SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended: September 30, 1996
OR
[ ] TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _______________ to _______________
Commission file Number 0-12709
LIBERTY BANCORP, INC.
(Exact Name of Registrant as specified in its charter)
Oklahoma 73-1218204
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
100 North Broadway
Oklahoma City, OK 73102
(Address of principal executive offices)
(Zip Code)
(405) 231-6000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding as of November 12, 1996
----- -----------------------------------
Common Stock 9,444,097
FORM 10-Q
For the The Quarterly Period Ended September 30, 1996
CROSS-REFERENCE INDEX
Reference Page(s)
Quarterly Report on
Form 10-Q
PART I FINANCIAL INFORMATION
ITEM 1 FINANCIAL STATEMENTS
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
PART II OTHER INFORMATION
ITEM 1 LEGAL PROCEEDINGS
ITEM 2 CHANGES IN SECURITIES
ITEM 3 DEFAULTS UPON SENIOR SECURITIES
ITEM 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITYHOLDERS
ITEM 5 OTHER INFORMATION
ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K
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FINANCIAL HIGHLIGHTS Liberty Bancorp, Inc.
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September 30
(In thousands, Nine Months Ended Three Months Ended
except share data) 1996 1995 1996 1995
- -------------------------------------------------------------------------------
For the Third Quarter
Total revenues $ 182,810 $ 179,160 $ 60,919 $ 59,819
Net interest income 68,227 62,207 23,206 21,557
Provision for loan losses 7,165 200 4,275 200
Trust fees 12,377 11,895 4,123 4,127
Mortgage banking income 4,980 4,649 1,700 1,645
Other noninterest income 27,370 31,848 8,520 9,534
Noninterest expense 83,666 81,725 29,352 25,571
Income before provision
for income taxes 22,123 28,674 3,922 11,092
Provision for income taxes 1,699 9,159 (3,802) 3,581
Net income 20,424 19,515 7,724 7,511
Per share data _ primary
and fully-diluted
Net income 2.06 1.98 .78 .76
Cash dividends declared .75 .60 .25 .20
- -------------------------------------------------------------------------------
At September 30
Loans $1,463,223 $1,387,495 $1,463,223 $1,387,495
Earning assets 2,442,790 2,289,026 2,442,790 2,289,026
Assets 2,905,361 2,704,750 2,905,361 2,704,750
Deposits 2,383,434 2,151,779 2,383,434 2,151,779
Total shareholders'
investment 273,297 257,547 273,297 257,547
Book value per common share 28.92 27.20 28.92 27.20
- -------------------------------------------------------------------------------
Average Balances
Loans $1,417,180 $1,249,526 $1,435,645 $1,334,004
Earning assets 2,417,666 2,309,068 2,422,279 2,286,231
Assets 2,806,493 2,710,699 2,783,839 2,680,517
Deposits 2,306,883 2,182,900 2,297,285 2,126,836
Total shareholders'
investment 269,751 248,280 270,962 255,359
- -------------------------------------------------------------------------------
Ratios
Capital ratios
Leverage 9.30% 9.02% 9.30% 9.02%
Risk-based 14.26 14.46 14.26 14.46
Average shareholders'
investment as a % of
average total assets 9.61 9.16 9.73 9.53
Average earning assets as
a % of average total
assets 86.15 85.18 87.01 85.29
Rate of return on
Average earning assets 1.13 1.13 1.27 1.30
Average total assets .97 .96 1.10 1.11
Average total share-
holders' investment 10.11 10.51 11.34 11.67
Dividend payout ratio 36.41 30.30 32.05 26.32
Operating efficiency ratio 73.86 76.96 76.52 68.55
Provision for loan losses
as a % of average loans .68 .02 1.18 .06
FINANCIAL REVIEW
Liberty Bancorp, Inc. and its subsidiaries ("Liberty") provide a broad
range of banking and financial services to meet the diverse needs of individual
and corporate customers in the Oklahoma City and Tulsa metropolitan areas,
Oklahoma and the Mid-America region. Liberty Bank and Trust Company of
Oklahoma City, N.A. ("Liberty Oklahoma City") and Liberty Bank and Trust
Company of Tulsa, N.A. ("Liberty Tulsa") are Liberty's principal subsidiaries.
Liberty Mortgage Company, a subsidiary of Liberty Oklahoma City, engages in
mortgage banking activities.
Liberty has twenty nine full-service banking locations in Oklahoma from
which it provides its financial services. These locations are in Oklahoma
City, Tulsa, Edmond, Norman, Choctaw, Jenks, Broken Arrow, Harrah and Midwest
City. In addition, it has three limited service detached drive-in facilities
in Oklahoma City, Tulsa and Norman. Liberty Mortgage Company ("LMC") conducts
residential mortgage operations from the main Liberty Oklahoma City location,
three branches and a correspondent network with community banks within the
state. The LMC branch locations are in Oklahoma City, Tulsa and Enid,
Oklahoma. Commercial mortgage operations are available at the main bank lo-
cation of Liberty Oklahoma City and the LMC branch in Tulsa.
The banking industry, both locally and nationally, is experiencing an
expansion and consolidation trend which most likely will continue to present
acquisition opportunities. Liberty will systematically evaluate these
possibilities for the acquisition of smaller institutions as well as potential
combinations with larger institutions to determine whether they may offer the
potential for further enhancing shareholder value and otherwise meeting
Liberty's corporate objectives.
This Financial Review should be read in conjunction with the consolidated
financial statements, notes to the consolidated financial statements and the
supplemental statistical and financial data presented elsewhere in this report.
Performance Summary: First Nine Months of 1996
Compared to First Nine Months of 1995
For the first nine months of 1996, Liberty reported net income of $20.4
million or $2.06 per common share. This compares to net income of $19.5
million or $1.98 per common share for the first nine months of 1995. The
increase in net income for the first nine months of 1996 is primarily due to an
increase in net interest income and reduced income tax expense. These
increases to income have been partially offset by lower net securities gains as
well as an increased provision for loan losses as discussed under "Reserve for
Loan Losses."
Net Interest Income
On a tax-equivalent basis, net interest income increased $6.2 million or
9.7% in the first nine months of 1996 to $70.2 million compared to $64.0
million for the first nine months of 1995. The increase is primarily due to
the continued increase in higher yielding loan levels as well as a decrease in
lower-yielding taxable securities. The net interest margin for the first nine
months of 1996 increased to 3.88% from 3.71% in the first nine months of 1995.
