<PAGE>
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended: December 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission file number 0-25956
FIRST PLACE FINANCIAL CORPORATION PROFIT SHARING PLAN
(with 401(k) Provisions)
-----------------------------------------------------
(Full title of the plan)
FIRST PLACE FINANCIAL CORPORATION
-----------------------------------------------------
(Name of issuer of securities)
100 East Broadway
Farmington, New Mexico 87401
-----------------------------------------------------
(Address of issuer's principal executive office)
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<PAGE>
FIRST PLACE FINANCIAL CORPORATION
PROFIT SHARING PLAN (with 401(k) Provisions)
INDEX OF FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
Page
Independent Auditors' Report . . . . . . . . . . . . . . . . . 3
Financial Statements:
- Statement of Net Assets Available for Benefits
With Fund Information, December 31, 1996 . . . . . . . 4
- Statement of Net Assets Available for Benefits
With Fund Information, December 31, 1995 . . . . . . . 5
- Statement of Changes in Net Assets Available for
Benefits With Fund Information, December 31, 1996 . . . 6
- Statement of Changes in Net Assets Available for
Benefits With Fund Information, December 31, 1995 . . . 7
- Statement of Changes in Net Assets Available for
Benefits With Fund Information, December 31, 1994 . . . 8
- Notes to the Financial Statements . . . . . . . . . . . 9
Supplemental Schedules:
- Independent Auditors' Report . . . . . . . . . . . . . 14
- Item 27(a) Schedule of Assets Held for
Investment Purposes . . . . . . . . . . . . . . . . . . 15
- Item 27(d) Schedule of Reportable Transactions . . . . 16
- Consent of Independent Auditors . . . . . . . . . . . . 17
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . 18
(2)
<PAGE>
INDEPENDENT AUDITORS' REPORT
Plan Administrator,
First Place Financial Corporation
Profit Sharing Plan
With 401(k) Provisions
We have audited the accompanying statements of net assets available
for benefits of the First Place Financial Corporation Profit Sharing Plan
With 401(k)Provisions as of December 31, 1996 and 1995, and the related
statements of changes in net assets available for benefits for each of the
years in the three-year period ended December 31, 1996. These financial
statements are the responsibility of the Plan's administrator. Our
responsibility is to express an opinion on these financial statements based
on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by the
Plan's administrator, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the net assets available for benefits of the
First Place Financial Corporation Profit Sharing Plan as of December 31, 1996
and 1995, and the changes in net assets available for benefits for each of the
years in the three-year period ended December 31, 1996, in conformity with
generally accepted accounting principles.
/s/ Chandler & Company, LLP
Farmington, New Mexico
June 17, 1997
(3)
<PAGE>
First Place Financial Corporation
Profit Sharing Plan With 401(k) Provisions
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
December 31, 1996
<TABLE>
Participant Directed
---------------------------------------------------------------------------
FPFC Money Asset Government
Common Stock Market Manager Bond Magellan Total
------------ ------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C> <C>
Cash
Cash at First National Bank $ 244,027 $ 9,725 $ 60,351 $ 15,385 $ 259,905 $ 589,393
Cash at other institutions - 120,319 - - - 120,319
---------- ---------- ---------- ---------- ---------- ----------
Total cash 244,027 130,044 60,351 15,385 259,905 709,712
Investments, at fair value
Common stock (cost $1,986,788) 3,767,940 - - - - 3,767,940
Balanced fund (cost $136,608) - - 150,122 - - 150,122
Bond fund (cost $37,218) - - - 36,679 - 36,679
Stock fund (cost $210,992) - - - - 199,961 199,961
---------- ---------- ---------- ---------- ---------- ----------
Total investments 3,767,940 - 150,122 36,679 199,961 4,154,702
Amounts receivable
Employer's contributions 81,450 40,983 36,104 10,820 71,035 240,392
Participants' contributions 10,198 1,722 4,940 1,330 7,615 25,805
Interest & dividends 46,046 540 - - - 46,586
