAL INTEREST EXPENSE ....................     $2,995     $3,002     $1,503     $1,503
                                                     ------     ------     ------     ------

Net interest income ............................     $3,200     $3,207     $1,631     $1,603
Provision for loan losses ......................         39         39         19         19
                                                     ------     ------     ------     ------
  NET INTEREST INCOME AFTER PROVISION FOR
    LOAN LOSSES ................................     $3,161     $3,168     $1,612     $1,584
                                                     ------     ------     ------     ------
NON-INTEREST INCOME
Service charges and fees .......................     $  298     $  282     $  164     $  142
Trust department income ........................         85         63         52         38
Securities gains - net .........................         31          0          0          0
Other income ...................................        109        120         58         91
                                                     ------     ------     ------     ------
     TOTAL NON-INTEREST INCOME .................     $  523     $  465     $  274     $  271
                                                     ------     ------     ------     ------
NON-INTEREST EXPENSES
Salaries and wages .............................     $  937     $  953     $  474     $  498
Pensions and other employee benefits ...........        316        315        156        153
Occupancy expense, net .........................        169        175         81         86
Furniture and equipment expense ................        293        270        153        140
Other operating expenses .......................        690        750        335        373
                                                     ------     ------     ------     ------
     TOTAL NON-INTEREST EXPENSES ...............     $2,405     $2,463     $1,199     $1,250
                                                     ------     ------     ------     ------

Income before income taxes .....................     $1,279     $1,170     $  687     $  605
Income tax expense .............................        320        289        179        149
                                                     ------     ------     ------     ------
    NET INCOME .................................     $  959     $  881     $  508     $  456
                                                     ======     ======     ======     ======

NET INCOME PER SHARE ...........................     $  .70     $  .64     $  .37     $  .33
</TABLE>


The accompanying notes are an integral part of these consolidated financial
statements.


                                       -2-

<PAGE>   5

CCFNB BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
UNAUDITED

<TABLE>
<CAPTION>
                                                                       FOR THE SIX MONTHS
                                                                         ENDING JUNE 30,
                                                                         ---------------
                                                                       1999            1998
                                                                       ----            ----
<S>                                                                  <C>             <C>
OPERATING ACTIVITIES
Net income ...................................................       $    959        $    881
Adjustments to reconcile net income to net cash provided by
 operating activities:
   Provision for loan losses .................................             39              39
   Provision for depreciation and amortization ...............            266             254
   Premium amortization on investment securities .............             46              43
   Discount accretion on investment securities ...............            (13)            (16)
   (Gain) on sales of investment securities Available-for-Sale            (31)             (4)
   Deferred income taxes (benefit) ...........................              5               0
   (Gain) on sale of other real estate .......................             (2)              0
   (Increase) in accrued interest receivable and other assets            (352)           (177)
   (Decrease) in accrued interest, other expenses and other
     liabilities .............................................            (26)            (65)
                                                                     --------        --------
     NET CASH PROVIDED BY OPERATING ACTIVITIES ...............       $    891        $    955
                                                                     --------        --------
INVESTING ACTIVITIES
Proceeds from sales, maturities and redemptions of investment
  securities Available-for-Sale ..............................       $  9,109        $ 14,699
Proceeds from maturities and redemptions of Held-to-Maturity
  investment securities ......................................            365             155
Purchase of investment securities Available-for-Sale .........        (14,343)        (16,322)
Net (increase) decrease in loans .............................         (2,620)          3,525
Purchases of premises and equipment ..........................            (75)           (894)
Proceeds from sale of other real estate ......................             26               0
                                                                     --------        --------
     NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES .....       $ (7,538)       $  1,163
                                                                     --------        --------
FINANCING ACTIVITIES
Net increase in deposits .....................................       $  1,877        $  2,861
Net (decrease) in short-term borrowings ......................           (696)         (2,632)
Net increase in long-term borrowings .........................             24           1,854
Proceeds from issuance of common stock .......................             75              72
Acquisition of treasury stock ................................            (25)           (230)
Proceeds from sale of treasury stock .........................             13              10
Cash dividends paid ..........................................           (338)           (320)
                                                                     --------        --------
     NET CASH PROVIDED BY FINANCING ACTIVITIES ...............       $    930        $  1,615
                                                                     --------        --------
     INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ........       $ (5,717)       $  3,733
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD .............         12,486           5,317
                                                                     --------        --------
      CASH AND CASH EQUIVALENTS AT END OF PERIOD .............       $  6,769        $  9,050
                                                                     ========        ========


SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the year for:
  Interest ...................................................       $  2,994        $  3,014
  Income taxes ...............................................       $    317        $    296
</TABLE>


The accompanying notes are an integral part of these consolidated financial
statements.


                                       -3-

<PAGE>   6


CCFNB BANCORP, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 1999
UNAUDITED


BASIS OF PRESENTATION


NOTE 1 - The accounting and reporting policies of CCFNB Bancorp and its
         subsidiary conform to generally accepted accounting principles and to
         general practices within the banking industry. These consolidated
         interim financial statements include the accounts of CCFNB Bancorp,
         Inc. and its wholly owned subsidiary, Columbia County Farmers National
         Bank. All significant inter-company balances have been eliminated.



