Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(MARK ONE)
( X ) Quarterly Report Pursuant to Section 13 or 15(d) of the Securities and
Exchange Act of 1934
For the period ended June 30, 1995
---------------------------------------------------------
or
( ) Transition Report Pursuant to Section 13 or 15(d) of the Securities and
Exchange Act of 1934
For the transition period from _________________________ to ________________
Commission File Number: 0-14671
-------------------------------------------------------
REPUBLIC SECURITY FINANCIAL CORPORATION
------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
FLORIDA 59-2335075
------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4400 Congress Avenue, West Palm Beach, Florida 33402
----------------------------------------------- --------------
(Address of principal executive offices) (Zip Code)
(407) 840-1200
-------------------------------------------------------------------------------
(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 1 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.
( X ) YES ( ) NO
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 July 28, 1995
Common Stock
par value $.01 4,324,684
outstanding
<PAGE>
REPUBLIC SECURITY FINANCIAL CORPORATION AND SUBSIDIARY
INDEX
Page
Number
------
Part I: FINANCIAL INFORMATION
Item 1:
Condensed Consolidated Statements of Financial
Condition - June 30, 1995 and March 31, 1995 . . . . 3
Condensed Consolidated Statements of Income
for the three months ended June 30, 1995 and 1994 . 4
Condensed Consolidated Statements of Shareholders'
Equity for the year ended March 31, 1995 and
for the three months ended June 30, 1995 . . . . . . 5
Condensed Consolidated Statements of Cash Flows
for the three months ended June 30, 1995 and 1994 . 6
Notes to Condensed Consolidated Financial Statements 7-9
Item 2:
Management's Discussion and Analysis . . . . . . . . 10-11
Part II: OTHER INFORMATION
Item 6:
Exhibits and Reports on Form 8-K . . . . . . . . . . 11
Exhibit 11 - Computation of Per Share Earnings . . . 12
Signatures . . . . . . . . . . . . . . . . . . . . . . . 13
<PAGE>
<TABLE>
PART I. FINANCIAL INFORMATION
REPUBLIC SECURITY FINANCIAL CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
<CAPTION>
(AMOUNTS IN THOUSANDS EXCEPT SHARE AND PER SHARE DATA) JUNE 30, 1995 MARCH 31, 1995
(UNAUDITED) (NOTE 1)
------------ --------------
<S> <C> <C>
ASSETS
Cash and amounts due from depository institutions $ 3,777 $ 3,566
Interest bearing deposits in other financial institutions 11,254 14,050
Investments held to maturity (Market value of $11,590
at June 30, 1995 and $14,229 at March 31, 1995 11,358 14,153
Loans - net 229,819 227,940
Property and equipment - net 6,038 6,103
Real estate owned - net 1,445 1,009
Goodwill 3,173 3,229
Loan servicing rights - net 2,703 2,796
Accrued interest receivable 1,806 2,041
Other assets 4,607 5,152
--------- --------
TOTAL $275,980 $280,039
<CAPTION> ========= ========
LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES
<S> <C> <C>
Deposits $225,081 $229,735
Advances from the Federal Home Loan Bank 15,000 15,000
Securities sold under agreements to repurchase 2,469 2,748
Redeemable subordinated debentures 1,985
Advances from borrowers for taxes and insurance 2,107 1,598