---------- ---------- ---------- ---------- ---------- ----------
Total amounts receivable 137,694 43,245 41,044 12,150 78,650 312,783
---------- ---------- ---------- ---------- ---------- ----------
Net assets available for benefits $4,149,661 $ 173,289 $ 251,517 $ 64,214 $ 538,516 $5,177,197
========== ========== ========== ========== ========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
(4)
<PAGE>
First Place Financial Corporation
Profit Sharing Plan With 401(k) Provisions
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
December 31, 1995
<TABLE>
Participant Directed
----------------------------------------------------------------
FPFC Money Asset Government
Common Stock Market Manager Bond Magellan Total
------------ ---------- ---------- --------- ---------- ------------
<S> <C> <C> <C> <C> <C> <C>
Cash
Cash at First National Bank $ 395,110 $ 59,258 $ 1,345 $ 10,434 $ 48,762 $ 514,909
Cash at other institutions - - - - - -
------------ ---------- ---------- --------- ---------- ------------
Total cash 395,110 59,258 1,345 10,434 48,762 514,909
Investments, at fair value
Common stock (cost $1,510,288) 2,327,193 - - - - 2,327,193
Balanced fund (cost $186,943) - - 198,000 - - 198,000
Bond fund (cost $40,333) - - - 40,599 - 40,599
Stock fund (cost $225,868) - - - - 227,870 227,870
------------ ---------- ---------- --------- ---------- ------------
Total investments 2,327,193 - 198,000 40,599 227,870 2,793,662
Amounts receivable
Employer's contributions - 108,557 41,441 13,151 66,699 229,848
Participants' contributions - 4,257 8,575 3,407 19,587 35,826
Interest & dividends 37,504 - - - - 37,504
------------ ---------- ---------- --------- ---------- ------------
Total amounts receivable 37,504 112,814 50,016 16,558 86,286 303,178
------------ ---------- ---------- --------- ---------- ------------
Net assets available for benefits $ 2,759,807 $ 172,072 $ 249,361 $ 67,591 $ 362,918 $ 3,611,749
------------ ---------- ---------- --------- ---------- ------------
------------ ---------- ---------- --------- ---------- ------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
(5)
<PAGE>
First Place Financial Corporation
Profit Sharing Plan With 401(k) Provisions
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
For The Year Ended December 31, 1996
<TABLE>
Participant Directed
---------------------------------------------------------------------------
FPFC Money Asset Government
Common Stock Market Manager Bond Magellan Total
------------ -------- -------- ---------- --------- ----------
<S> <C> <C> <C> <C> <C> <C>
Additions
Additions to net assets attributed to:
Investment income
Net appreciation in fair
value of investments $ 964,248 $ - $ 2,456 $ (806) $(13,032) $ 952,866
Gains (losses) on sale 22,935 - 13,479 29 (13,997) 22,446
Interest - 32,914 - - - 32,914
Dividends 100,793 - 14,869 3,965 63,085 182,712
---------- -------- -------- -------- -------- ----------
1,087,976 32,914 30,804 3,188 36,056 1,190,938
Contributions:
Participants' 101,886 30,736 69,751 19,872 150,946 373,191
Employer's 81,450 40,983 36,104 10,820 71,035 240,392
---------- -------- -------- -------- -------- ----------
183,336 71,719 105,855 30,692 221,981 613,583
---------- -------- -------- -------- -------- ----------
Total additions 1,271,312 104,633 136,659 33,880 258,037 1,804,521
Deductions
Deductions from net assets attributed to:
Benefits paid to participants 140,312 18,724 51,946 3,117 24,974 239,073
---------- -------- -------- -------- -------- ----------
Net increase prior to interfund
transfers 1,131,000 85,909 84,713 30,763 233,063 1,565,448
Interfund transfers 258,854 (84,692) (82,557) (34,140) (57,465) -
---------- -------- -------- -------- -------- ----------
Net increase (decrease) 1,389,854 1,217 2,156 (3,377) 175,598 1,565,448
Net assets available for benefits:
Beginning of year 2,759,807 172,072 249,361 67,591 362,918 3,611,749
---------- -------- -------- -------- -------- ----------
End of year $4,149,661 $173,289 $251,517 $ 64,214 $538,516 $5,177,197
---------- -------- -------- -------- -------- ----------
---------- -------- -------- -------- -------- ----------
</TABLE>
The accompanying notes are an integral part of these financial statements.