Tax-equivalent interest income increased $7.5 million to $140.1 million
for the first nine months of 1996 compared to $132.6 million in the same period
of 1995 due primarily to a $168 million increase in average loan volumes and a
$124.8 million increase in average federal funds sold. While the national
average prime rate for the first nine months of 1996 was 59 basis points lower
than the same period in 1995, Liberty's yield on loans only declined 21 basis
points due to the significant increase in fixed-rate retail-based loans and the
upward repricing of loans as the fixed-rate portion of the portfolio turned
over. Funding for the increased loan and federal funds sold levels was
provided by taxable investment securities sales and maturities not reinvested
and by increased deposit levels. Taxable securities averaged $206.4 million
below the first nine months of 1995 but the yield improved 41 basis points from
6.2% to 6.6% as maturities not used to fund the increased loan demand were
invested in higher yielding securities. These yield and volume mix changes
resulted in the yield on average earning assets increasing from 7.68% in 1995
to 7.74% in 1996.
Total interest expense increased $1.3 million to $69.9 million for the
first nine months of 1996 compared to $68.6 million for the same period in
1995. This increase was primarily attributable to an increase of $114.3
million in average interest-bearing deposits partially offset by declining
interest rates. The increased deposit levels occurred primarily in money
market account deposits and also in large time deposits. Liberty's cost of
funds declined to 4.87% from 4.94% for the first nine months of 1996 and 1995,
respectively.
Noninterest Income
Noninterest income for the first nine months of 1996 decreased $3.7
million or 7.6% from the first nine months of 1995. The largest factor of this
decrease was in net securities gains which decreased $4.5 million due to sales
of equity and available for sale securities in 1995. Net securities gains for
the first nine months of 1996 totaled $1.7 million compared to $6.2 million for
the same period of 1995. Other changes from the first nine months of 1995
included increases in service charges on deposits totaling $855 thousand and
trust fees which increased $482 thousand. Other noninterest income decreased
$1.1 million, partially due to a $948 thousand gain on the sale of other bank
premises in 1995.
Noninterest Expense
Noninterest expense increased $1.9 million or 2.4% to $83.7 million for
the first nine months of 1996 compared to $81.7 million for the same period one
year ago. The largest increase was in salaries and employee benefits, which
increased $2.3 million, as a result of merit increases and additional expenses
relating to management incentive and bonus plans and higher employee medical
insurance costs. Other increases include advertising and business development,
which rose $552 thousand and data processing expense which increased $458
thousand due to additional contractual expenses with Liberty's facilities
manager.
The largest decrease was in the deposit insurance assessment which
decreased $1.8 million or 80.8% in 1996, due to insurance rate reductions in
the last half of 1995. The insurance rates on highly capitalized commercial
banks of $.23 per hundred dollars of deposits in the Bank Insurance Fund were
reduced to zero at the beginning of 1996 but remained at the same rate on
approximately $61 million in Savings Association Insurance Fund ("SAIF")
deposit accounts. This was partially offset by a special assessment in 1996 to
fund the SAIF.
Other noninterest expense decreased $664 thousand or 7.3%. Liberty made
provisions in the first nine months of 1995 for $1.8 million to cover expenses
related to anticipated payments, settlements and costs of various matters,
including legal proceedings which occurred in the ordinary course of business.
A similar provision was made in the first quarter of 1996 for $102 thousand.
Liberty's charitable contribution expense increased in the first nine months of
1996 by $587 thousand.
Net income from the operation of other real estate and assets owned
("OREO") amounted to $1.4 million and $2.1 million for the first nine months of
1996 and 1995, respectively. The results of the operation of OREO include
operating income generated and gains from the sale of OREO properties, reduced
by expenses related to the operation of OREO. Included in income from the
operation of OREO for the nine months ended September 30, 1996 are $1.3 million
in gains from the sale of OREO and $166 thousand of other gross income on OREO
properties. This compares with gains of $2.2 million and other gross income of
$116 thousand for the first nine months of 1995.
Liberty's operating efficiency ratio for the first nine months of 1996
improved to 73.9% compared to 77.0% in 1995. The operating efficiency ratio is
defined as noninterest expense as a percent of net interest income on a tax
equivalent basis plus noninterest income less security gains or losses.
Income Taxes
Liberty recorded $1.7 million in income tax expense (8% effective tax
rate) for the first nine months of 1996. This compares to an income tax
expense of $9.2 million for the first nine months of 1995. During the third
quarter of 1996, Liberty completed its analysis of current year and projected
future years' taxable income. Based on this analysis, it was determined that
Liberty would be able to generate sufficient net taxable income to utilize its
state net operating loss carryforwards as well as other credit carryforwards.
As a result, Liberty reversed its valuation allowance and other reserves
previously established for the uncertainties regarding the ability to utilize
these net operating loss and credit carryforwards by $5.7 million.
It is anticipated that future effective income tax rates will approximate
the statutory rate less the effects of permanent differences, primarily tax-
exempt interest income.
Performance Summary: Third Quarter of 1996
Compared to Third Quarter 1995
During the third quarter of 1996 the Company reported net income of $7.7
million or $.78 per common share compared to net income of $7.5 million or $.76
per share for the third quarter of 1995. The primary changes between periods
were in the provision for income tax, the provision for loan losses and net
interest income.
Liberty made a negative provision for income taxes of $3.8 million in the
third quarter of 1996 compared to a positive provision of $3.6 million in the
same period of 1995 due to the analysis explained under "Income Taxes."
Liberty also provided $4.3 million for loan losses during the third quarter of
1996 as opposed to $200 thousand in the third quarter of 1995.
Net Interest Income
On a tax-equivalent basis, net interest income for the third quarter of
1996 increased $1.7 million or 7.7% to $23.9 million from $22.2 million in the
third quarter of 1995. The tax-equivalent net interest margin was 3.92% for
the third quarter of 1996 compared to 3.85% for the same period one year ago.
Tax-equivalent interest income increased $2.1 million to $47.3 million for
the third quarter of 1996 compared to $45.1 million in the same period of 1995.