Bank drafts payable 3,914 4,148
Other liabilities 4,737 4,379
------- -------
TOTAL LIABILITIES 253,308 259,593
------- -------
<CAPTION>
SHAREHOLDERS' EQUITY
<S> <C> <C>
Preferred stock $10.00 par value; 10,000,000 shares
authorized; 402,500 shares issued and outstanding 4,025 4,025
Common stock $0.01 par value; 20,000,000 shares
authorized; 4,313,060 and 3,652,743 shares
issued and outstanding at June 30, 1995 and
March 31, 1995, respectively 43 36
Additional paid-in capital 16,211 14,363
Retained earnings 2,393 2,022
-------- ---------
Total shareholders' equity 22,672 20,446
-------- ---------
TOTAL $275,980 $280,039
======== =========
<FN>
See notes to condensed consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
REPUBLIC SECURITY FINANCIAL CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
<CAPTION>
THREE MONTHS ENDED JUNE 30
(Unaudited)
(AMOUNTS IN THOUSANDS EXCEPT PER SHARE DATA) 1995 1994
------------ -------------
<S> <C> <C>
INTEREST INCOME
Interest on loans $4,979 $3,093
Interest and dividends on investments 341 268
----- -----
5,320 3,361
----- -----
INTEREST EXPENSE:
Interest on deposits 2,432 1,246
Interest on short-term borrowings 249 203
Interest on long-term borrowings 31 60
----- -----
2,712 1,509
----- -----
NET INTEREST INCOME 2,608 1,852
PROVISION FOR LOAN LOSSES 25 75
----- -----
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 2,583 1,777
----- -----
NON-INTEREST INCOME 914 854
----- -----
OPERATING EXPENSES:
Employee compensation and benefits 1,215 1,087
Occupancy and equipment 489 289
Professional fees 199 148
Communications 106 78
Data processing 111 66
Insurance 153 136
Other 406 407
----- -----
2,679 2,211
----- -----
INCOME BEFORE TAXES 818 420
PROVISION FOR INCOME TAXES 291 155
----- -----
NET INCOME $527 $265
===== =====
PER SHARE DATA:
Net income per common share $.10 $.05
==== ====
Dividends per common share $.02 $.01
==== ====
Average common shares and common stock equivalents outstanding 4,459 4,480
<FN> ===== =====
See notes to condensed consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
REPUBLIC SECURITY FINANCIAL CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
(UNAUDITED)
<CAPTION>
ADDITIONAL
PREFERRED COMMON PAID-IN RETAINED
(Amounts in thousands except share data) STOCK STOCK CAPITAL EARNINGS
--------- ------- ----------- --------
<S> <C> <C> <C> <C>
BALANCE, MARCH 31, 1994 $4,025 $36 $14,213 $1,374
Issuance of common stock
for fixed asset purchase - 7,701 shares 27
Stock grants - 9,196 shares 38
Exercise of stock options - 4,337 shares 10
Exercise of equity contracts -13,786 shares 40
401(K) plan - 7,744 shares 35
Cash dividends - common and preferred stock (519)
Net income for year ended March 31, 1995 1,167
------ ---- ------- ------
BALANCE, MARCH 31, 1995 4,025 36 14,363 2,022
Exercise of equity contracts - 634,476 shares 7 1,744
Exercise of warrants - 13,344 shares 52
Stock grants - 10,500 shares 44
401(K) plan - 1,997 shares 8
Cash dividends - common and preferred stock (156)
Net income for three months ended June 30, 1995 527
------ ---- ------- ------
BALANCE, JUNE 30, 1995 $4,025 $43 $16,211 $2,393
====== ==== ======= ======
<FN>
See notes to condensed consolidated financial statements.