NOTE 2 - The accompanying consolidated interim financial statements are
         unaudited. In management's opinion, the consolidated interim financial
         statements reflect a fair presentation of the consolidated financial
         position of CCFNB Bancorp, Inc. and Subsidiary, the results of their
         operations and their cash flows for the interim periods presented.
         Further, the consolidated interim financial statements reflect all
         adjustments, which are in the opinion of management, necessary to
         present fairly the consolidated financial condition and consolidated
         results of operations and cash flows for the interim period presented
         and that all such adjustments to the consolidated financial statements
         are of a normal recurring nature.



NOTE 3 - The results of operations for the six month period ended June 30, 1999
         are not necessarily indicative of the results to be expected for the
         full year.



NOTE 4 - Net income per share of common stock for the interim periods is based
         on the weighted average number of shares for each period; 1999 -
         1,376,395 shares and 1998 - 1,381,062 shares.



NOTE 5 - LOANS

         Loans are stated at their outstanding principal balances, net of any
         deferred fees or costs, unearned income, and the allowance for loan
         losses. Interest on loans is accrued on the principal amount
         outstanding, primarily on an actual day basis. Non-refundable loan fees
         and certain direct costs are deferred and amortized over the life of
         the loans using the interest method. The amortization is reflected as
         an interest yield adjustment, and the deferred portion of the net fees
         and costs is reflected as a part of the loan balance.



                                       -4-

<PAGE>   7



         Non-Accrual Loans - Generally, a loan is classified as non-accrual, and
         the accrual of interest on such a loan is discontinued when the
         contractual payment of principal or interest has become 90 days past
         due or management has serious doubts about further collectibility of
         principal or interest, even though the loan currently is performing. A
         loan may remain on accrual status if it is in the process of collection
         and is either guaranteed or well secured. When a loan is placed on
         non-accrual status, unpaid interest credited to income in the current
         year is reversed, and unpaid interest accrued in prior years is charged
         against the allowance for credit losses. Certain non-accrual loans may
         continue to perform, that is, payments are still being received.
         Generally, the payments are applied to principal. These loans remain
         under constant scrutiny and if performance continues, interest income
         may be recorded on a cash basis based on management's judgement as to
         collectibility of principal.

         Allowance for Loan Losses - The allowance for loan losses is
         established through provisions for loan losses charged against income.
         Loans deemed to be uncollectible are charged against the allowance for
         loan losses, and subsequent recoveries, if any, are credited to the
         allowance.

         A principal factor in estimating the allowance for loan losses is the
         measurement of impaired loans. A loan is considered impaired when,
         based on current information and events, it is probable that the
         Corporation will be unable to collect all amounts due according to the
         contractual terms of the loan agreement. Under current accounting
         standards, the allowance for loan losses related to impaired loans is
         based on discounted cash flows using the loan's effective interest rate
         or the fair value of the collateral for certain collateral dependent
         loans.

         The allowance for loan losses is maintained at a level established by
         management to be adequate to absorb estimated potential loan losses.
         Management's periodic evaluation of the adequacy of the allowance for
         loan losses is based on the Corporation's past loan loss experience,
         known and inherent risks in the portfolio, adverse situations that may
         affect the borrower's ability to repay (including the timing of future
         payments), the estimated value of any underlying collateral,
         composition of the loan portfolio, current economic conditions, and
         other relevant factors. This evaluation is inherently subjective as it
         requires material estimates, including the amounts and timing of future
         cash flows expected to be received on impaired loans that may be
         susceptible to significant change.


         The following table presents the changes in the allowance for credit
         losses:

                                                                   IN THOUSANDS
                                                                   ------------
              Balance at January 1, 1999.........................      $954
              Provisions charged to operations...................        39
              Loans charged off..................................       (17)
              Recoveries.........................................        23
                                                                       ----
              Balance at June 30, 1999...........................      $999
                                                                       ====

         At June 30, 1999 no loans were considered impaired as defined by
         Statement No. 114. Accordingly, no additional charge to operations was
         required since the total allowance for loan losses was estimated by
         management to be adequate to provide for the loan loss allowance under
         Statement No. 114 as well as any other potential loan losses.



                                       -5-

<PAGE>   8


NOTE 6 - The following represents changes in stockholders' equity for the
         current year:

<TABLE>
<CAPTION>
                                                                                                ACCUMULATED
                                                                                                   OTHER
                                                                     COMPREHENSIVE             COMPREHENSIVE
                                      COMMON      COMMON                INCOME       RETAINED      INCOME     TREASURY
                                      SHARES      STOCK    SURPLUS      (LOSS)       EARNINGS      (LOSS)       STOCK     TOTAL
                                      ------      -----    -------      ------       --------      ------       -----     -----
<S>                                  <C>          <C>       <C>         <C>           <C>         <C>          <C>       <C>
Balance at January 1, 1999.........  1,382,433    $1,728    $5,849      $     0       $15,670     $   448      $(215)    $23,480
Comprehensive Income:
 Net income........................          0         0         0          959           959           0          0         959
 Other comprehensive income (loss),
  net of tax:
   Unrealized (losses) gains on
    investment securities of
    ($1,027), net of reclassification
    adjustment for gains included
    in net income of $20...........          0         0         0       (1,047)            0      (1,047)         0      (1,047)
                                                                        -------
  TOTAL COMPREHENSIVE INCOME (LOSS)                                     $   (88)
                                                                        =======
Issuance of 3,705 shares of common
  stock under dividend reinvestment
  and stock purchase plans.........      3,705         5        70                          0           0          0          75
Purchase of 1,100 shares of
  treasury stock...................          0         0         0                          0           0        (25)        (25)
Sale of 549 shares of treasury
  stock............................          0         0        (5)                         0           0         18          13
Retirement of 3,705 shares of
  treasury stock...................     (3,705)       (5)     (115)                         0           0        120           0
Cash dividends $.246 per share.....          0         0         0                       (338)          0          0        (338)
                                     ---------    ------    ------                    -------     -------      -----     -------
Balance at June 30, 1999...........  1,382,433    $1,728    $5,799                    $16,291     $  (599)     $(102)    $23,117
                                     =========    ======    ======                    =======     =======      =====     =======
</TABLE>



NOTE 7 - The consolidated interim financial statements have been prepared in
         accordance with requirements of Form 10-Q and therefore do not include
         all the disclosures normally required by generally accepted accounting
         principles, or those normally made in the Corporation's annual 10-K
         filing. The reader of these consolidated interim financial statements
         may wish to refer to the Corporation's annual report on Form 10-K for
         the period ended December 31, 1998, filed with the Securities and
         Exchange Commission.


                                       -6-
<PAGE>   9


                       CCFNB BANCORP, INC. AND SUBSIDIARY
              MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Consolidated Summary of Operations
- ----------------------------------
(Dollars in Thousands, except for per share data)

<TABLE>
<CAPTION>
                                           AT AND FOR THE SIX MONTHS
                                                ENDED JUNE 30,      -----------AT AND FOR THE YEARS ENDED DECEMBER 31,------------
                                                --------------                 ---------------------------------------
                                              1999         1998         1998         1997         1996        1995        1994
                                              ----         ----         ----         ----         ----        ----        ----
<S>                                       <C>          <C>          <C>          <C>          <C>          <C>          <C>
Income and Expense:
  Interest income ......................  $    6,195   $    6,209   $   12,444   $   12,498   $   11,844   $   11,466   $   10,459
  Interest expense .....................       2,995        3,002        6,072        5,976        5,588        5,557        4,785
                                          ----------   ----------   ----------   ----------   ----------   ----------   ----------
  Net interest income ..................       3,200        3,207   $    6,372        6,522        6,256        5,909        5,674
  Loan loss provision ..................          39           39           78           60           80           42          160
                                          ----------   ----------   ----------   ----------   ----------   ----------   ----------
  Net interest income after loan loss
    provision ..........................       3,161        3,168        6,294        6,462        6,176        5,867        5,514
  Non-interest income ..................         523          465          981          804          762          693          569
  Non-interest expense .................       2,405        2,463        4,739        4,492        4,450        4,374        3,958
                                          ----------   ----------   ----------   ----------   ----------   ----------   ----------
  Income before income taxes ...........       1,279        1,170        2,536        2,774        2,488        2,186        2,125
  Income taxes .........................         320          289          634          749          664          561          560
                                          ----------   ----------   ----------   ----------   ----------   ----------   ----------
  Net income ...........................         959          881        1,902        2,025        1,824        1,625        1,565
                                          ==========   ==========   ==========   ==========   ==========   ==========   ==========

Per Share: (1)
  Net income after change in accounting
    principle (2) ......................  $      .70   $      .64   $     1.38   $     1.47   $     1.33   $     1.19   $     1.35
  Cash dividends paid ..................         .13         .289          .46          .46          .45          .45          .42
  Average shares outstanding ...........   1,376,395    1,376,794    1,381,062    1,381,800    1,375,875    1,367,595    1,163,199

Average Balance Sheet:
  Loans ................................  $  119,745   $  116,746   $  116,490   $  116,771   $  112,341   $  111,980   $  100,628
  Investments ..........................      49,558       44,602       45,878       40,307       39,248       37,063       41,410
  Other earning assets .................       6,090        4,072        4,952        5,053        3,739        1,727        2,696
  Total assets .........................     185,054      175,463      177,643      171,159      164,512      157,957      151,752
  Deposits .............................     138,051      129,386      131,366      117,086      117,414      116,495      115,071
  Other interest-bearing liabilities ...      22,402       22,849       22,660       20,198       14,860       11,766       11,014
  Stockholders' equity .................      23,272       21,972       22,264       20,690       19,512       18,067       13,736

