U.S. SECURITIES AND EXCHANGE COMMISSION
FORM 10-QSB
Washington, DC 20549
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Quarterly period ended March 31, 1996
----------------------
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ______________to________________
Commission file number 33-22224-B
-------------
Beverly National Corporation
--------------------------------------------------------
(Name of small business issuer as specified in its charter)
Massachusetts 04-2832201
------------------------------- ------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
240 Cabot Street Beverly, Massachusetts 01915
---------------------------------------- ------------------
(Address of principal executive offices) (Zip Code)
Issuers telephone number, including area code (508) 922-2100
----------------
Check whether the issuer (l) filed all reports required to be filed
by Section l3 or l5 (d) of the Securities Exchange Act during the
past l2 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
----- -----
State the number of shares outstanding of each of the issuer's
classes of common equity, as of May 1, 1996. 754,382 shares
-------
Transitional small business disclosure format
Yes No X
----- -----
<PAGE>
BEVERLY NATIONAL CORPORATION
INDEX
PART I. FINANCIAL INFORMATION PAGE
Item 1.
Financial Statements (Unaudited)
Consolidated Balance Sheets at
March 31, 1996 and December 31, 1995 . . . . . . . . . . . . 3
Consolidated Statements of Income for the
Three Months Ended March 31, 1996 and 1995 . . . . . . . . . 4
Consolidated Statements of Cash Flow for the
Three Months Ended March 31, 1996 and 1995 . . . . . . . . . 5
Notes to Consolidated Financial Statements . . . . . . . . . 7
Item 2.
Management's Discussion and Analysis of
Financial Condition and Results of Operations. . . . . . . . 8
PART II. OTHER INFORMATION
Item 1.
Legal Proceedings . . . . . . . . . . . . . . . . . . . . . 13
Item 2.
Changes in Securities . . . . . . . . . . . . . . . . . . . 13
Item 3.
Defaults Upon Senior Securities . . . . . . . . . . . . . . 13
Item 4.
Submission of Matters to a Vote of Security Holders . . . . 13
Item 5.
Other Information . . . . . . . . . . . . . . . . . . . . . 13
Item 6.
Exhibits and Reports on Form 8-K . . . . . . . . . . . . . 13
Signatures . . . . . . . . . . . . . . . . . . . . . . . . 12
<PAGE>
BEVERLY NATIONAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCED SHEET
(Unaudited)
March 31, December 31,
1996 1995
ASSETS ------------ -----------
Cash and due from banks $ 7,389,537 $ 9,294,959
Federal funds sold 5,800,000 5,800,000
Investments in available-for-sale securities 11,123,806 11,153,903
Investments in held-to-maturity securities 29,155,174 33,183,718
Federal Reserve Bank stock, at cost 97,500 97,500
Loans:
Commercial 16,893,989 16,485,532
Real estate-construction and
land development 5,603,948 4,648,818
Real estate-residential 34,848,889 34,092,682
Real estate-commercial 43,673,436 42,587,993
Consumer 5,936,626 5,593,914
Municipal 465,000 465,000
Other 652,247 787,342
Allowance for possible loan losses (2,293,609) (2,072,523)
Deferred loan fees, net (95,690) (96,940)
Unearned income 0 (4)
------------ ------------
Net loans 105,684,836 102,491,814
Mortgages held for sale 694,715 123,663
Premises and equipment, net 4,307,286 4,377,035
Accrued interest receivable 1,110,538 1,204,582
Other assets 1,365,732 1,393,520
------------ ------------
$166,729,124 $169,120,694
============ ============
The accompanying notes are an integral part of these consolidated
financial statements.