</TABLE>
<PAGE>
<TABLE>
REPUBLIC SECURITY FINANCIAL CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
<CAPTION>
THREE MONTHS ENDED JUNE 30,
(unaudited)
(Dollars in thousands) 1995 1994
----------- ---------
<S> <C> <C>
Operating Activities:
Net income $ 527 $ 265
Adjustments to reconcile net income to net cash
provided by operating activities:
Provision for loan losses 25 75
Provision for depreciation and amortization 342 98
Amortization of deferred loan fees and costs (126) (40)
Realized gain on sale of loans and servicing (183) (650)
Loans originated or acquired for sale (11,461) (17,005)
Loss on investments - trading 200
Purchase of loans and loan participation certificates (700)
Sales of loans and loan participation certificates 11,644 17,353
Loan costs deferred (59) (174)
Proceeds from sale of investments - trading 24,000
Increase in interest receivable (235) (25)
Increase (decrease) in interest payable 78 (20)
Other, net 747 545
----- ------
Net cash provided by operating activities 1,299 23,922
----- ------
Investing Activities:
Loans originated or acquired (21,169) (12,309)
Principal collected on loans 19,391 3,081
Maturities of investments 2,850
Other, net 307 (304)
----- -------
Net cash provided by (used in) investing activities 1,379 (9,532)
----- -------
Financing Activities:
Net decrease in demand deposits, NOW accounts
money market accounts and savings accounts (2,708) (2,553)
Proceeds from sales of certificates of deposit 11,672 8,485
Payments for maturing certificates of deposit (13,618) (7,975)
Cash dividends paid to shareholders (156) (36)
Other, net (453) 10
------- -------
Net cash used in financing activities (5,263) (2,069)
------- -------
Increase (decrease) in cash and cash equivalents (2,585) 12,321
Cash and cash equivalents at beginning of period 17,616 13,154
------- -------
Cash and cash equivalents at end of period $15,031 $25,475
<FN> ======= =======
FOR PURPOSES OF REPORTING CASH FLOWS, CASH AND CASH EQUIVALENTS INCLUDE CASH ON
HAND, AMOUNTS DUE FROM BANKS AND FEDERAL FUNDS SOLD. GENERALLY, FEDERAL FUNDS
ARE PURCHASED AND SOLD FOR ONE-DAY PERIODS. THE COMPANY PAID $125,000 AND
$75,000 IN INCOME TAXES DURING THE THREE MONTHS ENDED JUNE 30, 1995 AND JUNE 30,
1994, RESPECTIVELY. THE COMPANY PAID $2,634,000 AND $1,546,000 IN INTEREST ON
DEPOSITS AND OTHER BORROWINGS DURING THE THREE MONTHS ENDING JUNE 30, 1995 AND
1994, RESPECTIVELY. THE COMPANY HAD $408,000 AND $448,000 OF TRANSFERS FROM
LOANS TO REO DURING THE THREE MONTHS ENDING JUNE 30, 1995 AND 1994,
RESPECTIVELY.
SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
</TABLE>
<PAGE>
REPUBLIC SECURITY FINANCIAL CORPORATION AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
JUNE 30, 1995
(Unaudited)
1. BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements
include the accounts of Republic Security Financial Corporation (the
"Company" or "RSFC") and its wholly-owned subsidiary, Republic Security
Bank (the "Bank"). In the opinion of the Company's management, the
financial statements contain all adjustments (consisting of normal
recurring accruals) considered necessary to present fairly the
consolidated financial position of Republic Security Financial Corporation
and its subsidiary as of June 30, 1995 and March 31, 1995, and the results
of operations for the three months ended June 30, 1995 and June 30, 1994,
and changes in cash flows for the three months then ended.
The accompanying unaudited condensed consolidated financial statements
have been prepared in accordance with generally accepted accounting
principles for interim financial information and with the instructions to
Form 10-Q and Article 10 of Regulations S-X. Accordingly, they do not
include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements.
Operating results for the three months ended June 30, 1995 are not
necessarily indicative of the results that may be expected for the year
ending December 31, 1995 (see Note 7). For further information, refer to
the consolidated financial statements and footnotes thereto included in
Republic Security Financial Corporation's annual report on Form 10K for
the year ended March 31, 1995.
The balance sheet at March 31, 1995 has been derived from the audited
financial statements at that date but does not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements.
2. NON-PERFORMING ASSETS AND ALLOWANCES FOR LOAN LOSSES
At June 30, 1995, the Bank had non-performing assets (loans 60 days or
more past due, real estate owned, and repossessed assets) of $6,345,000.
The total provision for loan losses for the Bank was $25,000 and $75,000
for the three months ended June 30, 1995 and 1994, respectively. In
evaluating possible loan losses from non-performing assets, management has
taken into consideration past loan loss experience, current economic
conditions, workout arrangements, pending sales, the financial strength of
the borrowers, the appraised value of the collateral, future cash flows
expected to be received on impaired loans and other relevant factors.
