CCFNB BANCORP INC
10-Q, 1999-11-12
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 September 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.
1,379,722 shares of $1.25 (par) common stock were outstanding as of
October 20, 1999.

<PAGE>   2


                       CCFNB BANCORP, INC. AND SUBSIDIARY

                               SEPTEMBER 30, 1999

                                   INDEX 10-Q




<TABLE>
<CAPTION>


EXHIBIT 27 - FINANCIAL DATA SCHEDULE                                     NO PAGE
                                                                            #
<S>                                                                     <C>
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
</TABLE>

<PAGE>   3

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

<TABLE>
<CAPTION>
                                                                             SEPTEMBER 30,       DECEMBER 31,
                                                                                 1999                1998
                                                                             -------------       ------------
<S>                                                                                <C>         <C>
ASSETS
Cash and due from banks .............................................          $  3,873           $  5,105
Interest-bearing deposits with other banks ..........................               215              6,381
Federal funds sold ..................................................                 0              1,000
Investment securities:
  Securities Available-for-Sale .....................................            49,988             47,586
  Securities to be Held-to-Maturity (estimated
    fair value 1999, $201; 1998, $569) ..............................               200                565
Loans, net of unearned income .......................................           124,484            118,558
Allowance for loan losses ...........................................               980                954
                                                                               --------           --------
  Net loans .........................................................          $123,504           $117,604
Premises and equipment ..............................................             5,332              5,650
Other real estate owned .............................................                68                 24
Accrued interest receivable .........................................               958                832
Other assets ........................................................             1,188                511
                                                                               --------           --------
     TOTAL ASSETS ...................................................          $185,326           $185,258
                                                                               ========           ========


LIABILITIES AND STOCKHOLDERS' EQUITY


LIABILITIES
Deposits:
  Non-interest bearing ..............................................          $ 12,537           $ 13,315
  Interest bearing ..................................................           124,621            124,364
                                                                               --------           --------
     Total Deposits .................................................          $137,158           $137,679
Short-term borrowings ...............................................            21,477             20,418
Long-term borrowings ................................................             2,346              2,291
Accrued interest and other expenses .................................             1,142              1,176
Other liabilities ...................................................                15                214
                                                                               --------           --------
     TOTAL LIABILITIES ..............................................          $162,138           $161,778
                                                                               --------           --------
STOCKHOLDERS' EQUITY
Common stock, par value $1.25 per share; authorized 5,000,000 shares;
  issued 1,379,722 shares 1999 and
  1,382,433 shares in 1998 ..........................................          $  1,725           $  1,728
Surplus .............................................................             5,722              5,849
Retained earnings ...................................................            16,642             15,670
Accumulated other comprehensive income (loss) .......................              (901)               448
Less:  Treasury stock at cost, 0 shares 1999,
  6,976 shares 1998 .................................................                 0               (215)
                                                                               --------           --------
     TOTAL STOCKHOLDERS' EQUITY .....................................          $ 23,188           $ 23,480
                                                                               --------           --------
     TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY .....................          $185,326           $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 NINE                    FOR THE THREE
                                                               MONTHS ENDING                   MONTHS ENDING
                                                               SEPTEMBER 30,                   SEPTEMBER 30,
                                                            --------------------            --------------------
                                                            1999           1998             1999            1998
                                                            ----           ----             ----            ----

 <S>                                                       <C>           <C>            <C>              <C>
INTEREST INCOME
Interest and fees on loans:
  Taxable ......................................          $7,060          $7,130          $2,422          $2,362
  Tax exempt ...................................              90              86              30              29
Interest and dividends on investment securities:
  Taxable interest .............................           1,508           1,445             527             491
  Tax exempt interest ..........................             507             443             173             158
  Dividends ....................................              60              55              21              19
Interest on federal funds sold .................              39              20               9              16
Interest on deposits in other banks ............             129             154              16              49
                                                          ------          ------          ------          ------
     TOTAL INTEREST INCOME .....................          $9,393          $9,333          $3,198          $3,124
                                                          ------          ------          ------          ------