Balance Sheet Data:
  Loans ................................     121,184      115,476      118,558      119,045      115,590      111,831      109,800
  Investments ..........................      51,430       45,424       48,151       43,862       37,407       40,384       39,323
  Other earning assets .................       1,713        4,718        7,381          582        6,856          385        4,174
  Total assets .........................     185,894      176,413      185,258      173,866      170,086      162,066      157,124
  Deposits .............................     139,556      130,580      137,679      127,719      131,400      128,985      126,864
  Other interest-bearing liabilities ...      22,037       22,024       22,709       22,802       16,951       12,430       11,910
  Stockholders' equity .................      23,117       22,598       23,480       22,105       20,657       19,512       17,650

Ratios: (3)
  Return on average assets .............        1.04%        1.00%        1.07%        1.18%        1.11%        1.03%        1.03%
  Return on average equity .............        8.24%        7.92%        8.54%        9.79%        9.35%        8.99%       11.39%
  Dividend payout ratio ................       35.25%       36.32%       33.59%       31.65%       33.95%       34.35%       36.54%
  Average equity to average assets ratio       12.58%       12.67%       12.53%       12.71%       11.86%       11.44%        9.05%
</TABLE>

(1)  Per share data has been calculated on the weighted average number of shares
     outstanding.

(2)  Before cumulative effect of change in accounting principle.

(3)  The ratios for the six month period ending June 30 are annualized.



                                       -7-

<PAGE>   10


The following discussion and analysis of the financial condition and results of
operations of the Corporation should be read in conjunction with the
consolidated financial statements of the Corporation. The consolidated financial
condition and results of operations of the Corporation are essentially those of
the Bank. Therefore, the discussion and analysis that follows is directed
primarily at the performance of the Bank.


Overview
- --------

Total assets increased .3% to $185.9 million at June 30, 1999, from $185.3
million at December 31, 1998. Net income increased 8.9% through June 30, 1999 to
$959,000 or $.70 per share, compared to $881,000 or .64 per share for the same
six month period ended June 30, 1998. Loans increased in 1999 by 2.2% to $121.2
million at June 30, from $118.6 million at December 31, 1998.


Results of Operations - For the Six Months Ended June 30, 1999 and June 30,
1998.

Net income is affected by five major components: net interest income or the
difference between interest income earned on loans and investments and interest
expense paid on deposits and borrowed funds; the provision for loan losses,
which is the amount charged against net interest income and added to the
allowance for loan losses to provide a reserve for potential future loan losses;
other non-interest income, which is made up of certain fees, gains and losses
from the sale of investment securities, trust department income and other items;
and other non-interest expenses, which consist primarily of salaries and
benefits, general overhead expenses, other operational expenses and income
taxes. Each of these major components is reviewed in more detail in the
following discussion.

Net income for the six months ended June 30, 1999 was $959,000, or $.70 per
share, as compared to $881,000, or $.64 per share, for the comparable period in
1998. An increase in non-interest income of $58,000 complimented by a decrease
in non-interest expenses of $58,000 generally accounted for the $109,000
increase in income before income taxes.

Return on average assets and return on average equity were 1.04% and 8.24%,
respectively, for the six months ended June 30, 1999, as compared to 1.00% and
7.92%, respectively, for the comparable period in 1998.


Net Interest Income
- -------------------

For the six months ended June 30, 1998 and 1999, net interest income was $3.2
million. The net interest margin reflected a decrease to 3.88% for the six
months ended June 30, 1999 from 4.10% for the comparable period in 1998. Average
interest earning assets at June 30, 1999 increased by 6.03% over June 30, 1998.

Average loans outstanding increased from $116.7 million to $119.7 million or
2.6% for the six months ended June 30, 1999, as compared to the six months ended
June 30, 1998. The outstanding balance of loans at June 30, 1999, increased from
$118.6 million at December 31, 1998 to $121.2 million at June 30, 1999. A 2.6%
decrease in income on loans from $4,825 million at June 30, 1998 to $4,698
million at June 30, 1999 occurred even though the loans increased during the
period.



                                       -8-

<PAGE>   11



Shown below is a summary of past due and non-accrual loans:

<TABLE>
<CAPTION>
                                                        IN THOUSANDS OF DOLLARS
                                                        -----------------------
                                                            JUNE     DECEMBER
Past due and non-accrual:                                 30, 1999   31, 1998
                                                          --------   --------
<S>                                                       <C>        <C>
  Days 30 - 89.........................................    $1,243     $1,063
  Days 90 plus.........................................       285        415
  Non-accrual..........................................       431        537
                                                           ------     ------
                                                           $1,959     $2,015
                                                           ======     ======
</TABLE>

Past due and non-accrual loans remained constant at $2.0 million at December 31,
1998 and at June 30, 1999. These real estate delinquencies mainly fall into the
60 day and below category. The increase specifically was attributable entirely
to real estate loans which become past due during the six months which are fully
secured by adequate real estate collateral.

Any loans classified for regulatory purposes as loss, doubtful, substandard, or
special mention that have not been disclosed under Industry Guide 3 do not (i)
represent or result from trends or uncertainties which management reasonably
expects will materially impact future operating results, liquidity, or capital
resources, or (ii) represent material credits about which management is aware of
any information which causes management to have serious doubts as to the ability
of such borrowers to comply with the loan repayment terms.