Although management believes the allowance for possible losses is
adequate, their evaluation of possible losses is a continuing process
which may necessitate adjustments to the allowance in future periods.
<PAGE>
Effective April 1, 1995, the Company adopted Financial Accounting
Standards Board Statement No.114, "Accounting by Creditors for Impairment
of a Loan." Under the new standard, the 1995 allowance for credit losses
related to loans that are identified for evaluation in accordance with
Statement No. 114 is based on discounted cash flows using the loan's
initial effective interest rate or the fair value of the collateral for
certain collateral dependent loans. Prior to 1995, the allowance for
credit losses related to these loans was based on undiscounted cash flows
or the fair value of the collateral for collateral dependent loans. The
adoption of this statement did not have a material impact on the
operations of the Company.
In accordance with Statement No. 114, a loan is classified as in-substance
foreclosure when the Company has taken possession of the collateral
regardless of whether formal foreclosure proceedings take place. Loans
previously classified as in-substance foreclosure but for which the
Company had not taken possession of the collateral which totalled
$1,329,000 at March 31, 1995 have been reclassified to loans.
3. FINANCIAL ACCOUNTING STANDARDS BOARD NO.122 "ACCOUNTING FOR MORTGAGE
SERVICING RIGHTS"
On May 12, 1995, the Financial Accounting Standards Board issued
Statement No. 122 "Accounting for Mortgage Servicing Rights", an
amendment to Statement No. 65. The Company elected to adopt this
standard for financial statement reporting for the quarter ended
June 30, 1995. Statement No. 122 prohibits retroactive application
to prior years.
Statement No. 122 requires that a portion of the cost of originating a
mortgage loan be allocated to the mortgage servicing right based on its
fair value relative to the loan as a whole. To determine the fair value
of servicing rights created after the adoption of Statement No. 122, the
Company will use a valuation model that calculates the present value
of estimated future cash flows. This valuation method incorporates
assumptions determined by the Company about the discount rate,
prepayment speeds, default and interest rates. No servicing rights were
recorded during the quarter ended June 30, 1995 as mortgage banking
activities during the period were insignificant.
4. REDEEMABLE SUBORDINATED DEBENTURES
On March 29, 1995, the Company's outstanding redeemable subordinated
debentures and cancelable mandatory stock purchase contracts were called
for redemption. Upon surrender of the Debentures, and at the option of
the Bondholder, the Bondholder received a number of shares of the
Company's common stock equal to the principal amount of the Debenture
divided by the adjusted per share price of $2.90 or cash equal to 104% of
the principal amount of the Debenture. As a result of the redemption,
634,476 shares of common stock were issued, and shareholders' equity
increased by $1,751,000.
<PAGE>
5. SHAREHOLDERS' EQUITY
<TABLE>
The Company granted stock options to purchase 700,000 shares of the
Company's common stock to two executives on May 31, 1995. Vesting dates
and option prices are as follows:
<CAPTION>
OPTION PRICE
DATE # SHARES PER SHARE
----------------- -------------- ---------------
<S> <C> <C>
MAY 31, 1996 75,000 $4.625
MAY 31, 1997 75,000 $6.25
MAY 31, 1998 550,000 $8.00
<FN>
ALL UNEXERCISED OPTIONS EXPIRE ON MAY 31, 2005.
</TABLE>
6. SEGMENT INFORMATION
During fiscal 1995, the Company reduced mortgage banking operations to a
level that no longer warrants reporting these operations as a segment as
defined by Statement of Accounting Standards No. 14, "Financial Reporting
for Segments of a Business Enterprise".
Currently the majority of mortgage banking related activities are
incidental to the Bank's strategic plan and are performed in order to
accommodate banking customer and market needs and as such, are included in
non-interest income for the periods ending June 30, 1995 and 1994.
7. FISCAL YEAR-END
On July 26, 1995, the Company changed its fiscal year-end from March 31 to
December 31. A transition report will be filed on Form 10-K for the nine
months ending December 31, 1995.