(6)
<PAGE>
First Place Financial Corporation
Profit Sharing Plan With 401(k) Provisions
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
For The Year Ended December 31, 1995
<TABLE>
Participant Directed
-------------------------------------------------------------
FPFC Money Asset Government
Common Stock Market Manager Bond Magellan Total
------------ ------ ------- ---------- -------- -----
<S> <C> <C> <C> <C> <C> <C>
Additions
Additions to net assets attributed
to:
Investment income
Net appreciation in fair
value of investments $ 215,707 $ - $ 16,014 $ 2,944 $ 7,805 $ 242,470
Gains (losses) on sale 5,133 - 98 (1,659) 11,092 14,664
Interest 8,480 25,736 - - - 34,216
Dividends 82,917 - 3,241 1,157 615 87,930
---------- --------- --------- -------- --------- -----------
312,237 25,736 19,353 2,442 19,512 379,280
Contributions:
Participants' 128,182 46,232 49,772 12,966 75,212 312,364
Employer's 61,039 47,518 41,441 13,151 66,699 229,848
---------- --------- --------- -------- --------- -----------
189,221 93,750 91,213 26,117 141,911 542,212
---------- --------- --------- -------- --------- -----------
Total additions 501,458 119,486 110,566 28,559 161,423 921,492
Deductions
Deductions from net assets attributed
to:
Benefits paid to participants 64,633 58,805 1,545 75 81 125,139
---------- --------- --------- -------- --------- -----------
Net increase prior to interfund transfers 436,825 60,681 109,021 28,484 161,342 796,353
Interfund transfers (20,935) (360,088) 140,340 39,107 201,576 -
---------- --------- --------- -------- --------- -----------
Net increase (decrease) 415,890 (299,407) 249,361 67,591 362,918 796,353
Net assets available for benefits:
Beginning of year 2,343,917 471,479 - - - 2,815,396
---------- --------- --------- -------- --------- -----------
End of year $2,759,807 $ 172,072 $ 249,361 $ 67,591 $ 362,918 $ 3,611,749
---------- --------- --------- -------- --------- -----------
---------- --------- --------- -------- --------- -----------
</TABLE>
The accompanying notes are an integral part of these financial statements.
(7)
<PAGE>
First Place Financial Corporation
Profit Sharing Plan With 401(k) Provisions
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
For The Year Ended December 31, 1994
<TABLE>
<CAPTION>
Participant Directed
----------------------------------------------------------------------
FPFC Money Asset Government
Common Stock Market Manager Bond Magellan Total
------------ ------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C> <C>
Additions
Additions to net assets attributed to:
Investment income
Net appreciation in fair
value of investments $ 235,013 $ (6,279) $ - $ - $ - $ 228,734
Gains (losses) on sale 4,922 (2,928) - - - 1,994
Interest 138 11,360 - - - 11,498
Dividends 68,312 3,647 - - - 71,959
---------- ---------- --------- --------- -------- ----------
308,385 5,800 - - - 314,185
Contributions:
Participants' 283,660 25,905 - - - 309,565
Employer's - 231,074 - - - 231,074
---------- ---------- --------- --------- -------- ----------
283,660 256,979 - - - 540,639
---------- ---------- --------- --------- -------- ----------
Total additions 592,045 262,779 - - - 854,824
Deductions
Deductions from net assets attributed to:
Benefits paid to participants 38,469 33,008 - - - 71,477
---------- ---------- --------- --------- -------- ----------
Net increase prior to interfund
transfers 553,576 229,771 - - - 783,347
Interfund transfers 150,475 (150,475) - - - -
---------- ---------- --------- --------- -------- ----------
Net increase (decrease) 704,051 79,296 - - - 783,347
Net assets available for benefits:
Beginning of year 1,639,866 392,183 - - - 2,032,049
---------- ---------- --------- --------- -------- ----------
End of year $2,343,917 $ 471,479 $ - $ - $ - $2,815,396
---------- ---------- --------- --------- -------- ----------
---------- ---------- --------- --------- -------- ----------
</TABLE>
The accompanying notes are an integral part of these financial statements.