The Corporation adheres to principles provided by Financial Accounting Standards
Board Statement No. 114, "Accounting by Creditors for Impairment of a Loan" -
Refer to Note 5 above for other details.

The following analysis provides a schedule of loan maturities/interest rate
sensitivities. This schedule presents a repricing and maturity analysis as
required by the FFIEC:

<TABLE>
<CAPTION>
                                                                      IN THOUSANDS
                                                                       OF DOLLARS
                                                                       ----------
                                                                          JUNE
         MATURITY AND REPRICING DATA FOR LOANS AND LEASES               30, 1999
         ------------------------------------------------               --------
<S>                                                                     <C>
Closed-end loans secured by first liens on 1-4 family residential
 properties with a remaining maturity or repricing frequency of:
    (1) Three months or less ........................................  $   4,301
    (2) Over three months through 12 months .........................     13,834
    (3) Over one year through three years ...........................     23,950
    (4) Over three years through five years .........................      4,804
    (5) Over five years through 15 years ............................      7,779
    (6) Over 15 years ...............................................      2,690
All loans and leases other than closed-end loans secured by first
 liens on 1-4 family residential properties with a remaining maturity
 or repricing frequency of:
    (1) Three months or less ........................................     16,988
    (2) Over three months through 12 months .........................      9,055
    (3) Over one year through three years ...........................     14,158
    (4) Over three years through five years .........................      8,757
    (5) Over five years through 15 years ............................     11,340
    (6) Over 15 years ...............................................      3,623
                                                                       ---------
       Sub-total ....................................................  $ 121,279
Add:  non-accrual loans not included above ..........................        431
Less:  unearned income ..............................................       (526)
                                                                       ---------
       Total Loans and Leases .......................................  $ 121,184
                                                                       =========
</TABLE>


                                       -9-

<PAGE>   12


Interest income from investment securities reflects an 6.2% increase comparing
$1,354,000 for the six months ended June 30, 1999, and the $1,275,000 for the
comparable period of 1998. The average balance of investment securities for the
six months ended June 30, 1999 increased 11.2% to $49.6 million, compared to the
$44.6 million for the same period of 1998.

Total interest expense decreased $7,000 or .2% for the first six months of 1999,
as compared to the first six months of 1998. This decrease in interest expense
reflects a decrease in interest rates throughout the past year, however during
the latter part of the second quarter of 1999 rates edged upward in order to
keep pace with competition.

The following table sets forth, for the periods indicated, information
regarding: (1) the total dollar amount of interest income from interest-earning
assets and the resultant average yields; (2) the total dollar amount of interest
expense on interest-bearing liabilities and the resultant average cost; (3) net
interest income; (4) net interest margin; (5) tax equivalent net interest
income; and (6) tax equivalent net interest margin. Information is based on
average daily balances during the indicated periods.



Average Balance Sheet and Rate Analysis
- ---------------------------------------
(Dollars in Thousands)

<TABLE>
<CAPTION>
                                                    -----------JUNE 1999----------   -----------JUNE 1998----------
                                                                INTEREST   AVERAGE               INTEREST   AVERAGE
                                                     AVERAGE     INCOME/    YIELD/    AVERAGE     INCOME/    YIELD/
                                                    BALANCE(1)  EXPENSE(2)   RATE    BALANCE(1)  EXPENSE(2)   RATE
                                                    ----------  ----------   ----    ----------  ----------   ----
<S>                                                 <C>         <C>        <C>       <C>         <C>        <C>
ASSETS:
Interest bearing deposits with other financial
  institutions....................................   $  4,776    $  113      4.73%    $  3,834    $  105    5.48%
Investment securities:
  U.S. government securities......................     34,092       981      5.76%      30,662       913    5.96%
  State and municipal obligations (3).............     14,092       334      7.18%      12,404       311    7.60%
  Other securities................................      1,374        39      5.68%       1,536        48    6.25%
                                                     --------    ------      ----     --------    ------    ----
Total Investment Securities.......................   $ 49,558    $1,354      5.46%    $ 44,602    $1,272    5.70%
Federal funds sold................................      1,314        30      4.57%         238         6    5.04%
Consumer..........................................      9,814       410      8.36%       8,879       402    9.06%
Dealer floor plan.................................      2,613       103      7.88%       2,194        95    8.66%
Mortgage..........................................     97,767     3,806      7.79%      98,081     3,994    8.14%
Commercial........................................      7,244       319      8.81%       5,676       276    9.73%
Tax free (3)......................................      2,307        60      7.88%       1,916        57    9.01%
                                                     --------    ------      ----     --------    ------    ----
Total loans.......................................   $119,745    $4,698      7.85%    $116,746    $4,824    8.26%
Total interest earning assets.....................    175,393     6,195      7.06%     165,420     6,207    7.50%
                                                     --------    ------      ----     --------    ------    ----
Reserve for loan losses...........................   $   (975)                        $   (920)
Cash and due from banks...........................      1,717                            1,837
Other assets......................................      8,919                            9,126
                                                     --------                         --------
Total assets......................................   $185,054                         $175,463
                                                     ========                         ========
</TABLE>