The increase is due primarily to increased levels of earning assets, primarily
loans and federal funds sold which were partially funded through sales and
maturities of taxable securities. While the national average prime rate for
the third quarter of 1996 was 52 basis points lower than the same period in
1995, Liberty's yield on loans only declined 27 basis points due to the
significant increase in fixed-rate retail-based loans and the upward repricing
of loans as the fixed-rate portion of the portfolio turned over. Taxable
securities averaged $85.2 million below the third quarter of 1995 but the yield
improved 41 basis points from 6.4% to 6.8% as maturities not used to fund the
increased loan demand were invested in higher yielding securities. The yield
on average earning assets decreased slightly from 7.83% to 7.76%.
Total interest expense amounted to $23.4 million for the third quarter of
1996 compared to $23.0 million in the same period of 1995. While interest-
bearing liabilities increased for the third quarter of 1996, primarily in the
time deposit area, the impact was generally offset by decreased interest rates.
The cost of funds decreased to 4.89% in the third quarter of 1996 from 4.97%
the previous year.
Noninterest Income
Noninterest income decreased $963 thousand or 6.3% in the third quarter of
1996 compared to the third quarter of 1995, primarily due to $869 thousand in
gains on sales of other bank premises recorded in 1995. Service charges on
deposits increased $311 thousand during the third quarter of 1996 but was
offset by a $307 thousand decline in net securities gains.
Noninterest Expense
Noninterest expense increased $3.8 million or 14.8% during the third
quarter 1996 as compared to the same period in 1995. The largest factor was a
decline in net income from OREO of $1.4 million. Salaries and employee
benefits increased $669 thousand due to increased expenses relating to merit
increases, management incentive and bonus plans and the employee medical plan.
Other increases included the special assessment to fund the Savings Association
Insurance Fund of approximately $334 thousand as well as increased advertising
and business development expenses.
Credit Risk Management
Nonperforming assets include nonperforming loans and other real estate and
assets owned net of reserves. Total nonperforming assets have decreased $4.2
million or 24.4% since year-end 1995 as shown in the following table.
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Nonperforming Assets
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9/30/96 12/31/95 9/30/95
- -------------------------------------------------------------------------------
Nonperforming loans
Nonaccrual $ 7,550 $ 9,878 $13,100
Restructured 605 690 _
Past due 90 days or more 2,798 2,975 2,241
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Total nonperforming loans 10,953 13,543 15,341
Other real estate and assets owned 2,109 3,731 2,570
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Total nonperforming assets $13,062 $17,274 $17,911
===============================================================================
At September 30, 1996, total nonperforming loans and gross OREO were .9%
of total loans and other real estate and assets owned and .5% of total assets.
Nonperforming loans at September 30, 1996 represented .8% of total loans. Of
the nonperforming loans at September 30, 1996, 36.2% were real estate-related.
Reserve for Loan Losses
Liberty reviews the adequacy of its reserve for loan losses on a quarterly
basis. The reserve is based on a financial model which estimates the range of
inherent loss in Liberty's loan portfolio. The model incorporates various
factors required by guidelines of the Comptroller of the Currency, including
trends and results in collecting loans, loss experience, evaluation of
underlying collateral values, identification and review of specific problem
loans, size of the loan portfolio and anticipated increases or declines in
size, overall quality of the portfolio and business and economic conditions and
trends. Variations in any or all of these factors may cause variations in
quarterly provisions or annual provisions to the reserve.
The reserve for loan losses at September 30, 1996 was 176.6% of total
nonperforming loans and 1.32% of total loans. A $7.2 million provision was
made in the first nine months of 1996 compared to a $200 thousand provision for
the same period in 1995. Liberty increased its provisions for loan losses to
reflect loan growth as well as higher levels of loan losses in 1996. As loans
continue to increase, Liberty expects to continue to provide additional
reserves for the foreseeable future. Gross loan charge-offs, presented in the
following table, have increased $703 thousand due to increases in charge-offs
associated with loans in the retail sector. As national trends in financial
institutions are indicating and Liberty has also experienced in recent months,
charge-offs of loans-to-individuals have increased compared to the same period
in 1995. Accordingly, Liberty continues to evaluate the need for additional
reserves in this sector.
The following table summarizes the reserve for loan loss activity for the
first nine months of 1996 and 1995:
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Reserve for Loan Losses
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(In thousands) 1996 1995
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Balance at January 1 $16,483 $19,081
Additions
Recoveries 684 1,483
Provisions 7,165 200
Less _ Charge-offs (4,995) (4,292)
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Balance at September 30 $19,337 $16,472
===============================================================================
Liberty classifies certain loans as "impaired" and measures these loans
based on the present value of expected future cash flows discounted at the
loan's original effective interest rate. As a practical expedient, impairment
may be measured based on the loan's observable market price or the fair value
of the collateral if the loan is collateral dependent. When the measure of the
impaired loan is less than the recorded investment in the loan, the impairment
is recorded through a valuation allowance.
At September 30, 1996, Liberty had a recorded investment of $8.2 million
in loans classified as impaired, of which $1.3 million required a valuation
allowance of $406 thousand which is included as a component of the reserve for
loan losses. Interest income on impaired loans has been recorded by Liberty in
a manner consistent with its income recognition policies for other loans.
The reserve for loan losses, theoretically, adjusts the value of the loan
portfolio to its realizable value by covering the inherent losses in the
portfolio. In practice, this valuation can never be precise. Changing or
uncertain economic conditions can lead to reevaluations of the adequacy of the
reserve. Current economic conditions are uncertain and Liberty plans to
evaluate the adequacy of its reserve, as always, in light of current conditions
and anticipated trends.
Other Real Estate and Assets Owned
Net OREO decreased $1.6 million or 43.5% since year-end 1995 and $461
thousand or 17.9% from September 30, 1995. These reductions have primarily been
the result of sales. Net OREO at September 30, 1996 was $2.1 million.
The following table illustrates the changes in the reserve for OREO for
the first nine months of 1996 and 1995:
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Reserve for Losses on Other Real Estate and Assets Owned
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(In thousands) 1996 1995
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Balance at January 1 $856 $1,042
Provisions for losses _ _
Charge-offs (58) (119)
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Balance at September 30 $798 $ 923
===============================================================================
Asset and Liability Management
Liberty's overall liquidity is more than adequate to meet its foreseeable
funding needs. Sufficient sources of asset based liquidity, such as marketable
securities and federal funds sold, are available to meet the planned loan
growth and other short-term needs of the Company. Retail deposits are also a
major source of funds, but wholesale funding sources such as federal funds
purchased and other borrowings are also used to provide liquidity. While funds
are readily available, the competition for deposits is significant from other
banks and nonbanking investment products causing an upward pressure on cost of
funds. However, Liberty's costs of funds are commensurate with local
competition.