<PAGE>
BEVERLY NATIONAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(Unaudited)
(Continued)
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Noninterest bearing $ 28,668,405 $ 34,500,825
Interest bearing
Regular savings 36,474,689 34,300,913
NOW accounts 29,756,614 30,316,353
Money market accounts 19,432,294 19,271,207
Time deposits 36,442,736 35,108,927
------------ ------------
Total deposits 150,774,738 153,498,225
Notes payable 685,627 685,627
Employee Stock Ownership Plan loan 360,000 394,354
Other liabilities 1,011,595 1,071,736
------------ ------------
Total liabilities 152,831,960 155,649,942
============ ============
Stockholders' equity:
Preferred stock, $2.50 par value per share;
300,000 shares authorized; issued and
outstanding none
Common stock, $2.50 par value per share;
2,500,000 shares authorized; issued
791,349; outstanding, 751,172 shares 1,978,373 1,978,373
Paid-in capital 4,380,219 4,380,219
Retained earnings 8,690,098 8,304,831
Treasury stock, at cost (40,177 shares) (706,420) (744,619)
Net unrealized holding loss on
available-for-sale securities (85,106) (53,698)
Unearned compensation-Employee Stock
Ownership Plan (360,000) (394,354)
------------ ------------
Total stockholders' equity 13,897,164 13,470,752
------------ ------------
$166,729,124 $169,120,694
============ ============
The accompanying notes are an integral part of these consolidated
financial statements.
<PAGE>
BEVERLY NATIONAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended March 31, 1996 1995
---------- ----------
INTEREST AND DIVIDEND INCOME:
Interest and fees on loans $2,340,098 $2,012,685
Interest and dividends on investment securities:
Taxable 583,770 744,861
Tax-exempt 6,875 10,319
Other interest 65,574 28,702
---------- ----------
Total interest and dividend income 2,996,317 2,796,567
---------- ----------
INTEREST EXPENSE:
Interest on deposits 1,054,143 887,038
Interest on short-term borrowings 0 923
Interest on notes payable 14,886 23,466
---------- ----------
Total interest expense 1,069,029 911,427
---------- ----------
Net interest and dividend income 1,927,288 1,885,140
Provision for loan losses 0 60,000
---------- ----------
Net interest and dividend income after
provision for loan losses 1,927,288 1,825,140
---------- ----------
NONINTEREST INCOME:
Income from fiduciary activities 199,064 238,710
Service charges on deposit accounts 106,082 101,310
Other deposit fees 57,547 58,730
Other income 91,370 86,858
---------- ----------
Total noninterest income 454,063 485,608
---------- ----------
NONINTEREST EXPENSE:
Salaries and employee benefits 939,056 1,007,919
Occupancy expense 163,598 160,550
Equipment expense 104,027 81,930
Investment security loss, net 0 6,497
Data processing fees 52,825 82,313
F.D.I.C. insurance premium 500 94,700
Stationery and supplies 35,761 34,530
Other expense 264,291 368,676
---------- ----------
Total noninterest expense 1,560,058 1,837,115
---------- ----------
Income before income taxes 821,293 473,633
Income taxes 345,500 221,743
---------- ----------
Net Income $ 475,793 $ 251,890
========== ==========
Earnings per share:
Primary shares outstanding 753,641 754,172
========== ==========
Net income per share $ 0.63 $ 0.33
Dividends per share $ 0.12 $ 0.10
Special dividend per share $ 0.12 $ 0.00
The accompanying notes are an integral part of these consolidated
financial statements.
<PAGE>
BEVERLY NATIONAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended March 31, 1996 and 1995
(Unaudited)
1996 1995
---------- ----------
Increase (decrease) in cash and cash equivalents
Cash flows from operating activities:
Interest received $3,081,309 $2,937,696
Service charges and other income 454,063 485,608
Interest paid (1,070,739) (879,796)
Cash paid to suppliers and employees (1,111,433) (1,945,846)
Income taxes paid (131,665) (479,315)
---------- ----------
Net cash provided by operating activities 1,221,535 118,347
---------- ----------
Cash flows from investing activities:
Proceeds from maturities of investment
securities held-to-maturity 4,034,888 4,137,191
Proceeds from maturities of investment
securities available-for-sale 2,098,613 2,785,017
Purchase of investment securities
held-to-maturity 0 0
Purchase of investment securities
available-for-sale (2,098,750) (170,000)
Net increase in loans (4,018,126) (597,656)
Proceeds from sale of mortgages 0 0
Capital expenditures (31,676) (22,212)
Proceeds from sale of fixed assets 0 0
Recoveries of previously charged off loans 255,305 11,019
Decrease in other assets 5,124 266,255
Proceeds from sale of OREO 0 (480,810)
Increase (decrease) in other liabilities (596,521) 244,445
Increase in federal funds sold 0 (3,600,000)
---------- ----------
Net cash provided by (used in) investing activities (351,143) 2,573,249
---------- ----------
Cash flow from financing activities:
Net decrease in demand deposits, NOW
money market & savings accounts (4,057,296) (9,073,253)
Net increase in time deposits 1,333,809 2,269,875
Net increase in borrowings 0 100,000
Issued treasury stock 38,199 0
Dividends paid (90,526) (75,417)
---------- ----------
Net cash used in financing activities (2,775,814) (6,778,795)
---------- ----------
Net decrease in cash and cash equivalents (1,905,422) (4,087,199)
Cash & cash equivalents beginning of year 9,294,959 10,031,837
---------- ----------
Cash & cash equivalents at March 31: $7,389,537 $5,944,638
---------- ----------
The accompanying notes are an integral part of these consolidated
financial statements.