                                      -10-

<PAGE>   13

<TABLE>
<CAPTION>
                                                    -----------JUNE 1999----------   -----------JUNE 1998----------
                                                                INTEREST   AVERAGE               INTEREST   AVERAGE
                                                     AVERAGE     INCOME/    YIELD/    AVERAGE     INCOME/    YIELD/
                                                    BALANCE(1)  EXPENSE(2)   RATE    BALANCE(1)  EXPENSE(2)   RATE
                                                    ----------  ----------   ----    ----------  ----------   ----
<S>                                                 <C>         <C>         <C>      <C>         <C>         <C>
LIABILITIES AND CAPITAL:
SUPER NOW deposits................................   $ 21,788    $  150      1.38%    $ 20,068    $  178      1.77%
IRA's under $100,000..............................      8,304       204      4.91%       8,070       206      5.11%
Money market deposits.............................     11,204       153      2.73%      11,919       174      2.92%
Savings deposits..................................     21,722       275      2.53%      20,685       269      2.60%
Time deposits including IRA's over $100,000.......     13,021       375      5.76%      10,901       323      5.93%
Other time deposits under $100,000................     49,167     1,309      5.32%      46,313     1,273      5.50%
                                                     --------    ------      ----     --------    ------      ----
Total interest bearing deposits...................   $125,206    $2,466      3.94%    $117,956    $2,423      4.11%
                                                     --------    ------      ----     --------    ------      ----
U.S. treasury short-term borrowings...............        422         9      4.27%         527        14      5.31%
Short-term borrowings - other.....................          0         0      0.00%          11         0      0.00%
Long-term borrowings..............................      2,309        64      5.54%       1,739        40      4.60%
Repurchase agreements.............................     19,671       456      4.64%      20,572       527      5.12%
                                                     --------    ------      ----     --------    ------      ----
Total interest bearing liabilities................   $147,608    $2,995      4.06%    $140,805    $3,004      4.27%
                                                     --------    ------      ----     --------    ------      ----
Demand deposits...................................   $ 12,845                         $ 11,430
Other liabilities.................................      1,329                            1,256
Stockholders' equity..............................     23,272                           21,972
                                                     --------                         --------
Total liabilities and capital.....................   $185,054                         $175,463
                                                     ========                         ========

NET INTEREST INCOME/NET INTEREST MARGIN (4)......                $3,200      3.65%                $3,203      3.87%
                                                                 ======      ====                 ======      ====

TAX EQUIVALENT NET INTEREST INCOME/
 NET INTEREST MARGIN (5)..........................               $3,403      3.88%                $3,393      4.10%
                                                                 ======      ====                 ======      ====
</TABLE>

(1)  Average volume information was computed using daily averages.

(2)  Interest on loans includes fee income.

(3)  Yield on tax-exempt obligations has been computed on a tax-equivalent
     basis.

(4)  Net interest margin is computed by dividing net interest income by total
     interest earning assets.

(5)  Interest and yield are presented on a tax-equivalent basis using 34% for
     1999 and 1998.


Provision for Loan Losses
- -------------------------

The provision for loan losses is based on management's evaluation of the
allowance for loan losses in relation to the credit risk inherent in the loan
portfolio. In establishing the amount of the provision required, management
considers a variety of factors, including but not limited to, general economic
conditions, volumes of various types of loans, collateral adequacy and potential
losses from significant borrowers. On a monthly basis, the Board of Directors
and the Credit Administration Committee review information regarding specific
loans and the total loan portfolio in general in order to determine the amount
to be charged to the provision for loan losses.

For the six month period ending June 30, 1999 and 1998, the provision for loan
losses was $39,000.



                                      -11-

<PAGE>   14


Non-Interest Income
- -------------------

The following table sets forth, for the periods indicated, the major components
of non-interest income:

<TABLE>
<CAPTION>
                                                                SIX MONTHS ENDED
                                                                    JUNE 30,
                                                                    --------
                                                                1999        1998
                                                                ----        ----
                                                             (Dollars in Thousands)

<S>                                                            <C>          <C>
Service charges and fees..................................     $298         $282
Trust department income...................................       85           63
Investment securities gain - net..........................       31            0
Invest income.............................................       48           55
Other.....................................................       61           65
                                                               ----         ----
     Total................................................     $523         $465
                                                               ====         ====
</TABLE>

For the six months ended June 30, 1999, total non-interest income increased
$58,000, to $523,000 compared with $465,000 for the six months ended June 30,
1998. The increase is generally the result of gains on sales of securities in
the amount of $31,000, fee income increase of $16,000 from $282,000 at June 30,
1998 to $298,000 at June 30, 1999 and trust department income increase of
$22,000 as compared to the six month period ending June 30, 1998. A decrease of
$11,000 occurred in the other income categories.


