UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10QSB
__X___QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended..............June 30, 1996
_____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 2-91-000FW
MIDSOUTH BANCORP, INC.
Louisiana 72 -1020809
102 Versailles Boulevard, Lafayette, Louisiana
70501
(318) 237-8343
Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past
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 _____
State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date.
Outstanding as of June 30, 1996
Common stock, $.10 par value 993,190
Preferred stock, no par value, $14.25 stated value 179,756
Transitional Small Business Disclosure Format:
Yes _______ No ___ X___
Page 1
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Page 2
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited) Page
Statements of Condition - June 30, 1996 and 3
December 31, 1995
Statements of Income - Three and Six Months
Ended June 30, 1996 and 1995 4
Statement of Stockholders' Equity - Six
Months Ended June 30, 1996 5
Statements of Cash Flows - Six Months Ended
June 30, 1996 and 1995 6
Notes to Financial Statements 7
Item 2. Management's Discussion and Analysis or
Plan of Operation 8
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of
Security Holders 15
Item 6. Exhibits and Reports on Form 8-K 16
Signatures 17
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
MIDSOUTH BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CONDITION (UNAUDITED)
_____________________________________________________________________________________________
June 30 December 31,
ASSETS 1996 1995
__________ ___________
<S> <C> <C>
Cash and due from banks $8,820,087 $10,298,209
Federal funds sold 14,600,000 15,800,000
__________ ___________
Total cash and cash equivalents 23,420,087 26,098,209
Interest bearing deposits in banks 294,493 26,349
Securities available-for-sale, at fair value (cost of
$46,423,734 in June 1996 and $35,868,018 in
December 1995) 45,642,534 36,058,587
Securities held-to-maturity (estimated market value of
$7,476,434 in June 1996 and $4,735,344 in
December 1995) 7,550,201 4,545,849
Loans, net of allowance for loan and lease losses of
$1,063,074 in June 1996 and $1,051,898 in
December 1995) 84,378,677 77,826,707
Bank premises and equipment, net 4,920,904 4,532,610
Other real estate owned, net 180,270 180,270
Accrued interest receivable 1,315,310 1,107,820
Goodwill, net 294,292 311,352
Other assets 1,343,775 495,488
__________ ___________
Total assets $169,340,543 $151,183,241
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Non-interest bearing $42,139,944 $40,471,206
Interest bearing 115,308,059 98,558,357
__________ ___________
Total deposits 157,448,003 139,029,563
Securities sold under
repurchase agreements 67,362 175,904
Accrued interest payable 397,736 322,891
Notes payable 891,059 972,617
Other liabilities 149,609 268,702
__________ ___________
Total liabilities 158,953,769 140,769,677
__________ ___________
Commitments and contingencies - -
Stockholders' Equity:
Preferred Stock, no par value, $14.25 stated value
- 5,000,000 authorized, 179,756 and 187,286 issued
and outstanding on June 30, 1996 and December 31,
1995, respectively 2,561,523 2,668,826
Common stock, $.10 par value-
5,000,000 shares authorized, 993,190 and 967,940
issued and outstanding on June 30, 1996 and
December 31, 1995, respectively 99,320 96,794
Surplus 6,445,856 6,164,443
Unearned ESOP shares (42,709) (54,157)
Unrealized gains/losses on securities available-
for-sale, net of deferred taxes of $236,400 in
June 1996 and $91,619 in Decembember 1995 (544,800) 98,950
Retained earnings 1,867,584 1,438,708
__________ ___________
Total stockholders' equity 10,386,774 10,413,564
__________ ___________
Total liabilities and stockholders' equity $169,340,543 $151,183,241
=========== ===========
_____________________________________________________________________________________________
</TABLE>
3
<PAGE>
<TABLE>
<CAPTION>
MIDSOUTH BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
Three Months Ended Six Months Ended
June 30, June 30,
1996 1995 1996 1995
______________________________ _____________________________
<S> <C> <C> <C> <C>
INTEREST INCOME:
Loans, including fees $2,129,466 $1,702,958 $4,166,894 $3,249,413
Securities and interest-bearing deposit 782,181 451,261 1,458,409 893,133
Federal funds sold 149,300 58,589 346,343 100,399
_________ _________ _________ _________
TOTAL 3,060,947 2,212,808 5,971,646 4,242,945
_________ _________ _________ _________
INTEREST EXPENSE:
Interest on deposits 1,087,514 679,544 2,098,029 1,248,417
Interest on notes payable 20,384 28,250 39,504 57,389