<PAGE>
BEVERLY NATIONAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended March 31, 1996 and 1995
(Unaudited)
(Continued)
Reconciliation of net income to net cash provided by operating activities:
1996 1995
---------- ----------
Net income $ 475,793 $ 251,890
---------- ----------
Depreciation expense 101,425 95,225
Amortization expense of investment securities 9,638 32,799
Accretion income of investment securities (17,156) (31,172)
Change in prepaid interest 983 983
Provision for loan losses 0 60,000
Increase (decrease) in taxes payable 213,835 (257,572)
Decrease in interest receivable 93,763 145,822
Increase (decrease) in interest payable (2,693) 30,648
Increase (decrease) in accrued expenses 298,095 (136,640)
Net (gain) loss on sale of mortgages 0 0
Change in deferred loan fees (1,249) (5,111)
Change in prepaid expenses 49,105 (67,316)
Change in unearned income (4) (1,209)
---------- ----------
Total adjustments 745,742 (133,543)
---------- ----------
Net cash provided by operating activities $1,221,535 $ 118,347
========== ==========
Non-cash investing activities:
Loans transferred to other real estate owned $ 0 $ 480,810
<PAGE>
BEVERLY NATIONAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE MONTHS ENDED MARCH 31, 1996
(Unaudited)
1. BASIS OF PRESENTATION
---------------------
The interim consolidated financial statements contained
herein are unaudited but, in the opinion of management,
include all adjustments which are necessary, to make the
financial statements not misleading. All such adjustments
are of a normal recurring nature. The results of operations
for any interim period are not necessarily indicative of
results that may be expected for the year ended December 31, 1996.
2. EARNINGS PER SHARE
------------------
Earnings per share calculations are based on the weighted
average number of common shares outstanding during the period.
3. LEVERAGED E.S.O.P.
------------------
The prepared financial statements include adjusting entries
to properly reflect the leveraged portion of the Employee
Stock Ownership Plan.
4. RECLASSIFICATION
----------------
Certain amounts in the prior year have been reclassified to
be consistent with the current year's statement presentation.
<PAGE>
PART I - FINANCIAL INFORMATION
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Introduction
- - ------------
The following discussion and related consolidated financial statements
include Beverly National Corporation (the "Corporation") and its
subsidiaries, Beverly National Bank (the "Bank"), Cabot Street Realty
Trust (CSRT), and 86 Bay Road Realty Trust (BRRT).
Summary
- - -------
The Corporation's net income for the three months ended March 31, 1996,
was $475,793 as compared to $251,890 for the same time period ended
March 31, 1995. This represents an increase of $223,903 or 88.9%.
Earnings per share totaled $.63 for the three months ended March 31, 1996,
as compared to earnings per share of $.33 for the three months ended
March 31, 1995.