Non-Interest Expenses
- ---------------------

Generally, non-interest expense accounts for the cost of maintaining facilities,
providing salaries and necessary benefits to employees, and general operating
costs such as insurance, supplies, advertising, data processing services, taxes
and other related expenses. Some of the costs and expenses are variable while
others are fixed. To the extent possible, the Company utilizes budgets and
related measures to control variable expenses. The following table sets forth,
for the periods indicated, the major components of non-interest expenses:

<TABLE>
<CAPTION>
                                                                SIX MONTHS ENDED
                                                                    JUNE 30,
                                                                    --------
                                                                1999        1998
                                                                ----        ----
                                                             (Dollars in Thousands)

<S>                                                           <C>         <C>
Salaries and wages.......................................     $  937      $  953
Employee benefits........................................        316         315
Net occupancy expense....................................        169         175
Furniture and equipment expense..........................        293         270
State shares tax.........................................         96          84
Other expense............................................        594         666
                                                              ------      ------
     Total...............................................     $2,405      $2,463
                                                              ======      ======
</TABLE>


                                      -12-

<PAGE>   15


Salary and employee benefits, the largest expense in this category, decreased
1.2%. A decrease of $38,000 in commissions earned by third-party in-house
brokerage service staff is the principal cause of the overall decrease. Shares
tax increased 14% as a result of a normal increase in stockholders' equity and a
shift in the composition of the investment portfolio. Furniture and equipment
expense increased 8.5% for the first six months of 1999 compared to the first
six months of 1998 principally due to increased equipment depreciation and
maintenance resulting from installation of an in-house computer system beginning
in April 1998. Overall, expenses decreased 2.4% reflecting the commitment of
management to remain vigilant in keeping expenses down.


Capital
- -------

A major strength of a financial institution is a strong capital position. This
capital is very critical as it must provide growth, payment to stockholders, and
absorption of unforeseen losses. The federal regulators provide standards that
must be met. These standards measure "risk-adjusted" assets against different
categories of capital. The "risk-adjusted" assets reflect off balance sheet
items, such as commitments to make loans, and also place balance sheet assets on
a "risk" basis for collectibility. The adjusted assets are measured against Tier
I Capital and Total Qualifying Capital. Tier I Capital is common stockholders'
equity and Tier II Capital includes the allowance for loan losses. Allowance for
loan losses must be lower than or equal to common stockholders' equity to be
eligible for Total Qualifying Capital.

The Company exceeds all minimum capital requirements as reflected in the
following table:

<TABLE>
<CAPTION>
                                             JUNE 30, 1999      DECEMBER 31, 1998
                                             -------------      -----------------
                                                      MINIMUM               MINIMUM
                                         CALCULATED   STANDARD CALCULATED  STANDARD
                                           RATIOS      RATIOS    RATIOS     RATIOS
                                           ------      ------    ------     ------
<S>                                      <C>         <C>       <C>         <C>
Risk Based Ratios:
Tier I Capital to risk-weighted assets..   21.29%      4.00%     20.43%      4.00%
Total Qualifying Capital to
  risk-weighted assets..................   22.19%      8.00%     21.80%      8.00%
</TABLE>


Additionally, certain other ratios also provide capital analysis as follows:

<TABLE>
<CAPTION>
                                                                  JUNE    DECEMBER
                                                                30, 1999  31, 1998
                                                                --------  --------
<S>                                                             <C>       <C>
Tier I Capital to average assets............................      12.80%    12.95%
Tier II Capital to average assets...........................      13.34%    13.49%
</TABLE>


Management believes that the Bank's current capital position and liquidity
positions are strong and that its capital position is adequate to support its
operations.



                                      -13-

<PAGE>   16


Year 2000
- ---------

The Year 2000 Issue is the result of computer programs being written using two
digits rather than four to define the applicable year. Any of the Bank's
computer programs that have date-sensitive software may recognize a date using
"00" as the year 1900 rather than the year 2000. This could result in a system
failure or miscalculations causing disruptions of operations, including, among
other things, a temporary inability to process transactions, send invoices,
calculate correct accruals, or engage in similar normal business activities.

An assessment of the Bank's software and hardware has revealed those portions
which will be required to be modified or replaced in order to properly utilize
dates beyond December 31, 1999. The Bank presently believes that the Year 2000
is near resolution.

Another consideration for the imminent year 2000 readiness are embedded
microchip problems. These microchips could be in such items as water pumps,
sewage pumps, elevators, heat pumps, etc. A survey of all equipment containing
possible microchips has been conducted at all CCFNB locations. Plumbing and
heating vendors have been contacted as well as the telephone service providers.
"White papers" indicating Y2K readiness have been obtained from all providers.

Another consideration is the fact that there can be no guarantee that the
systems of other companies on which the Bank's systems rely will be timely
converted, or that a failure to convert by another company, or a conversion that
is incompatible with the Bank's systems, would not have a material adverse
effect on the Bank. Bancorp management is engaging in due diligence to assure
that these possibilities will not occur. The Bank has determined it has no
exposure to contingencies related to the Year 2000 Issue for its products
offered to its customers.