As a result of lower levels of investment securities and increased deposit
levels, Liberty was a net seller of federal funds and securities under
repurchase agreements averaging $68.8 million for the first nine months of 1996
compared to being a net purchaser of $75.8 million for the same period in 1995.
Net loans as a percentage of deposits averaged 60.7% during the first nine
months of 1996 compared to 56.4% for the same period in 1995. These amounts
and percentages are within the Company's liquidity and interest rate risk
policies. Due to increases in loan volume as well as the restructuring of the
available for sale portfolio into higher yields and more stable cost of funds,
Liberty's net interest margin has improved significantly in 1996 compared to
the first nine months of 1995.
Capital Funds
Shareholders' investment of $273.3 million as a percentage of total assets
was 9.4% at September 30, 1996 compared to $268.9 million or 9.2% at December
31, 1995 and $257.5 million or 9.5% at September 30, 1995. The valuation of
available for sale securities included in shareholders' investment, net of tax,
at September 30, 1996 declined $8.2 million from year-end 1995. Net earnings
retained for the first nine months of 1996 amounted to $13.3 million.
Liberty's capital base remains more than adequate with a leverage ratio of
9.30% on Tier 1 capital of $257.3 million at September 30, 1996 compared to
9.02% on $245.0 million at December 31, 1995 and 9.02% on $240.2 million at
September 30, 1995. Liberty had a risk-based capital ratio at September 30,
1996 of 14.26%. This compares to 13.97% at December 31, 1995 and 14.51% at
September 30, 1995. Liberty Oklahoma City and Liberty Tulsa had risk-based
capital ratios at September 30, 1996 of 14.44% and 11.58%, respectively. The
Federal Deposit Insurance Corporation assesses insurance premiums based in part
on the level of capital with banks which are "well capitalized" paying
assessments at lower rates. Liberty's and its subsidiary banks' capital ratios
are significantly higher than the current guidelines and the subsidiary banks
are "well capitalized" for deposit insurance assessment purposes.
Parent Company Funding Sources and Dividends
At September 30, 1996, the parent company had cash and interest-bearing
deposits of $13.8 million compared to $1.1 million at year-end 1995 and $4.8
million at September 30, 1995. The primary changes in the funding position of
the parent company since year end 1995 were cash dividends paid, intercompany
dividends received totaling $9.5 million and intercompany tax settlements, net
of estimated tax payments, totaling $7.2 million.
The parent company's ability to fund various operating expenses and
dividends is generally dependent on parent-only earning power, cash reserves
and funds derived from its subsidiaries, principally Liberty Oklahoma City and
Liberty Tulsa. These funds historically have been provided primarily by in-
tercompany dividends and management fees. Management fees are generally
limited to reimbursement of actual expenses. It is anticipated that the parent
company's recurring cash sources will continue to include management fees from
subsidiaries and retained rights to any gains from the sales of mortgage
servicing and other assets. Dividends are paid by the subsidiary banks from
time to time to support the parent company's activities. Liberty Oklahoma City
and Liberty Tulsa are limited in their ability to pay dividends based on
applicable provisions of the National Bank Act pertaining to earnings and
undivided profits. As of September 30, 1996 the ability of Liberty Oklahoma
City and Liberty Tulsa to pay dividends without regulatory approval was limited
to $36.5 million and $4.2 million, respectively.
Liberty paid cash dividends of $7.1 million or $.75 per share in the first
nine months of 1996. This compares to cash dividends in the first nine months
of 1995 of $5.7 million or $.60 per share. It is expected that such cash
dividends will continue if justified by Liberty's earnings, capital adequacy
and financial condition.
The Boards of Directors of both Liberty Tulsa and Liberty Oklahoma City
approved, subject to approval by regulatory authorities, the redemption of the
preferred stock held by the parent company in the two banks totaling $32.5
million. Also, the parent company's Board of Directors authorized the purchase
of up to 500,000 shares of its common stock in the open market through the year
1997. These transactions are not expected to reduce the ratios below well-
capitalized levels.
In management's opinion, the parent company's current liquidity and cash
sources are anticipated to be adequate to meet its obligations in the near
term.
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SELECTED STATISTICAL INFORMATION Liberty Bancorp, Inc.