INTEREST EXPENSE
Interest on deposits ...........................          $3,707          $3,654          $1,241          $1,233
Interest on short-term borrowings ..............             700             804             235             263
Interest on long-term borrowings ...............              97              72              33              32
                                                          ------          ------          ------          ------
     TOTAL INTEREST EXPENSE ....................          $4,504          $4,530          $1,509          $1,528
                                                          ------          ------          ------          ------

Net interest income ............................          $4,889          $4,803          $1,689          $1,596
Provision for loan losses ......................              59              59              20              20
                                                          ------          ------          ------          ------
  NET INTEREST INCOME AFTER PROVISION FOR
    LOAN LOSSES ................................          $4,830          $4,744          $1,669          $1,576
                                                          ------          ------          ------          ------

NON-INTEREST INCOME
Service charges and fees .......................          $  454          $  447          $  156          $  165
Trust department income ........................             129              90              44              27
Securities gains - net .........................              39              21               8              21
Other income ...................................             162             182              53              62
                                                          ------          ------          ------          ------
     TOTAL NON-INTEREST INCOME .................          $  784          $  740          $  261          $  275
                                                          ------          ------          ------          ------

NON-INTEREST EXPENSES
Salaries and wages .............................          $1,415          $1,421          $  478          $  468
Pensions and other employee benefits ...........             471             464             155             149
Occupancy expense, net .........................             259             251              90              76
Furniture and equipment expense ................             450             417             157             147
Other operating expenses .......................           1,026           1,111             336             361
                                                          ------          ------          ------          ------
     TOTAL NON-INTEREST EXPENSES ...............          $3,621          $3,664          $1,216          $1,201
                                                          ------          ------          ------          ------

Income before income taxes .....................          $1,993          $1,820          $  714          $  650
Income tax expense .............................             503             449             183             160
                                                          ------          ------          ------          ------
    NET INCOME .................................          $1,490          $1,371          $  531          $  490
                                                          ======          ======          ======          ======

NET INCOME PER SHARE ...........................          $ 1.08          $  .99          $  .39          $  .36

</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 NINE MONTHS
                                                                          ENDING SEPTEMBER 30,
                                                                          --------------------
                                                                            1999         1998
                                                                          --------------------
<S>                                                                    <C>             <C>
OPERATING ACTIVITIES
Net income ...................................................          $  1,490     $  1,371
Adjustments to reconcile net income to net cash provided by
 operating activities:
   Provision for loan losses .................................                59           59
   Provision for depreciation and amortization ...............               398          389
   Premium amortization on investment securities .............                62           64
   Discount accretion on investment securities ...............               (18)         (25)
   (Gain) on sales of investment securities Available-for-Sale               (39)         (21)
   Deferred income taxes (benefit) ...........................                21           (4)
   (Gain) on sale of other real estate .......................                (2)           0
   (Increase) in accrued interest receivable and other assets               (308)        (124)
   (Decrease) in accrued interest, other expenses and other
     liabilities .............................................               (53)          25
                                                                        --------     --------
     NET CASH PROVIDED BY OPERATING ACTIVITIES ...............          $  1,610     $  1,734
                                                                        --------     --------

INVESTING ACTIVITIES
Proceeds from sales, maturities and redemptions of investment
  securities Available-for-Sale ..............................          $ 11,195     $ 21,304
Proceeds from maturities and redemptions of Held-to-Maturity
  investment securities ......................................               365          155
Purchase of investment securities Available-for-Sale .........           (15,647)     (26,111)
Net (increase) decrease in loans .............................            (6,027)       2,221
Purchases of premises and equipment ..........................               (80)      (1,001)
Proceeds from sale of other real estate ......................                26            0
                                                                        --------     --------
     NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES .....          $(10,168)    $ (3,432)
                                                                        --------     --------

FINANCING ACTIVITIES
Net increase (decrease) in deposits ..........................          $   (521)    $  4,787
Net increase (decrease) in short-term borrowings .............             1,059       (3,414)
Net increase in long-term borrowings .........................                55        1,852
Proceeds from issuance of common stock .......................               109          101
Acquisition of treasury stock ................................               (37)        (300)
Proceeds from sale of treasury stock .........................                13           10
Cash dividends paid ..........................................              (518)        (480)
                                                                        --------     --------
     NET CASH PROVIDED BY FINANCING ACTIVITIES ...............          $    160     $  2,556
                                                                        --------     --------
     INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ........          $ (8,398)    $    858
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD .............            12,486        5,317
                                                                        --------     --------
      CASH AND CASH EQUIVALENTS AT END OF PERIOD .............          $  4,088     $  6,175
                                                                        ========     ========


SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash paid during the year
for:
  Interest............................................................. $  4,513     $  4,517
  Income taxes......................................................... $    514     $    441



The accompanying notes are an integral part of these consolidated financial
statements.
</TABLE>


                                       -3-
<PAGE>   6



CCFNB BANCORP, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 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 nine month period ended September 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 -
         1,377,041 shares and 1998 - 1,379,506 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:
<TABLE>
<CAPTION>

                                                            IN THOUSANDS
                                                            ------------
<S>                                                        <C>
     Balance at January 1, 1999............................       $954
     Provisions charged to operations......................         59
     Loans charged off.....................................        (62)
     Recoveries............................................         29
                                                                  ----
     Balance at September 30, 1999.........................       $980
                                                                  ====
</TABLE>


         At September 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      1,490       1,490          0           0      1,490
 Other comprehensive income (loss),
  net of tax:
   Unrealized (losses) gains on
    investment securities of
    ($1,323), net of reclassification
    adjustment for gains included
    in net income of $26 ............             0          0          0     (1,349)          0     (1,349)          0     (1,349)
                                                                             -------
  TOTAL COMPREHENSIVE INCOME (LOSS) .                                        $   141
Issuance of 5,416 shares of common ..                                        =======
  stock under dividend reinvestment
  and stock purchase plans ..........         5,416          7        102                      0          0           0        109
Purchase of 1,700 shares of
  treasury stock ....................             0          0          0                      0          0         (37)       (37)
Sale of 549 shares of treasury
  stock .............................             0          0         (5)                     0          0          18         13
Retirement of 8,127 shares of
  treasury stock ....................        (8,127)       (10)      (224)                     0          0         234          0
Cash dividends $.376 per share ......             0          0          0                   (518)         0           0       (518)
                                          ---------     ------     ------                -------    -------     -------    -------
Balance at September 30, 1999 .......     1,379,722     $1,725     $5,722                $16,642    $  (901)    $     0    $23,188
                                          =========     ======     ======                =======    =======     =======    =======
</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 NINE MONTHS
                                          --------------------------
                                              ENDED SEPTEMBER 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 ......................  $    9,393   $    9,333   $   12,444   $   12,498  $   11,844   $   11,466   $   10,459
  Interest expense .....................       4,504        4,530        6,072        5,976       5,588        5,557        4,785
                                          ----------   ----------   ----------   ----------  ----------   ----------   ----------
  Net interest income ..................       4,889        4,803   $    6,372        6,522       6,256        5,909        5,674
  Loan loss provision ..................          59           59           78           60          80           42          160
                                          ----------   ----------   ----------   ----------  ----------   ----------   ----------
  Net interest income after loan loss
    provision ..........................       4,830        4,744        6,294        6,462       6,176        5,867        5,514
  Non-interest income ..................         784          740          981          804         762          693          569
  Non-interest expense .................       3,621        3,664        4,739        4,492       4,450        4,374        3,958
                                          ----------   ----------   ----------   ----------  ----------   ----------   ----------
  Income before income taxes ...........       1,993        1,820        2,536        2,774       2,488        2,186        2,125
  Income taxes .........................         503          449          634          749         664          561          560
                                          ----------   ----------   ----------   ----------  ----------   ----------   ----------
  Net income ...........................       1,490        1,371        1,902        2,025       1,824        1,625        1,565
                                          ==========   ==========   ==========   ==========  ==========   ==========   ==========

Per Share: (1)
  Net income ...........................  $     1.08   $      .99   $     1.38   $     1.47  $     1.33   $     1.19   $     1.35
  Cash dividends paid ..................        .376         .348          .46          .46         .45          .45          .42
  Average shares outstanding ...........   1,377,041    1,379,506    1,381,062    1,381,800   1,375,875    1,367,595    1,163,199