The Bank has utilized both internal and external resources to reprogram, or
replace, and test the software for Year 2000 modifications. The Bank has already
spent $322,000 and anticipates it will spend a total of $340,000 to complete the
Year 2000 project. These costs are considered manageable by the Bank and are
being funded through operating cash flows. The costs will not have a material
effect on the results of operations in 1999 or beyond.

The time-lines and costs are based on management's best estimates, which were
derived utilizing numerous assumptions of future events, including the continued
availability of certain resources, third party modification plans and other
factors. However, there can be no guarantee that these estimates will be
achieved and actual results could differ materially from those plans. Specific
factors that might cause such material differences include, but are not limited
to, the availability and cost of personnel trained in this area, the ability to
locate and correct all relevant computer codes and similar uncertainties.



                                      -14-

<PAGE>   17


The Corporation and the Bank are aggressively addressing the Year 2000 Issue.
This issue is far-reaching in that it encompasses computer systems, microchips,
anything with time elements, and forces the Bank to ask each vendor, customer,
and third party provider if they are also ready for the millennium, which is
fast approaching.

A Senior Vice President has been given the responsibility for Y2K compliance. A
committee has been selected consisting of Board Members and Officers who have
been meeting for well over a year addressing this issue.

Letters have been sent to vendors requesting, in writing, their effort to be in
compliance with Y2K. A select group of commercial customers have been sent
letters and visited by management explaining the Y2K Issues and asking them to
be certain to address this very important issue. The Bank has also offered to
help with any questions. Notices have been placed in each Bank lobby alerting
the public to this issue. Also, verbiage has been placed on each deposit
statement concerning the Y2K Issue. Newspaper print ads and statement inserts
are planned for the last two quarters of 1999 to further communicate our
readiness to our customers.

A time-line has been created for this project. All letters were mailed by March
15, 1998 and compliance letters were received by June 30, 1998. Compliance on
all levels is very near completion. Testing will continue until the Bank is
assured all critical systems are confirmed to be Y2K compliant.

Vendors and systems have been placed in priority order as to importance. All
third party vendors that are most crucial have communicated with us stating they
are Y2K compliant and testing on their systems is complete.

Our insurance carrier has been contacted and we are working closely with it to
prudently assess the Bank's needs and take the appropriate steps to protect the
Bank.

Contingency plans have been written on any systems that do not comply or are
questionable as to their compliance.

The Bank will be diligent in its quest for assurance of compliance and will
change vendors, if necessary, to ensure a smooth change to the millennium and
continuity of banking operations and profit growth.

National bank examiners are reviewing all banks quarterly for their compliance
with these issues and the Corporation and the Bank welcome these reviews and any
assistance they will provide.



                                      -15-

<PAGE>   18


PART II - Other Information:



Item 1. Legal Proceedings

Management and the Corporation's legal counsel are not aware of any litigation
that would have a material adverse effect on the consolidated financial position
of the Corporation. There are no proceedings pending other than the ordinary
routine litigation incident to the business of the Corporation and its
subsidiary, Columbia County Farmers National Bank. In addition, no material
proceedings are pending or are known to be threatened or contemplated against
the Corporation and the Bank by government authorities.



Item 2. Changes in Securities - Nothing to report.



Item 3. Defaults Upon Senior Securities - Nothing to report.



Item 4. Submission of Matters to a Vote of Security Holders - Nothing to report.



Item 5. Other Information - Nothing to report.



Item 6. Exhibits and Reports on Form 8-K - Nothing to report.



                                      -16-

<PAGE>   19


                                   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.




                                             CCFNB BANCORP, INC.
                                                (Registrant)




                                             By /s/ Paul E. Reichart
                                                --------------------
                                                Paul E. Reichart
                                                President & CEO

                                             Date: August 6, 1999




                                             By /s/ Virginia D. Kocher
                                                ----------------------
                                                Virginia D. Kocher
                                                Treasurer

                                             Date: August 6, 1999




                                      -17-

<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM 10 a
3-31-99 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH.
</LEGEND>
<MULTIPLIER> 1,000

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-START>                             JAN-01-1999
<PERIOD-END>                               MAR-31-1999
<CASH>                                          10,498
<SECURITIES>                                    48,249
<RECEIVABLES>                                  120,529
<ALLOWANCES>                                       968
<INVENTORY>                                          0
<CURRENT-ASSETS>                               178,308
<PP&E>                                           5,531
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                                 183,839
<CURRENT-LIABILITIES>                          160,462
<BONDS>                                              0
                                0
                                          0
<COMMON>                                         1,728
<OTHER-SE>                                      21,649
<TOTAL-LIABILITY-AND-EQUITY>                   183,839
<SALES>                                          3,061
<TOTAL-REVENUES>                                 3,310
<CGS>                                            1,460
<TOTAL-COSTS>                                    1,460
<OTHER-EXPENSES>                                 1,206
<LOSS-PROVISION>                                    20
<INTEREST-EXPENSE>                                  32
<INCOME-PRETAX>                                    592
<INCOME-TAX>                                       141
<INCOME-CONTINUING>                                451
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       451
<EPS-BASIC>                                        .33
<EPS-DILUTED>                                      .33


</TABLE>


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