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Consolidated Summary of Quarterly Financial Information
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(In thousands, except per share data)
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For quarter ended 9/30/96 6/30/96 3/31/96 12/31/95 9/30/96
- -------------------------------------------------------------------------------
Interest income $46,576 $46,054 $45,453 $45,298 $44,513
Interest income (tax equivalent) 47,270 46,696 46,115 45,972 45,143
Interest expense 23,370 23,108 23,378 23,254 22,956
Net interest income 23,206 22,946 22,075 22,044 21,557
Provision for loan losses 4,275 1,715 1,175 1,150 200
Trust fees 4,123 4,120 4,134 4,021 4,127
Mortgage banking income 1,700 1,565 1,715 1,489 1,645
Other noninterest income 8,520 10,056 8,794 10,115 9,534
Noninterest expense 29,352 27,426 26,888 26,718 25,571
Net income 7,724 6,649 6,051 6,678 7,511
Net income per share .78 .67 .61 .68 .76
Common stock price range
High 38.50 37.25 38.75 38.88 37.25
Low 34.75 35.25 35.75 36.25 32.25
Close 38.00 35.50 37.00 37.25 36.75
At Quarter End
Shares of common stock,
net of treasury stock
Outstanding 9,449 9,462 9,468 9,467 9,468
Fully-diluted 9,917 9,902 9,933 9,875 9,871
<TABLE>
Average Balances/Net Interest Margin/Rates (1)
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------
For the year-to-date 1996 1995
- -----------------------------------------------------------------------------------------------------------------------
Average Average Average Average
(In thousands) Balance Interest Rate Balance Interest Rate
- ----------------------------------------- -------------- -------------- ----------- -------------- -------------- -----
<S> <C> <C> <C> <C> <C> <C>
Assets
Loans (2) $1,417,180 $ 91,560 8.63% $1,249,526 $ 82,585 8.84%
Investment securities (3)
Taxable 727,921 36,042 6.61 934,298 43,334 6.20
Nontaxable 80,313 4,774 7.94 65,797 3,924 7.97
Trading account securities 11,534 484 5.61 3,532 191 7.23
- ----------------------------------------- ---------- -------- ----- ---------- -------- -----
Total securities 819,768 41,300 6.73 1,003,627 47,449 6.32
Federal funds sold and securities
purchased under agreements to
resell and other 180,718 7,221 5.34 55,915 2,524 6.04
- ----------------------------------------- ---------- -------- ----- ---------- ------- -----
Total earning assets 2,417,666 140,081 7.74 2,309,068 132,558 7.68
Cash and due from banks-
noninterest-bearing 253,309 257,250
Reserve for loan losses (16,542) (18,715)
Other assets 152,060 163,096
---------- ----------
Total assets $2,806,493 $2,710,699
========== ==========
Liabilities and Shareholders'
Investment
Interest-bearing deposits
Savings and money market
accounts $ 807,233 $ 21,704 3.59% $ 782,051 $ 21,663 3.70%
Other time deposits 910,797 40,147 5.89 821,692 36,142 5.88
- ----------------------------------------- ---------- -------- ----- ---------- -------- -----
Total interest-bearing deposits 1,718,030 61,851 4.81 1,603,743 57,805 4.82
Federal funds purchased and
securities sold under agreements
to repurchase 111,374 4,254 5.10 130,985 5,567 5.68
Other borrowings 86,644 3,751 5.78 119,588 5,189 5.80
- ----------------------------------------- ---------- -------- ----- ---------- -------- -----
Total interest-bearing liabilities 1,916,048 69,856 4.87 1,854,316 68,561 4.94
Demand deposits 588,853 579,157
Other liabilities 31,841 28,946
Shareholders' investment 269,751 248,280
---------- ----------
Total liabilities and shareholders'
investment $2,806,493 $2,710,699
========== ==========
Interest income/earning assets $140,081 7.74% $132,558 7.68%
Interest expense/earning assets 69,856 3.86 68,561 3.97
-------- ----- -------- -----
Net interest margin $ 70,225 3.88% $ 63,997 3.71%
======== ===== ======== =====
<FN>
(1) Income and rates shown on a tax-equivalent basis have been computed based on the statutory rate of 35% for 1996 and 1995.
(2) Includes nonaccrual loans.
(3) Includes available for sale securities at amortized cost for all years presented.
</TABLE>
<TABLE>
Average Balances/Net Interest Margin/Rates (1)
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------------------
Three months ended September 30, 1996 June 30, 1996 March 31, 1996
- -----------------------------------------------------------------------------------------------------------------------------------
Average Average Average Average Average Average
(In thousands) Balance Interest Rate Balance Interest Rate Balance Interest Rate
- ---------------------------------------- ------------ --------- ------- ------------ --------- ------- ------------ --------- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Assets
Loans (2) $1,435,645 $30,850 8.55% $1,414,577 $30,774 8.75% $1,401,115 $29,936 8.59%
Investment securities (3)
Taxable 736,262 12,521 6.77 718,576 11,779 6.59 728,833 11,742 6.48
Nontaxable 81,628 1,632 7.95 78,519 1,557 7.98 80,776 1,585 7.89
Trading account securities 11,418 152 5.30 18,280 255 5.61 4,906 77 6.31
- ---------------------------------------- ---------- ------- ----- ---------- ------- ----- ---------- ------- -----
Total securities 829,308 14,305 6.86 815,375 13,591 6.70 814,515 13,404 6.62
Federal funds sold and securities
purchased under agreements to
resell and other 157,326 2,115 5.35 178,825 2,331 5.24 206,261 2,775 5.41
- ---------------------------------------- ---------- ------- ----- ---------- ------- ----- ---------- ------- -----
Total earning assets 2,422,279 47,270 7.76 2,408,777 46,696 7.80 2,421,891 46,115 7.66
Cash and due from banks-
noninterest-bearing 230,735 253,630 275,813
Reserve for loan losses (16,634) (16,433) (16,559)
Other assets 147,459 158,315 150,458
---------- ---------- ----------
Total assets $2,783,839 $2,804,289 $2,831,603
========== ========== ==========
Liabilities and Shareholders'
Investment
Interest-bearing deposits
Savings and money market
accounts $ 806,986 $ 7,435 3.67% $ 801,890 $ 7,114 3.57% $ 812,827 $ 7,155 3.54%
Other time deposits 909,065 13,399 5.86 924,342 13,413 5.84 899,003 13,335 5.97
- ---------------------------------------- ---------- ------- ----- ---------- ------- ----- ---------- ------- -----
Total interest-bearing deposits 1,716,051 20,834 4.83 1,726,232 20,527 4.78 1,711,830 20,490 4.81
Federal funds purchased and
securities sold under agreements
to repurchase 104,340 1,343 5.12 113,469 1,420 5.03 116,391 1,491 5.15
Other borrowings 80,185 1,193 5.92 80,836 1,161 5.78 98,983 1,397 5.68
- ---------------------------------------- ---------- ------- ----- ---------- ------- ----- ---------- ------- -----
Total interest-bearing liabilities 1,900,576 23,370 4.89 1,920,537 23,108 4.84 1,927,204 23,378 4.88
Demand deposits 581,234 581,950 603,461
Other liabilities 31,067 33,997 30,465
Shareholders' investment 270,962 267,805 270,473
---------- ---------- ----------
Total liabilities and
shareholders' investment $2,783,839 $2,804,289 $2,831,603
========== ========== ==========
Interest income/earning assets $47,270 7.76% $46,696 7.80% $46,115 7.66%
Interest expense/earning assets 23,370 3.84 23,108 3.86 23,378 3.88
------- ----- ------- ----- ------- -----
Net interest margin $23,900 3.92% $23,588 3.94% $22,737 3.78%
======= ===== ======= ===== ======= =====
<FN>
(1) Income and rates shown on a tax-equivalent basis have been computed based on the statutory rate of 35%.
(2) Includes nonaccrual loans.
(3) Includes available for sale securities at amortized cost for all years presented.