Average Balance Sheet:
  Loans ................................  $  120,883   $  116,402   $  116,490   $  116,771  $  112,341   $  111,980   $  100,628
  Investments ..........................      50,093       45,676       45,878       40,307      39,248       37,063       41,410
  Other earning assets .................       3,596        3,736        4,952        5,053       3,739        1,727        2,696
  Total assets .........................     185,509      176,609      177,643      171,159     164,512      157,957      151,752
  Deposits .............................     138,796      130,143      131,366      117,086     117,414      116,495      115,071
  Other interest-bearing liabilities ...      22,219       22,890       22,660       20,198      14,860       11,766       11,014
  Stockholders' equity .................      23,177       22,272       22,264       20,690      19,512       18,067       13,736

Balance Sheet Data:
  Loans ................................     124,484      116,779      118,558      119,045     115,590      111,831      109,800
  Investments ..........................      50,188       48,774       48,151       43,862      37,407       40,384       39,323
  Other earning assets .................         215        2,439        7,381          582       6,856          385        4,174
  Total assets .........................     185,325      178,092      185,258      173,866     170,086      162,066      157,124
  Deposits .............................     137,158      132,506      137,679      127,719     131,400      128,985      126,864
  Other interest-bearing liabilities ...      23,823       21,240       22,709       22,802      16,951       12,430       11,910
  Stockholders' equity .................      23,188       22,993       23,480       22,105      20,657       19,512       17,650

Ratios: (2)
  Return on average assets .............        1.07%        1.03%        1.07%        1.18%       1.11%        1.03%        1.03%
  Return on average equity .............        8.57%        8.21%        8.54%        9.79%       9.35%        8.99%       11.39%
  Dividend payout ratio ................       34.77%       35.01%       33.59%       31.65%      33.95%       34.35%       36.54%
  Average equity to average assets ratio       12.49%       12.61%       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) The ratios for the nine month period ending September 30, 1999 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 remained at $185.3 million at September 30, 1999 and December 31,
1998. Net income increased 8.7% through September 30, 1999 to $1,490,000 or
$1.08 per share, compared to $1,371,000 or $.99 per share for the same nine
month period ended September 30, 1998. Loans increased in 1999 by 5.0% to $124.5
million at September 30, 1999 from $118.6 million at December 31, 1998.


Results of Operations - For the Nine Months Ended September 30, 1999 and
September 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 nine months ended September 30, 1999 was $1,490,000, or $1.08
per share, as compared to $1,371,000, or $.99 per share, for the comparable
period in 1998. A 6.8% increase in interest income on securities from $1,943,000
at September 30, 1998 to $2,075,000 at September 30, 1999 reflects an increase
of $132,000 coupled with 1% decrease on interest on loans from $7,216,000 at
September 30, 1998 to $7,150,000 at September 30, 1999 reflecting a $66,000
decrease in income or a net increase of $66,000 which accounts for the majority
of the increase of $60,000 in interest income.

Total interest expense decreased by .6% or $26,000. Non-interest income
increased $44,000 and non-interest expense decreased $43,000 reflecting a gain
of $87,000 for the nine month period ended September 30, 1999 and 1998.

The aforementioned factors account for the $173,000 favorable increase in income
before income taxes when comparing September 30, 1999 to September 30, 1998.
After giving effect for income taxes net income increased .9% or $119,000 for
the nine month period ending September 30, 1999 as compared to the same period
in 1998.


                                       -8-

<PAGE>   11

Return on average assets and return on average equity were 1.07% and 8.57%,
respectively, for the nine months ended September 30, 1999, as compared to 1.03%
and 8.21%, respectively, for the comparable period in 1998.


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

For the nine months ended September 30, 1998 and 1999, net interest income was
$4.8 and $4.9 million respectively. The net interest margin reflected a decrease
to 3.94% for the nine months ended September 30, 1999 from 4.09% for the
comparable period in 1998. Average interest earning assets at September 30, 1999
increased by 5.6% over September 30, 1998.

Average loans outstanding increased from $116.4 million to $120.9 million or
3.9% for the nine months ended September 30, 1999, as compared to the nine
months ended September 30, 1998. The outstanding balance of loans at September
30, 1999, increased from $118.6 million at December 31, 1998 to $124.5 million
at September 30, 1999. A 1.0% decrease in income on loans from $7,216 million at
September 30, 1998 to $7,150 million at September 30, 1999 occurred even though
the loans increased during the period.