THREE MONTHS ENDED MARCH 31, 1996
AS COMPARED TO THREE MONTHS ENDED MARCH 31, 1995
Net Interest Income
- - -------------------
Net interest income for the three months ended March 31, 1996,
totaled $1,927,288 as compared to $1,885,140 for the same time
period in 1995. This increase was $42,148 or 2.2%. Total interest
and dividend income equaled $2,996,317 for the three months ended
March 31, 1996 as compared to $2,796,567 for the same time period
in 1995, an increase of $199,750 or 7.1%. Loan income for the three
months ended March 31, 1996, totaled $2,340,098 as compared to
$2,012,685 for the same time period in 1995. This increase of $327,413
or 16.3% represents increased loan activity. Interest and Dividends
on taxable Investment Securities for the three months ended
March 31, 1996 totaled $583,770 as compared to $744,861 for the same
period in 1995. This is a decrease of $161,091 or 21.7%. Matured
investment securities funded loan growth. The taxable investment
portfolio decreased $4,016,286 during the first quarter. The interest
earned from federal funds sold increased $36,872 or 128.5% for
the three months ended March 31, 1996 when compared to the same
time period in 1995. Deposit interest expense equaled $1,054,143 for
the three months ended March 31, 1996, as compared to $887,038 for the
same period in 1995. This increase of $167,105 or 18.8% reflects the
current strategy of managing the cost of funds of the Bank. The Bank
generally pays competitive rates for its deposit base in the local market.
Short term interest expense totaled $0 for the quarter ended
March 31, 1996 as compared to $923 for the corresponding period in 1995.
This reflects the fact that no federal funds were purchased in 1996.
Notes payable interest expense for the three months ended March 31, 1996
totaled $14,886 for the three months ended March 31, 1996 as compared to
$23,466 for the same period in 1995, this is a decrease of $8,580 or 36.6%
and is due to reduced corporate borrowing.
<PAGE>
Loan Loss Provision
- - -------------------
There were no provisions to the allowance for possible loan losses ("ALLL")
for the quarter ended March 31, 1996 compared to $60,000 during the
corresponding time period in 1995. No provisions were warranted because of
net recoveries as well as improved collateral values and improved quality
throughout most of the loan portfolio. At March 31, 1996, the Corporation's
allowance for possible loan losses was $2,293,609 representing 2.1% of gross
loans at March 31, 1996 as compared to $2,072,523 , representing a ratio of
2.0% of total loans at December 31, 1995. The increase in this ratio reflects
net recoveries for the first quarter of $221,087. The growth of the loan
portfolio was primarily in well collateralized loans, which do not warrant
substantial allocations within the ALLL.
Additional factors warranting the reduced provisions during the first quarter,
included management's evaluation of economic conditions including the
stabilization and improvement of the local economy. While the Corporation's
non-accrual loans increased $145,992 to $2,520,218 at March 31, 1996, as
compared to $2,374,226 at December 31, 1995, loans past due 90 days or more
and still accruing decreased to $0 at March 31, 1996 from $736,754 at December
31, 1995. As a result, combined non-accrual loans and past due loans 90 days
or more decreased to $2,520,218 at March 31, 1996 as compared to $3,110,980 at
December 31, 1995.
Accordingly, the ratio of non-performing assets to total loans, mortgages held
for sale and OREO was 2.32% for March 31, 1996 as compared to 2.97% as of
December 31, 1995. Similarly, the ratio of allowance for loan losses to
non-performing assets equaled 91.0% at March 31, 1996 as compared to 66.6%
at December 31, 1995.
A total of $34,219 loans were charged off by the Corporation during the
quarter ended March 31, 1996 as compared to $54,844 charged off during the
corresponding period in 1995. These charge-offs consisted primarily of loans
to small businesses. A total of $255,306 of loans previously charged off
were recovered for the quarter ended March 31, 1996 as compared to $11,019
recovered during the corresponding period in 1995.
Non-Interest Income
- - -------------------
Non-interest income totaled $454,063 for the three months ended March 31, 1996
as compared to $485,608 for three months ended March 31, 1995. This is a
decrease of $31,545 or 6.5%. Income from fiduciary activities totaled
$199,064 for the three months ended March 31, 1996 as compared to $238,710
for the three months ended March 31, 1995. The reduction in trust income can
be attributed to non-recurring trust fees generated in 1995. Service charges
on deposit accounts totaled $106,082 for the three months ended March 31, 1996,
as compared to $101,310 for the same time period in 1995. Other deposit fees
decreased $1,183 or 2.0% for the three months ended March 31, 1996 as compared
to the same time period in 1995. While there were no net security losses
generated during the three month periods ended March 31, 1996, such losses
amounted to $6,497 for the quarter ended March 31, 1995. Other income for the
three month period ended March 31, 1996 totaled $91,370 as compared to $86,858
March 31, 1995, an increase of $4,512 or 5.2%. The Bank did not sell any
mortgages to the secondary market during the three months ended March 31, 1996.