</TABLE>
<TABLE>
Average Balances/Net Interest Margin/Rates (1)
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------
Three months ended December 31, 1995 September 30, 1995
- ---------------------------------------------------------------------------------------------------------------
Average Average Average Average
(In thousands) Balance Interest Rate Balance Interest Rate
- ----------------------------------------- -------------- ----------- --------- -------------- ----------- -----
<S> <C> <C> <C> <C> <C> <C>
Assets
Loans (2) $1,381,156 $30,565 8.78% $1,334,004 $29,648 8.82%
Investment securities (3)
Taxable 750,365 12,041 6.37 821,480 13,174 6.36
Nontaxable 78,866 1,572 7.91 71,262 1,418 7.89
Trading account securities 5,391 89 6.55 3,661 64 6.94
- ----------------------------------------- ---------- ------- ----- ---------- ------- -----
Total securities 834,622 13,702 6.51 896,403 14,656 6.49
Federal funds sold and securities
purchased under agreements to
resell and other 118,116 1,705 5.73 55,824 839 5.96
---------- ------- ----- ---------- ------- -----
Total earning assets 2,333,894 45,972 7.81 2,286,231 45,143 7.83
Cash and due from banks-
noninterest-bearing 274,582 255,621
Reserve for loan losses (16,333) (18,545)
Other assets 146,823 157,210
---------- ----------
Total assets $2,738,966 $2,680,517
========== ==========
Liabilities and Shareholders'
Investment
Interest-bearing deposits
Savings and money market
accounts $ 789,463 $ 7,373 3.71% $ 782,762 $ 7,303 3.70%
Other time deposits 818,085 12,349 5.99 780,445 11,805 6.00
- ----------------------------------------- ---------- ------- ----- ---------- ------- -----
Total interest-bearing deposits 1,607,548 19,722 4.87 1,563,207 19,108 4.85
Federal funds purchased and
securities sold under agreements
to repurchase 131,932 1,846 5.55 121,319 1,705 5.58
Other borrowings 114,146 1,686 5.86 146,610 2,143 5.80
- ----------------------------------------- ---------- ------- ----- ---------- ------- ----
Total interest-bearing liabilities 1,853,626 23,254 4.98 1,831,136 22,956 4.97
Demand deposits 592,442 563,629
Other liabilities 30,862 30,393
Shareholders' investment 262,036 255,359
---------- ----------
Total liabilities and shareholders'
investment $2,738,966 $2,680,517
========== ==========
Interest income/earning assets $45,972 7.81% $45,143 7.83%
Interest expense/earning assets 23,254 3.95 22,956 3.98
------- ----- ------- -----
Net interest margin $22,718 3.86% $22,187 3.85%
======= ===== ======= =====
<FN>
(1) Income and rates shown on a tax-equivalent basis have been computed based on the statutory rate of 35%.
(2) Includes nonaccrual loans.
(3) Includes available for sale securities at amortized cost for all years presented.
</TABLE>
- -------------------------------------------------------------------------------
CONSOLIDATED BALANCE SHEET Liberty Bancorp, Inc.
- -------------------------------------------------------------------------------
September 30, December 31, September 30,
(In thousands, except share data) 1996 1995 1995
- -------------------------------------------------------------------------------
Assets
Cash and due from banks
Noninterest-bearing $ 307,057 $ 299,473 $ 271,384
Interest-bearing 495 623 512
Federal funds sold and securities
purchased under agreements to resell 147,028 260,740 43,323
- -------------------------------------------------------------------------------
Total cash and cash equivalents 454,580 560,836 315,219
- -------------------------------------------------------------------------------
Trading securities 3,765 8,689 9,272
Investment securities
Available for sale 643,675 594,979 398,250
Held to maturity 164,142 192,687 431,930
Equity 20,462 19,757 18,244
- -------------------------------------------------------------------------------
Total investment securities 828,279 807,423 848,424
- -------------------------------------------------------------------------------
Loans 1,463,223 1,404,214 1,387,495
Less: Reserve for loan losses (19,337) (16,483) (16,472)
- -------------------------------------------------------------------------------
Loans, net 1,443,886 1,387,731 1,371,023
- -------------------------------------------------------------------------------
Property and equipment, net 62,303 65,733 66,672
Accounts receivable 27,450 10,969 17,449
Accrued income receivable 23,841 27,165 27,619
Deferred tax asset, net 13,489 7,740 12,368
Other real estate and assets owned, net 2,109 3,731 2,570
Other assets 45,659 42,527 34,134
- -------------------------------------------------------------------------------
Total assets $2,905,361 $2,922,544 $2,704,750
===============================================================================
Liabilities and Shareholders' Investment
Deposits
Noninterest-bearing $ 678,542 $ 590,056 $ 572,615
Interest-bearing 1,704,892 1,732,522 1,579,164
- -------------------------------------------------------------------------------
Total deposits 2,383,434 2,322,578 2,151,779
- -------------------------------------------------------------------------------
Other borrowings
Federal funds purchased and securities
sold under agreements to repurchase 99,501 171,739 122,844
Other 99,285 128,267 136,517
- -------------------------------------------------------------------------------
Total other borrowings 198,786 300,006 259,361
- -------------------------------------------------------------------------------
Accrued interest, expenses and taxes 23,788 23,275 21,458
Accounts payable 25,083 6,888 13,734
Other liabilities 973 903 871
- -------------------------------------------------------------------------------
Total liabilities 2,632,064 2,653,650 2,447,203
- -------------------------------------------------------------------------------
Shareholders' Investment
Common stock ($.01 par value; 50,000,000
shares authorized) 95 95 95
- --------------------------------------------
Sept.30, Dec.31, Sept.30,
1996 1995 1995
- --------------------------------------------
Shares
issued 9,488,428 9,488,428 9,488,428
Shares
outstanding 9,448,538 9,467,012 9,468,093
- --------------------------------------------
Capital surplus 210,184 210,597 211,041
Retained earnings 63,898 50,578 45,795
Treasury stock, at cost _ 39,890 shares
at September 30, 1996, 21,416 shares
at December 31, 1995 and 20,335 shares
at September 30, 1995 (1,447) (768) (724)
Unrealized security gains (losses), net
of tax 1,798 10,025 3,101
Deferred compensation (1,231) (1,633) (1,761)
- -------------------------------------------------------------------------------
Total shareholders' investment 273,297 268,894 257,547
- -------------------------------------------------------------------------------
Total liabilities and shareholders'
investment $2,905,361 $2,922,544 $2,704,750
===============================================================================
The accompanying notes are an integral part of these consolidated financial
statements.