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

<TABLE>
<CAPTION>

                                                         IN THOUSANDS OF DOLLARS
                                                       ----------------------------
                                                       SEPTEMBER 30,   DECEMBER 31,
                                                           1999            1998
                                                       -------------   ------------

 Past due and non-accrual:
<S>                                                   <C>             <C>
   Days 30 - 89.........................................   $1,754         $1,063
   Days 90 plus.........................................      293            415
   Non-accrual..........................................      156            537
                                                           ------         ------
                                                           $2,203         $2,015
                                                           ======         ======

</TABLE>

Past due and non-accrual loans increased to $2.2 million at September 30, 1999
from $2.0 million at December 31, 1998. 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.


                                       -9-

<PAGE>   12


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
                                                                        -------------
                                                                         SEPTEMBER 30,
           MATURITY AND REPRICING DATA FOR LOANS AND LEASES                  1999
           ------------------------------------------------             -------------
Closed-end loans secured by first liens on 1-4 family residential
 properties with a remaining maturity or repricing frequency of:
<S>                                                                      <C>
    (1) Three months or less...........................................   $  3,328
    (2) Over three months through 12 months............................     12,716
    (3) Over one year through three years..............................     26,826
    (4) Over three years through five years............................      4,715
    (5) Over five years through 15 years...............................      7,890
    (6) Over 15 years..................................................      2,276

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...........................................     16,353
    (2) Over three months through 12 months............................      9,665
    (3) Over one year through three years..............................     15,566
    (4) Over three years through five years............................      9,687
    (5) Over five years through 15 years...............................     11,962
    (6) Over 15 years..................................................      3,946
                                                                          --------
       Sub-total.......................................................   $124,930
Add:  non-accrual loans not included above.............................        156
Less:  unearned income.................................................        602
                                                                          --------
       Total Loans and Leases..........................................   $124,484
                                                                          ========
</TABLE>


Interest income from investment securities reflects a 6.8% increase comparing
$2,075,000 for the nine months ended September 30, 1999, and the $1,943,000 for
the comparable period of 1998. The average balance of investment securities for
the nine months ended September 30, 1999 increased 9.6% to $50.1 million,
compared to the $45.7 million for the same period of 1998.

Total interest expense decreased $26,000 or .6% for the first nine months of
1999, as compared to the first nine months of 1998.

Average short term borrowings decreased from $20.5 million at September 30, 1998
to $19.4 million at September 30, 1999. This decrease coupled with falling
interest rates through the first quarter of 1999 reflected a decrease of
$100,000 in interest on these borrowings. Conversely, interest on deposits
increased $53,000 when comparing September 30, 1999 to 1998. This increase was
attributable to rising interest rates during the most recent two quarters in
1999.

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.



                                      -10-

<PAGE>   13




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

<TABLE>
<CAPTION>

                                                                      SEPTEMBER 1999                  SEPTEMBER 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 ......................................         $   3,596    $  129    4.78%    $    3,736    $  154    5.50%
Investment securities:
  U.S. government securities ........................            34,528     1,508    5.82%        31,043     1,384    5.94%
  State and municipal obligations (3) ...............            14,183       507    7.22%        12,921       483    7.55%
  Other securities ..................................             1,382        60    5.79%         1,712        76    5.92%
                                                              ---------    ------    ----     ----------    ------    ----
Total Investment Securities .........................         $  50,093    $2,075    5.52%    $   45,676    $1,943    5.67%
Federal funds sold ..................................             1,103        39    4.71%           495        20    5.39%
Consumer ............................................            10,316       640    8.27%         9,109       616    9.02%
Dealer floor plan ...................................             2,572       153    7.93%         2,014       132    8.74%
Mortgage ............................................            98,226     5,767    7.83%        97,548     5,955    8.14%
Commercial ..........................................             7,492       500    8.90%         5,812       427    9.80%
Tax free (3) ........................................             2,277        90    7.98%         1,919        86    9.05%
                                                              ---------    ------    ----     ----------    ------    ----
Total loans .........................................         $ 120,883    $7,150    7.89%    $  116,402    $7,216    8.27%
Total interest earning assets .......................           175,675     9,393    7.13%       166,309     9,333    7.48%
                                                              ---------    ------    ----     ----------    ------    ----
Reserve for loan losses .............................         $    (986)                      $     (925)
Cash and due from banks .............................             1,683                            1,931
Other assets ........................................             9,137                            9,294
                                                              ---------                       ----------
Total assets ........................................         $ 185,509                       $  176,609
                                                              =========                       ==========