<PAGE>
Non-Interest Expense
- - --------------------
Non-interest expense totaled $1,560,058 for the three months ended March 31,
1996, as compared to $1,837,115 for the same time period in 1995. This
decrease totaled $277,057 or 15.1%. Salaries and benefits totaled $939,056
for the three months ended March 31, 1996 and $1,007,919 for the same time
period in 1995. A reduction of personnel created this positive result.
Occupancy expense totaled $163,598 for the three months ended March 31, 1996
as compared to $160,550 for the same period in 1995. The increased occupancy
expense can be attributed to increased costs associated with repairs and
maintenance. The costs of equipment totaled $104,027 for the three months
ended March 31, 1996 as compared to $81,930 for the same period in 1995.
The increased equipment expense can be attributed to the purchase of
additional equipment in connection with the new data processing systems.
An additional $217,000 of equipment was purchased during the third quarter
1995 relative to a data processing upgrade. Data processing fees totaled
$52,825 for the three months ended March 31, 1996 as compared to $82,313
for the corresponding time in 1995. This decrease of $29,488 or 35.8%
relates to the data processing upgrades. The FDIC Insurance Premium was
$500 for the three months ended March 31, 1996 as compared to $94,700 for
the corresponding period in 1995. This is a decrease of $94,200 or 99.5% of
premium expense. Other expenses totaled $264,291 at three months ended
March 31, 1996 as compared to $368,676 for the same period in 1995. This
reflects the decreases in collection costs, ATM costs plus recovering of
legal and miscellaneous expenses of prior years relative to the
Trust Department.
Income Taxes
- - ------------
The income tax provision for the three months ended March 31, 1996 totaled
$345,500 in comparison to an income tax provision of $221,743 for the same
time period in 1995. This increase reflects an increase of taxable income.
Net Income
- - ----------
Net income amounted to $475,793 for the three months ended March 31, 1996
as compared to net income of $251,890 for the same period in 1995, which is
an increase of $223,903 or 88.9%. The increase in net income for the quarter
can be attributed to: increased loan production, no loan loss provision,
stabilized salary and benefits costs along with the reduction of the FDIC
insurance premium.
Capital Resources
- - -----------------
As of March 31, 1996, the Corporation had total capital in the amount of
$13,897,164, as compared with $13,470,752 at December 31, 1995, which
represents an increase of $426,412 or 3.2%.
<PAGE>
The Bank is required to maintain a Tier 1 capital at a level equal to or
greater than 4.0% of the Bank's adjusted total assets. As of March 31,
1996, the Bank's Tier 1 capital amounted to 7.49% of total assets.
In addition, banks and holding companies must maintain minimum levels of
risk-based capital equal to risk weighted assets of 8.00%. At March 31,
1996, the Bank's ratio of risk-based capital to risk weighted assets
amounted to 12.65%, which satisfies the applicable risk based capital
requirements. As of December 31, 1995, the Corporation's Tier 1 capital
amounted to 7.12% of total assets and risk based capital amounted to
12.59% of total risk based assets. The capital ratios of the Corporation
and the Bank exceed regulatory requirements.
Liquidity
- - ---------
The primary function of asset/liability management is to assure adequate
liquidity and maintain an appropriate balance between interest-sensitive
earning assets and interest-bearing liabilities. Liquidity management
involves the ability to meet the cash flow requirements of customers who
may be either depositors wanting to withdraw funds or borrowers needing
assurance that sufficient funds will be available to meet their credit
needs. Interest rate sensitivity management seeks to avoid fluctuating
net interest margins and to enhance consistent growth of net interest
income through periods of changing interest rates.