- -------------------------------------------------------------------------------
CONSOLIDATED STATEMENT OF INCOME Liberty Bancorp, Inc.
- -------------------------------------------------------------------------------
September 30 Nine Months Ended Three Months Ended
(In thousands, except share data) 1996 1995 1996 1995
- -------------------------------------------------------------------------------
Interest Income
Loans $ 91,316 $ 82,182 $30,783 $29,520
Investments
Taxable 36,004 43,334 12,483 13,174
Nontaxable 3,085 2,566 1,050 926
Trading 457 162 145 54
Federal funds sold and other 7,221 2,524 2,115 839
- -------------------------------------------------------------------------------
Total interest income 138,083 130,768 46,576 44,513
- -------------------------------------------------------------------------------
Interest Expense
Deposits 61,851 57,805 20,834 19,108
Other borrowings 8,005 10,756 2,536 3,848
- -------------------------------------------------------------------------------
Total interest expense 69,856 68,561 23,370 22,956
- -------------------------------------------------------------------------------
Net Interest Income 68,227 62,207 23,206 21,557
Provision for loan losses 7,165 200 4,275 200
- -------------------------------------------------------------------------------
Net Interest Income After Provision
for Loan Losses 61,062 62,007 18,931 21,357
- -------------------------------------------------------------------------------
Noninterest Income
Trust fees 12,377 11,895 4,123 4,127
Service charges on deposits 11,896 11,041 4,032 3,721
Mortgage banking income 4,980 4,649 1,700 1,645
Trading account profits
and commissions 3,084 2,840 1,037 918
Credit card fees 1,928 1,800 622 613
Net securities gains 1,682 6,196 (114) 193
Loan fees 1,180 1,317 413 515
Other 7,600 8,654 2,530 3,574
- -------------------------------------------------------------------------------
Total noninterest income 44,727 48,392 14,343 15,306
- -------------------------------------------------------------------------------
Noninterest Expense
Salaries 33,000 31,807 11,232 10,794
Employee benefits 7,930 6,776 2,485 2,254
Equipment 7,791 7,439 2,582 2,476
Occupancy, net 6,707 6,931 2,474 2,476
Professional and other services 5,905 5,636 2,127 2,089
Data processing 5,757 5,299 1,962 1,864
Printing, postage and supplies 4,105 4,073 1,459 1,238
Advertising and business development 3,239 2,687 1,113 796
Amortization of intangibles,
including purchased mortgage
servicing rights 1,678 1,805 540 623
Deposit insurance assessments 439 2,283 369 (46)
Net income from operation of other
real estate and assets owned (1,356) (2,146) (95) (1,467)
Other 8,471 9,135 3,104 2,474
- -------------------------------------------------------------------------------
Total noninterest expense 83,666 81,725 29,352 25,571
- -------------------------------------------------------------------------------
Income Before Provision
for Income Taxes 22,123 28,674 3,922 11,092
Provision for income taxes 1,699 9,159 (3,802) 3,581
- -------------------------------------------------------------------------------
Net Income $ 20,424 $ 19,515 $ 7,724 $ 7,511
===============================================================================
Net Income Per Share -
Primary and Fully-Diluted $ 2.06 $ 1.98 $ .78 $ .76
===============================================================================
The accompanying notes are an integral part of these consolidated financial
statements.
<TABLE>
CONSOLIDATED STATEMENT OF SHAREHOLDERS' INVESTMENT Liberty Bancorp, Inc.
<CAPTION>
- -----------------------------------------------------------------------------------------------------------------------------------
Unrealized
Security Total
Common Capital Retained Treasury Gains Deferred Shareholders'
(Dollars in thousands) Stock Surplus Earnings Stock (Losses) Compensation Investment
- ---------------------------------------------- ------- ------------ ---------- ------------ ------------ -------------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance January 1, 1995 $95 $211,733 $31,972 $ (435) $(6,854) $(2,131) $234,380
Net income _ _ 19,515 _ _ _ 19,515
Dividends paid ($.60 per share) _ _ (5,692) _ _ _ (5,692)
Amortization of deferred compensation _ _ _ _ _ 370 370
Change in unrealized gains (losses) on
available for sale securities, net of tax _ _ _ _ 9,955 _ 9,955
Purchase of treasury stock (70,697 shares) _ _ _ (2,323) _ _ (2,323)
Treasury stock issued (64,377 shares) _ (692) _ 2,034 _ _ 1,342
- ---------------------------------------------- ------- ------------ ---------- ------------ ------------ -------------- -----------
Balance September 30, 1995 $95 $211,041 $45,795 $ (724) $ 3,101 $(1,761) $257,547
============================================== ======= ============ ========== ============ ============ ============== ===========
Balance January 1, 1996 $95 $210,597 $50,578 $ (768) $10,025 $(1,633) $268,894
Net income _ _ 20,424 _ _ _ 20,424
Dividends paid ($.75 per share) _ _ (7,104) _ _ _ (7,104)
Amortization of deferred compensation _ _ _ _ _ 402 402
Change in unrealized gains (losses) on
available for sale securities, net of tax _ _ _ _ (8,227) _ (8,227)
Purchase of treasury stock (61,259 shares) _ _ _ (2,233) _ _ (2,233)
Treasury stock issued (42,785 shares) _ (413) _ 1,554 _ _ 1,141
- ---------------------------------------------- ------- ------------ ---------- ------------ ------------ -------------- -----------
Balance September 30, 1996 $95 $210,184 $63,898 $(1,447) $ 1,798 $(1,231) $273,297
============================================== ======= ============ ========== ============ ============ ============== ===========
<FN>
The accompanying notes are an integral part of these consolidated financial statements.
</TABLE>
- -------------------------------------------------------------------------------
CONSOLIDATED STATEMENT OF CASH FLOWS Liberty Bancorp, Inc.