8. COMMITMENTS
Commitments to extend credit are agreements to lend to a customer as long
as there is no violation of any condition established in the contract.
Commitments generally have fixed expiration dates or other termination
clauses and may require payment of a fee. The total commitment amounts do
not necessarily represent future cash requirements as some commitments
expire without being drawn upon. The Bank evaluates each customer's
credit worthiness on a case by case basis. The amount of collateral
obtained if deemed necessary by the Bank upon extension of credit is based
on management's credit evaluation of the counterparty.
At June 30, 1995, the Bank had adjustable rate commitments to extend
credit of $6,830,000 excluding the undisbursed portion of loans in
process. These commitments are primarily for one-to-four family
residential properties.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
COMPARISON OF THE THREE MONTHS ENDED JUNE 30, 1995 AND 1994
RESULTS OF OPERATIONS
The Company had net income of $527,000 or $.10 per common share for the three
months ended June 30, 1995, compared to net income of $265,000 or $.05 per
common share for the three months ended June 30, 1994. The increase in net
income is primarily due to an increase in net interest income, which is a result
of re-engineering the Bank's operations during fiscal 1995 and the effects of
the Governor's Bank acquisition which took place on November 30, 1994.
NET INTEREST INCOME
The Company's results of operations depend to a large extent on the level of its
net interest income, which is the difference between the interest income it
receives on its interest-earning assets and the interest expense it pays on its
interest-bearing liabilities. Net interest income is determined primarily by
interest rate spread and the relative amounts of interest-earning assets and
interest-bearing liabilities.
Net interest income for the quarter ended June 30, 1995 increased $756,000 or
41% from the same period in 1994. The quarter ended June 30, 1995 reflects an
increase in interest-earning assets and interest-bearing liabilities as well as
an increase in net yield on interest-earning assets as compared to the quarter
ended June 30, 1994. The Governors bank acquisition is the primary contributor
to the increase in interest-earning assets and interest-bearing liabilities. In
addition, the composition of the Bank's loan and deposit portfolios have changed
since June 30, 1994 to reflect an increase in commercial purpose and commercial
real estate loans and an increase in business and personal transaction deposit
accounts.
NON-INTEREST INCOME
Total non-interest income remained relatively unchanged for the period ended
June 30, 1995 compared to the quarter ended June 30, 1994. However, the sources
of non-interest income changed due to a significant reduction in mortgage
banking operations late in fiscal 1995 and an increase in fee income for the
period ended June 30, 1995. Mortgage banking income decreased 53% from the
period ending June 30, 1994 compared to the period ending June 30, 1995, while
fee income increased $265,000. Fee income doubled due to an increase in volume
of loan and deposit accounts and an increase in the fee for service charges on
deposit accounts.
OPERATING EXPENSE
Operating expenses increased 21% for the quarter ended June 30, 1995 compared to
the same quarter in the prior year primarily as a result of the Governors Bank
acquisition. This acquisition resulted in an increase in the banking center
network from five to seven full service banking centers. In addition, item
processing and proof-of-deposit departments were brought in-house. Operating
expenses as a percent of average assets decreased to 3.9% for the period ending
June 30, 1995 from 4.3% for the quarter ending June 30, 1994.
<PAGE>
LIQUIDITY, SOURCES OF CAPITAL AND CAPITAL REQUIREMENTS
As a member of the Federal Home Loan Bank System, the Bank is subject to
regulations which require it to maintain "long term" liquidity ratios. The
majority of the liquid assets of the bank are deposits with the Federal Home
Loan Bank of Atlanta. The Bank was in compliance with liquidity requirements
during the three months ended June 30, 1995.
On certain occasions, demand for loan funds may exceed cash available from
deposits. On such occasions, the Bank may borrow funds from the Federal Home
Loan Bank of Atlanta, draw on lines of credit with commercial banks and/or enter
into repurchase agreements on eligible investments. As of June 30, 1995, the
Bank's regulatory liquidity ratio was 7.56%. The overall regulatory liquidity
ration requirement is currently 5% on an average monthly basis.