Certain marketable investment securities, particularly those of shorter
maturities, are the principal source of asset liquidity. The Corporation
maintains such securities in an available for sale account as a liquidity
resource. Securities maturing in one year or less amounted to
approximately $17,343,896 or 43.0% at March 31, 1996 of the investment
securities portfolio, and $16,843,430 at December 31, 1995, representing
37.9% of the investment securities portfolio. Assets such as federal
funds sold, mortgages held for sale, as well as maturing loans are also
sources of liquidity. The Corporation's goal and general practice is to
be interest rate sensitive neutral, and maintain a net cumulative gap at
one year or less than 10% of Total Earning Assets, so that changes in
interest rates should not dramatically impact income as assets and
liabilities mature and reprice concurrently.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
BEVERLY NATIONAL CORPORATION
(Registrant)
Date: May 10, 1996 By: /s/ Lawrence M. Smith
--------------------------------------
Lawrence M. Smith
President, Chief Executive Officer
Date: May 10, 1996 By: /s/ Peter E. Simonsen
--------------------------------------
Peter E. Simonsen
Treasurer, Principal Financial Officer
<PAGE>
PART II - Other Information
Item 1. Legal Proceedings None
Item 2. Changes in Securities None
Item 3. Defaults Upon Senior Securities None
Item 4. Submission of Matters to a Vote of Security Holders
On March 26, 1996 the Corporation had its Annual Meeting.
The following Directors were elected to serve until 1999:
For Withheld
--- --------
Neiland J. Douglas Jr. 696,491 57,891
Mark B. Glovsky 696,491 57,891
Lawrence M. Smith 696,491 57,891
The following other Directors' terms continued after the meeting:
Richard H. Booth
John N. Fisher
John L. Good, III
Alice B. Griffin
Clark R. Smith
Barry A. Sullivan
James D. Wiltshire
Shareholders voted on and approved a proposal to establish
the 1996 Incentive Stock Option Plan for Key Employees
consisting of 35,900 shares
For Withheld
--- --------
676,287 78,095
Item 5. Other Information None
Item 6. (a) Exhibits
(b) No reports on Form 8-K were filed during the quarter
ended March 31, 1996.
EXHIBIT 10
(10) Material Contracts:
Pursuant to Item 601 (10) of Regulation S-B, the
Registrant hereby incorporates by reference the 1996
Incentive Stock Option Plan adopted by the Board of
Directors of the Corporation on February 6, 1996 and
approved by the Shareholders of the Corporation on
March 26, 1996, a copy of which is included as Exhibit
10.2 to The Registrant's Annual Report on Form 10-KSB
for the year ended December 31, 1995.
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 7,389,537
<INT-BEARING-DEPOSITS> 122,106,333
<FED-FUNDS-SOLD> 5,800,000
<TRADING-ASSETS> 652,247
<INVESTMENTS-HELD-FOR-SALE> 11,123,806
<INVESTMENTS-CARRYING> 29,155,174
<INVESTMENTS-MARKET> 29,094,881
<LOANS> 107,978,445
<ALLOWANCE> 2,293,609
<TOTAL-ASSETS> 166,729,124
<DEPOSITS> 150,774,738
<SHORT-TERM> 0
<LIABILITIES-OTHER> 1,371,595
<LONG-TERM> 685,627
0
0
<COMMON> 1,978,373
<OTHER-SE> 11,918,781
<TOTAL-LIABILITIES-AND-EQUITY> 166,729,124
<INTEREST-LOAN> 2,340,098
<INTEREST-INVEST> 590,645
<INTEREST-OTHER> 65,574
<INTEREST-TOTAL> 2,996,317
<INTEREST-DEPOSIT> 1,054,143
<INTEREST-EXPENSE> 14,886
<INTEREST-INCOME-NET> 1,927,288
<LOAN-LOSSES> 0
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1,560,058
<INCOME-PRETAX> 821,293
<INCOME-PRE-EXTRAORDINARY> 821,293
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 475,793
<EPS-PRIMARY> 0.63
<EPS-DILUTED> 0.61
<YIELD-ACTUAL> 7.86
<LOANS-NON> 2,550,218
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 2,072,523
<CHARGE-OFFS> 34,219
<RECOVERIES> 255,306
<ALLOWANCE-CLOSE> 2,293,609
<ALLOWANCE-DOMESTIC> 1,342,559
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 951,050
</TABLE>