- -------------------------------------------------------------------------------
First Nine Months (In thousands) 1996 1995
- -------------------------------------------------------------------------------
Cash provided (absorbed) by operating activities
Net income $ 20,424 $ 19,515
Adjustments to reconcile net income to net cash
provided (absorbed) by operating activities:
Provisions for losses 7,267 1,990
Provision for income taxes 1,699 9,159
Depreciation and amortization 8,539 8,020
Net amortization of investment securities 2,375 4,266
Gain on sale of assets (6,341) (11,247)
Change in trading account securities 8,333 16,184
Loans made for purposes of resale (89,602) (68,434)
Proceeds from sale of loans held for resale 74,476 44,341
Change in accrued interest, expenses and taxes,
accounts payable and other liabilities (808) (5,517)
Change in accrued income receivable,
accounts receivable and other assets (3,051) 5,636
- -------------------------------------------------------------------------------
Net cash provided by operating activities 23,311 23,913
===============================================================================
Cash provided (absorbed) by investing activities
Proceeds from maturities and paydowns on
Available for sale securities 242,022 135,219
Held to maturity securities 49,988 61,851
Proceeds from sales of
Available for sale securities 190,345 560,648
Equity securities _ 5,152
Purchases of
Available for sale securities (493,800) (421,077)
Held to maturity securities (21,876) (81,535)
Equity securities (705) (765)
Change in net loans made by bank subsidiaries (49,863) (184,375)
Principal payments received on loans made by parent
company and nonbank subsidiaries 4,001 3,493
Loans made to customers by nonbank subsidiaries (2,329) (4,550)
Expenditures for property and equipment (2,066) (3,964)
Proceeds from sale of property and equipment 48 22
Sale proceeds and collections from other real estate
and assets acquired in settlement of loans 3,639 5,272
Purchases of mortgage servicing contracts (411) (169)
- -------------------------------------------------------------------------------
Net cash provided (absorbed) by investing
activities (81,007) 75,222
===============================================================================
Cash provided (absorbed) by financing activities
Change in savings and demand deposits 55,798 (162,556)
Change in time deposits 5,058 (59,852)
Change in short-term borrowings (101,220) 29,209
Proceeds from issuance of common and treasury stock 1,141 1,342
Purchase of treasury stock (2,233) (2,323)
Dividends paid on common stock (7,104) (5,692)
- -------------------------------------------------------------------------------
Net cash provided (absorbed) by
financing activities (48,560) (199,872)
===============================================================================
Net change in cash and cash equivalents (106,256) (100,737)
Cash and cash equivalents at beginning of year 560,836 415,956
- -------------------------------------------------------------------------------
Cash and cash equivalents at September 30 $ 454,580 $ 315,219
===============================================================================
Additional cash flow information
Interest paid $ 70,091 $ 69,324
Income tax paid 4,316 3,551
Noncash items included in investing activities
Net loans transferred to (from) other real estate
and assets owned 785 154
Loans made to finance the sale of other
real estate and assets owned 12 _
The accompanying notes are an integral part of these consolidated financial
statements.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1 Accounting Policies
The condensed financial statements included herein have been prepared by
Liberty Bancorp, Inc. ("Liberty") without audit, and include all adjustments
which, in the opinion of management, are of a normal recurring nature and are
necessary to present fairly the results of the interim periods, pursuant to the
rules and regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures, normally included in financial statements
prepared in accordance with generally accepted accounting principles, have been
condensed or omitted pursuant to such rules and regulations. Certain
reclassifications have been made to provide consistent financial statement
classifications in the periods presented herein. Such reclassifications had no
effect on net income or total assets.
It is suggested that these condensed financial statements be read in
conjunction with the financial statements and the notes thereto included in
Liberty's 1995 annual report on Form 10-K.
Note 2 Earnings Per Share
Earnings per share are calculated using Liberty's weighted average common
and common-equivalent shares (primarily stock options) outstanding during the
periods. The weighted average number of shares used to compute primary and
fully-diluted earnings per share are presented below.
- -------------------------------------------------------------------------------
September 30 (In thousands) Nine Months Ended Three Months Ended
- -------------------------------------------------------------------------------
1996 1995 1996 1995
- -------------------------------------------------------------------------------
Weighted average shares outstanding
Primary 9,915 9,844 9,898 9,876
Fully-diluted 9,935 9,872 9,924 9,887
Liberty Bancorp, Inc.
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.
LIBERTY BANCORP, INC.
/s/Mischa Gorkuscha
-------------------------------
Mischa Gorkuscha
Senior Vice-President and
Chief Financial Officer
(Principal Financial Officer)
Dated: November 13, 1996
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 307,057,000
<INT-BEARING-DEPOSITS> 495,000
<FED-FUNDS-SOLD> 147,028,000
<TRADING-ASSETS> 3,765,000
<INVESTMENTS-HELD-FOR-SALE> 664,137,000
<INVESTMENTS-CARRYING> 828,279,000
<INVESTMENTS-MARKET> 830,797,000
<LOANS> 1,463,223,000
<ALLOWANCE> 19,337,000
<TOTAL-ASSETS> 2,905,361,000
<DEPOSITS> 2,383,434,000
<SHORT-TERM> 198,786,000
<LIABILITIES-OTHER> 49,844,000
<LONG-TERM> 0
0
0
<COMMON> 95,000
<OTHER-SE> 273,202,000
<TOTAL-LIABILITIES-AND-EQUITY> 2,905,361,000
<INTEREST-LOAN> 91,316,000
<INTEREST-INVEST> 39,089,000
<INTEREST-OTHER> 7,678,000
<INTEREST-TOTAL> 138,083,000
<INTEREST-DEPOSIT> 61,851,000
<INTEREST-EXPENSE> 69,856,000
<INTEREST-INCOME-NET> 68,227,000
<LOAN-LOSSES> 7,165,000
<SECURITIES-GAINS> 1,682,000
<EXPENSE-OTHER> 83,666,000
<INCOME-PRETAX> 22,123,000
<INCOME-PRE-EXTRAORDINARY> 22,123,000
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 20,424,000
<EPS-PRIMARY> 2.06
<EPS-DILUTED> 2.06
<YIELD-ACTUAL> 3.88
<LOANS-NON> 7,550,000
<LOANS-PAST> 2,798,000
<LOANS-TROUBLED> 605,000
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 16,483,000
<CHARGE-OFFS> 4,995,000
<RECOVERIES> 684,000
<ALLOWANCE-CLOSE> 19,337,000
<ALLOWANCE-DOMESTIC> 19,337,000
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>