On March 29, 1995, the Company's outstanding redeemable subordinated debentures
and cancelable mandatory stock purchase contracts were called for redemption.
As a result of the redemption, 634,476 shares of common stock were issued, and
shareholders' equity increased by $1,751,000. For further discussion of the
redemption see Note 4 of the Notes to Condensed Consolidated Financial
Statements, Page 8.
<TABLE>
The following table provides the capital amounts and ratios of the Bank as
compared to OTS requirements at June 30, 1995:
<CAPTION>
Capital Requirement Bank OTS Requirement
--------------------------- ----------------------------- ---------------------------
(in thousands)
<S> <C> <C>
Core capital $18,000 $8,000
Tangible capital $18,000 $4,000
Risk-based capital $20,000 $15,000
<FN>
The Bank was in compliance with its' capital requirements at June 30, 1995.
</TABLE>
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(a) The following exhibits are included herein:
(11) Statement regarding Computation of Earnings Per Share
(b) The Company did not file any reports on Form 8-K during the three
months ended June 30, 1995.
<PAGE>
<TABLE>
EXHIBIT (11) - STATEMENT RE: COMPUTATION OF PER SHARE EARNINGS
<CAPTION>
Three Months Ended
June 30
(Amounts in thousands except per share data) 1995 1994
------ ------
<S> <C> <C>
Average shares outstanding 4,300 3,611
Net effect of dilutive stock options, warrants and equity contracts based on the
modified treasury stock method using average market price 159 869
----- -----
Total weighted average number of shares and common stock equivalents outstanding 4,459 4,480
===== =====
Net income $527 $265
Add income effect of utilizing net proceeds from conversion of options, warrants
and equity contracts to reduce debt and invest excess in government bonds - net
of income tax effect 42
Less preferred dividends accrued (75) (75)
---- ----
Total $452 $232
==== ====
Net income per common share $.10 $.05
==== ====
</TABLE>
<PAGE>
REPUBLIC SECURITY FINANCIAL CORPORATION
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.
Republic Security Financial Corporation
(Registrant)
Date: August 4, 1995 /s/ Carla H. Pollard
-------------- --------------------------
Carla H. Pollard
Vice President/Controller
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
This schedule contains summary financial information extracted from the Compay's
interim condensed consolidated financial statements for the period ended June
30, 1995 as filed on Form 10-Q and is qualified in its entirety by reference to
such Form 10-Q.
</LEGEND>
<CIK> 0000743136
<NAME> REPUBLIC SECURITY FINANCIAL CORPORATION
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1996
<PERIOD-START> APR-1-1995
<PERIOD-END> JUN-30-1995
<CASH> 3,777
<INT-BEARING-DEPOSITS> 11,254
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 11,358
<INVESTMENTS-MARKET> 11,590
<LOANS> 232,395
<ALLOWANCE> 2,576
<TOTAL-ASSETS> 275,980
<DEPOSITS> 225,081
<SHORT-TERM> 17,469
<LIABILITIES-OTHER> 10,758
<LONG-TERM> 0
<COMMON> 43
0
4,025
<OTHER-SE> 18,604
<TOTAL-LIABILITIES-AND-EQUITY> 275,980
<INTEREST-LOAN> 4,979
<INTEREST-INVEST> 341
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 5,320
<INTEREST-DEPOSIT> 2,432
<INTEREST-EXPENSE> 280
<INTEREST-INCOME-NET> 2,608
<LOAN-LOSSES> 25
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 2,679
<INCOME-PRETAX> 818
<INCOME-PRE-EXTRAORDINARY> 818
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 527
<EPS-PRIMARY> .10
<EPS-DILUTED> .10
<YIELD-ACTUAL> 4.12
<LOANS-NON> 4,738
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 2,507
<CHARGE-OFFS> 213
<RECOVERIES> 257
<ALLOWANCE-CLOSE> 2,576
<ALLOWANCE-DOMESTIC> 2,576
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 2,576
</TABLE>