LIABILITIES AND CAPITAL:
SUPER NOW deposits ..................................         $  21,867    $  221    1.35%    $   20,067    $  265    1.76%
IRA's under $100,000 ................................             8,335       308    4.93%         7,975       307    5.13%
Money market deposits ...............................            11,018       228    2.76%        11,870       258    2.90%
Savings deposits ....................................            21,901       418    2.54%        20,751       404    2.60%
Time deposits including IRA's over $100,000 .........            13,631       587    5.74%        10,871       486    5.96%
Other time deposits under $100,000 ..................            48,879     1,945    5.31%        46,825     1,934    5.51%
                                                              ---------    ------    ----     ----------    ------    ----
Total interest bearing deposits .....................         $ 125,631    $3,707    3.93%    $  118,359    $3,654    4.12%
                                                              ---------    ------    ----     ----------    ------    ----
U.S. treasury short-term borrowings .................               447        15    4.47%           504        21    5.56%
Short-term borrowings - other .......................                34         2    7.84%             7         0    0.00%
Long-term borrowings ................................             2,315        97    5.59%         1,926        72    4.98%
Repurchase agreements ...............................            19,423       683    4.69%        20,453       783    5.10%
                                                              ---------    ------    ----     ----------    ------    ----
Total interest bearing liabilities ..................         $ 147,850    $4,504    4.06%    $  141,249    $4,530    4.28%
                                                              ---------    ------    ----     ----------    ------    ----
Demand deposits .....................................         $  13,165                       $   11,784
Other liabilities ...................................             1,317                            1,304
Stockholders' equity ................................            23,177                           22,272
                                                              ---------                       ----------
Total liabilities and capital .......................         $ 185,509                       $  176,609
                                                              =========                       ==========

NET INTEREST INCOME/NET INTEREST MARGIN (4) .........                      $4,889    3.71%                  $4,803    3.85%
                                                                           ======    ====                   ======    ====
TAX EQUIVALENT NET INTEREST INCOME/
 NET INTEREST MARGIN (5) ............................                      $5,196    3.94%                  $5,096    4.09%
                                                                           ======    ====                   ======    ====

(1) Average volume information was computed using daily averages.
(2) Interest on loans includes fee income.
(3) Yield on tax-exempt obligation 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.
</TABLE>

                                      -11-

<PAGE>   14


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 nine month period ending September 30, 1999 and 1998, the provision for
loan losses was $59,000.


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

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

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

<S>                                                          <C>          <C>
Service charges and fees..................................   $454         $447
Trust department income...................................    129           90
Investment securities gain - net..........................     39           21
Invest income.............................................     75           76
Other.....................................................     87          106
                                                             ----         ----
     Total................................................   $784         $740
                                                             ====         ====
</TABLE>



For the nine months ended September 30, 1999, total non-interest income
increased $44,000 to $784,000 compared with $740,000 for the nine months ended
September 30, 1998. The increase is generally the result of fee income increase
of $7,000 from $447,000 at September 30, 1998 to $454,000 at September 30, 1999
and trust department income increase of $39,000 as compared to the nine month
period ending September 30, 1998.


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:

                                      -12-

<PAGE>   15

<TABLE>
<CAPTION>

                                                               NINE MONTHS ENDED
                                                                 SEPTEMBER 30,
                                                               -----------------
                                                               1999         1998
                                                               ----         ----
                                                            (Dollars in Thousands)

<S>                                                          <C>          <C>
Salaries and wages.......................................    $1,415       $1,421
Employee benefits........................................       471          464
Net occupancy expense....................................       259          251
Furniture and equipment expense..........................       450          417
FDIC insurance...........................................        12           12
State shares tax.........................................       146          128
Other expense............................................       868          971
                                                             ------       ------
     Total...............................................    $3,621       $3,664
                                                             ======       ======
</TABLE>


A net favorable decrease of $43,000 occurred when comparing September 30, 1999
total non-interest expense to September 30, 1998. No significant increase or
decrease occurred when comparing September 30, 1999 salaries and employee
benefits, the largest non-interest expense category.