(8)
<PAGE>
First Place Financial Corporation
Profit Sharing Plan
With 401(k) Provisions
NOTES TO FINANCIAL STATEMENTS
December 31, 1996, 1995 and 1994
NOTE A - DESCRIPTION OF PLAN
1. GENERAL
The following description of the First Place Financial Corporation Profit
Sharing Plan With 401(k) Provisions (the Plan) provides only general
information. Participants should refer to the Plan agreement for a more
complete description of the Plan's provisions.
The Plan is a defined contribution plan which provides benefits to
substantially all employees of First Place Financial Corporation (the Company)
and its wholly owned subsidiaries, First National Bank of Farmington, Burns
National Bank of Durango and Western Bank of Gallup. There were 272
participants in 1994, 300 in 1995, and 365 in 1996.
The plan is subject to the applicable provisions of the Employee Retirement
Income Security Act of 1974, as amended (ERISA). The Plan is administered by
a plan committee appointed by the Company's Board of Director's. The First
National Bank of Farmington is the Plan's Trustee. All of the Plan's assets
are held in a trust fund administered by the First National Bank of
Farmington.
Employees of the Company and its subsidiaries are generally eligible to
participate in the Plan after not more than six months of service providing
their position requires service of at least 1,000 hours during the plan year.
Participants who do not have at least 1,000 hours of service during the plan
year, or who are not employed on the last day of the plan year, are generally
not eligible for an allocation of Company contributions for such year.
2. CONTRIBUTIONS
Subsidiaries of the Company contribute to the Plan amounts which their
respective Boards of Directors annually determine to be proper. Company
contributions are made during or shortly after the year to which they apply.
Participants are permitted to make pre-tax contributions up to fifteen percent
of their annual wages, subject to dollar limitations imposed by the Internal
Revenue Code.
3. PARTICIPANTS' ACCOUNTS
Each participant's account is credited with an allocation of (a) the Company's
contribution, (b) plan earnings, (c) forfeitures of terminated participants'
non-vested accounts, and (d) salary deferrals contributed by participants.
Allocations are based upon account balances or participant's earnings, as
defined. The benefit to which a participant is entitled is the benefit that
can be provided from the participant's account.
(9)
<PAGE>
First Place Financial Corporation
Profit Sharing Plan
With 401(k) Provisions
NOTES TO FINANCIAL STATEMENTS - continued
December 31, 1996, 1995 and 1994
NOTE A - DESCRIPTION OF PLAN - continued
4. VESTING
Participants are immediately vested in their voluntary contributions,
employer's matching contributions, plus actual earnings thereon. Vesting in
the remainder of their accounts is based on years of continuous service. A
participant is 100 percent vested after six years of credited service.
5. INVESTMENT OPTIONS
Upon enrollment in the Plan, the participant may direct employee contributions
in 5 percent increments in any of the five investment options.
FPFC (First Place Financial Corporation) Common Stock Fund - Funds are
invested in shares of FPFC common stock.