An analysis of the more significant changes accounting for the net decrease in
non-interest expenses when comparing September 30, 1999 to September 30, 1998
follows: On the positive side, computer costs associated with in-house systems
and year 2000 compliance decreased $56,000, directors fees and expenses
decreased $17,000, credit card costs decreased $9,000 and costs associated with
branch operations and loans decreased $17,000. Conversely, shares tax increased
$18,000, furniture and equipment expense which is mainly depreciation and
equipment maintenance increased $33,000 and occupancy expense increased $8,000.


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>

                                          SEPTEMBER 30, 1999     DECEMBER 31, 1998
                                          ------------------     -----------------
                                                     MINIMUM               MINIMUM
                                        CALCULATED   STANDARD  CALCULATED  STANDARD
                                          RATIOS      RATIOS     RATIOS     RATIOS
                                          ------      ------     ------     ------
Risk Based Ratios:
<S>                                      <C>          <C>       <C>         <C>
Tier I Capital to risk-weighted assets..  20.91%       4.00%     20.43%      4.00%
Total Qualifying Capital to
  risk-weighted assets..................  21.76%       8.00%     21.80%      8.00%

</TABLE>


                                      -13-

<PAGE>   16





Additionally, certain other ratios also provide capital analysis as follows:
<TABLE>
<CAPTION>

                                                                SEPTEMBER  DECEMBER
                                                                 30, 1999  31, 1998
                                                                ---------  --------

<S>                                                               <C>       <C>
Tier I Capital to average assets............................      13.02%    12.95%
Tier II Capital to average assets...........................      13.55%    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.


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 $323,000 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.

Time lines have been established for December 30, 1999 - January 4, 2000 in all
areas. The usual three bank offices will open on Saturday, January 1, 2000, from
9:00 a.m. - 12:00 p.m.

Contingency plans for cash and additional insurance and borrowing capacity is in
place.

Customer reassurance is a major focus of marketing through 1999.

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

8-K filed September 13, 1999 reporting the following action: CCFNB Bancorp, Inc.
Announces Stock Buy Back Plan.

Bloomsburg, Pennsylvania, September 13, 1999 - CCFNB Bancorp's board of
directors has announced that it has authorized the company to purchase up to ten
percent or 137,800 shares in the aggregate of the company's common stock, in
open market purchases from time to time in the discretion of the company's
management to fund its dividend reinvestment plan.

CCFNB Bancorp intends to effect such purchases, if any, in compliance with the
Rule 10b-18 under the Securities Exchange Act of 1934.

                                      -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:




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

                                             Date: November 8, 1999























                                             -17-







<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM 10-Q
6-30-99
</LEGEND>
<MULTIPLIER> 1,000

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-START>                             APR-01-1999
<PERIOD-END>                               JUN-30-1999
<CASH>                                           6,769
<SECURITIES>                                    51,430
<RECEIVABLES>                                  123,235
<ALLOWANCES>                                       999
<INVENTORY>                                          0
<CURRENT-ASSETS>                               180,435
<PP&E>                                           5,459
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                                 185,894
<CURRENT-LIABILITIES>                          102,777
<BONDS>                                              0
                                0
                                          0
<COMMON>                                         1,728
<OTHER-SE>                                      21,389
<TOTAL-LIABILITY-AND-EQUITY>                   185,894
<SALES>                                          6,195
<TOTAL-REVENUES>                                 6,718
<CGS>                                            2,466
<TOTAL-COSTS>                                    2,466
<OTHER-EXPENSES>                                 2,405
<LOSS-PROVISION>                                    39
<INTEREST-EXPENSE>                                 529
<INCOME-PRETAX>                                  1,279
<INCOME-TAX>                                       320
<INCOME-CONTINUING>                                959
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       959
<EPS-BASIC>                                      .70
<EPS-DILUTED>                                      .70


</TABLE>


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