Money Market Fund - Funds are invested in a First National Bank of Farmington
Now Account or in a money market account at a registered investment company
(Franklin's Institutional Fiduciary Trust Money Market Portfolio).
Asset Manager Fund - Funds are invested in a registered investment company
(Fidelity Asset Manager) that invests in stocks and bonds.
Government Bond Fund - Funds are invested in a registered investment company
(Fidelity Short/Intermediate Government Bond) that invests in U.S. Government
securities.
Magellan Fund - Funds are invested in a registered investment company
(Fidelity Magellan) that invests in stocks and bonds.
6. PAYMENT OF BENEFITS
On termination of service a participant may elect to receive either a lump-sum
amount equal to the value of his or her account, or payment in annual
installments over a fixed reasonable period of time, not exceeding the lesser
of five years or the life expectancy of the participant.
7. ADMINISTRATIVE EXPENSES
Administrative expenses incurred by the Plan are routinely paid by First Place
Financial Corporation. These expenses totaled $10,123, $16,305, and $12,620
for plan years ended December 31, 1996, 1995 and 1994 respectively.
(10)
<PAGE>
First Place Financial Corporation
Profit Sharing Plan
With 401(k) Provisions
NOTES TO FINANCIAL STATEMENTS - continued
December 31, 1996, 1995 and 1994
NOTE B - SUMMARY OF ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The financial statements of the plan are prepared on the accrual method of
accounting.
INVESTMENT VALUATION AND INCOME RECOGNITION
The Plan's investments are stated at fair value. Shares of registered
investment companies are valued at quoted market prices which represent the
net asset value of shares held by the Plan at year-end. First Place Financial
Corporation common stock is valued at its quoted market price. Money market
interest bearing cash accounts are valued at account balance.
Purchases and sales of securities are recorded on a trade-date basis.
Interest income is recorded on the accrual basis. Dividends are recorded on
the ex-dividend date. Gains and losses on sales are determined using the
first in-first-out (FIFO) method.
PAYMENTS OF BENEFITS
Benefits are recorded when paid.
ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles requires the plan administrator to make estimates and
assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results may differ from those estimates.
NOTE C - TRANSACTIONS WITH PARTIES-IN-INTEREST
The Plan's investment in common stock of First Place Financial Corporation is
considered to be a party-in-interest transaction. The stock was acquired at
its fair value as determined by First Place Financial Corporation.
Primarily for liquidity purposes, the Plan maintains some of its cash on
deposit at First National Bank of Farmington. This investment in cash is also
considered a party-in-interest transaction, and is maintained in an interest
bearing account (4.85% at December 31, 1996).
NOTE D - PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue its contributions at any time and to terminate
the Plan subject to the provisions of ERISA. In the event of plan
termination, participants will become 100 percent vested in their accounts.
(11)
<PAGE>
First Place Financial Corporation
Profit Sharing Plan
With 401(k) Provisions
NOTES TO FINANCIAL STATEMENTS - continued
December 31, 1996, 1995 and 1994
NOTE E - INCOME TAX STATUS
The plan obtained its latest determination letter on October 10, 1994, in
which the Internal Revenue Service stated that the Plan, as then designed, was
in compliance with the applicable requirements of the Internal Revenue Code,
and is therefore, not subject to tax under present income tax laws.
NOTE F - UNREALIZED APPRECIATION
The following table presents changes in the plan's net unrealized appreciation
(including investments bought, sold, and held during each year):
1996 1995 1994
---------- -------- --------
Net unrealized appreciation at
January 1, $ 830,229 $587,981 $359,530
Increase in net unrealized appreciation 952,866 242,248 228,451
---------- -------- --------
Net unrealized appreciation at
December 31, $1,783,095 $830,229 $587,981
========== ======== ========
(12)
<PAGE>
SUPPLEMENTAL INFORMATION
(13)
<PAGE>
INDEPENDENT AUDITORS' REPORT
Plan Administrator
First Place Financial Corporation
Profit Sharing Plan With 401(k) Provisions
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets
held for investment purposes, and reportable transactions, are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The supplemental schedules
have been subjected to the auditing procedures applied in the audit of the basic
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
/s/ Chandler & Company, LLP
Farmington, New Mexico
June 17, 1997
(14)
<PAGE>
First Place Financial Corporation
Profit Sharing Plan With 401(k) Provisions
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1996 and 1995
<TABLE>
Current
Identity of Issue Description Cost Value
- --------------------------------- ----------------- ---------- -----------
<S> <C> <C> <C>
December 31, 1996:
- -----------------
* First Place Financial Common Stock, no
Corporation par $1,986,788 $3,767,940
Fidelity Asset Manager Fund Mutual Fund 136,608 150,122
Fidelity Short/Intermediate
Government Fund Mutual Fund 37,218 36,679
Fidelity Magellan Fund Mutual Fund 210,992 199,961
Franklin Funds Institutional Money Market
Fiduciary Money Market deposit at 6.10% 120,319 120,319
* First National Bank of NOW account
Farmington deposit at 4.85% 589,393 589,393
December 31, 1995:
- -----------------
* First Place Financial Common Stock, no
Corporation par $1,510,288 $2,327,193
Fidelity Asset Manager Fund Mutual Fund 186,943 198,000
Fidelity Short/Intermediate
Government Fund Mutual Fund 40,333 40,599
Fidelity Magellan Fund Mutual Fund 225,868 227,870
First National Bank of NOW account
Farmington deposit at 5.23% 514,909 514,909
</TABLE>
Note:
Issuers identified with a "*" are parties-in-interest. All of the
investments and transactions identified are exempt from reporting as
prohibited transactions under ERISA.
(15)
<PAGE>
<TABLE>
First Place Financial Corporation
Profit Sharing Plan With 401(k) Provisions
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
Years ended December 31, 1996 and 1995
Description Purchase Selling Cost Current value Net
Identify of party involved of assets price price of asset at purchase gain (loss)
- -------------------------- ----------- --------- ------- -------- ------------- ----------
<S> <C> <C> <C> <C> <C> <C>
December 31, 1996:
- ------------------
First Place Financial
Corporation Common Stock $491,316 - $491,316 $491,316 -
Fidelity Magellan Fund Mutual fund
shares 350,071 - 350,071 350,071 -
Fidelity Magellan Fund Mutual fund
shares - $350,950 364,943 - $(13,993)
Fidelity Asset Mutual fund
Manager Fund shares - 202,261 188,782 - 13,479
December 31, 1995:
- ------------------
Fidelity Asset Manager Fund Mutual fund
shares $186,943 - $186,943 $186,943 -
Fidelity Magellan Fund Mutual fund
shares 236,958 - 236,958 236,958 -
First National Bank of NOW account
Farmington deposit 190,275 - 190,275 190,275 -
</TABLE>
(16)
<PAGE>
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the registration statement of
First Place Financial Corporation and subsidiaries on form S-8 of our reports
dated June 17, 1997, on our audits of the financial statements of the First
Place Financial Corporation Profit Sharing Plan With 401(k) Provisions as of
December 31, 1996 and 1995, and for each of the years in the three year period
ended December 31, 1996, and the supplemental schedules as of and for the years
ended December 31, 1996 and 1995, which reports are included in this annual
report on Form 11-K.
/s/ Chandler and Company, LLP
Farmington, New Mexico
June 23, 1997
(17)
<PAGE>
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934,
the Trustees and Administrative Committee have duly caused this annual report to
be signed on its behalf by the undersigned hereunto duly authorized.
Date: June 26,1997 FIRST PLACE FINANCIAL CORPORATION
PROFIT SHARING PLAN (with 401(k)
provisions)
James D. Rose
-------------------------------------
President and Chief Operating Officer
(18)