_________ _________ _________ _________
TOTAL 1,107,898 707,794 2,137,533 1,305,806
_________ _________ _________ _________
NET INTEREST INCOME 1,953,049 1,505,014 3,834,113 2,937,139
PROVISION FOR LOAN LOSSES 190,000 35,000 310,000 90,000
_________ _________ _________ _________
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES 1,763,049 1,470,014 3,524,113 2,847,139
_________ _________ _________ _________
OTHER OPERATING INCOME:
Service charges on deposits 347,326 256,792 659,742 506,003
Other charges and fees 215,949 132,191 345,098 240,760
_________ _________ _________ _________
TOTAL OTHER INCOME 563,275 388,983 1,004,840 746,763
_________ _________ _________ _________
OTHER EXPENSES:
Salaries and employee benefits 879,388 643,328 1,741,859 1,231,130
Occupancy expense 335,496 244,329 647,430 463,264
Professional fees 75,158 69,527 139,602 112,489
FDIC assessments 1,000 51,940 1,500 103,879
Marketing expenses 78,821 69,518 159,438 122,336
General and bond insurance 32,515 27,010 65,587 54,337
Data processing expenses 91,685 23,687 173,258 48,614
Postage 35,832 28,822 70,169 57,000
Director fees 22,732 25,698 49,005 48,107
Education and travel 44,128 26,223 77,490 48,375
Printing and supplies 56,165 42,808 107,896 73,943
Telephone 44,970 33,470 85,060 56,228
Expenses on other real estate owned, ne 1,640 11,976 1,813 27,982
Other 156,891 119,727 316,705 245,942
_________ _________ _________ _________
TOTAL OTHER EXPENSES 1,856,421 1,418,063 3,636,812 2,693,626
_________ _________ _________ _________
NET INCOME BEFORE INCOME TAXES 469,903 440,934 892,141 900,276
PROVISION FOR INCOME TAXES 133,490 141,586 267,481 302,843
_________ _________ _________ _________
NET INCOME $336,413 $299,348 $624,660 $597,433
_________ _________ _________ _________
PREFERRED DIVIDEND REQUIREMENT 39,133 - 78,853 -
_________ _________ _________ _________
INCOME AVAILABLE TO COMMON
SHAREHOLDERS $297,280 $299,348 $545,807 $597,433
========= ========= ========= =========
EARNINGS PER COMMON SHARE:
PRIMARY $0.30 $0.31 $0.55 $0.62
========= ========= ========= =========
FULLY DILUTED $0.27 $0.31 $0.51 $0.62
========= ========= ========= =========
</TABLE>
4
<PAGE>
<TABLE>
<CAPTION>
MIDSOUTH BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 1996 (UNAUDITED)
UNREALIZED
(GAINS) LOSSES
ON SECURITIES
PREFERRED STOCK COMMON STOCK ESOP AVAILABLE RETAINED
SHARES AMOUNT SHARES AMOUNT SURPLUS OBLIGATION FOR SALE EARNINGS TOTAL
___________________ _______________ _________ _____________________ __________ ___________
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
BALANCE,
DECEMBER 31, 1995 $187,286 $2,668,826 967,940 $96,794 $6,164,443 ($54,157) $98,950 $1,438,708 $10,413,564
Issuance of common stock 2,639 264 40,224 40,488
Dividends paid on common
stock (58,074) (58,074)
Dividends accrued on
preferred stock (39,720) (39,720)
Stock options exercised 3,000 300 29,265 29,565
Preferred stock conversion (5,530) (78,803) 7,371 737 78,066
Net income 288,247 288,247
ESOP obligation repayments 5,642 5,642
Net change in unrealized
gain/loss on securities
available-for-sale, net of tax (264,150) (264,150)
_______ __________ _______ _______ __________ ________ ________ __________ ___________
BALANCE,
MARCH 31, 1996 181,756 $2,590,023 980,950 $98,095 $6,311,998 ($48,515) ($165,200) $1,629,161 $10,415,562
_______ __________ _______ _______ __________ _________ ________ __________ ___________
Issuance of common stock 2,574 258 38,233 38,491
Dividends paid on common
stock (58,857) (58,857)
Dividends accrued on
preferred stock (39,133) (39,133)
Stock options exercised 7,000 700 67,392 68,092
Preferred stock conversion (2,000) (28,500) 2,666 267 28,233
Net income 336,413 336,413
ESOP obligation repayments 5,806 5,806
Net change in unrealized
gain/loss on securities
available-for-sale, net of tax (379,600) (379,600)
_______ __________ _______ _______ __________ ________ ________ __________ ___________
BALANCE,
JUNE 30, 1996 179,756 $2,561,523 993,190 $99,320 $6,445,856 ($42,709) ($544,800) $1,867,584 $10,386,774
======= ========== ======= ======= ========== ======== ======== ========== ===========
5
<PAGE>
</TABLE>
<TABLE>
<CAPTION>
MIDSOUTH BANCORP, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1996 AND 1995
_________________________________________________________________________________________________
June 30,
1996 1995
_________ _________
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $624,660 $597,433
Adjustments to reconcile net income
to net cash provided by operating activities:
Depreciation and amortization 300,871 148,688
Provision for loan losses 310,000 90,000
Provision for deferred taxes (83,733) -
Premium amortization, net 81,747 71,002
Net (gain) loss on sale of fixed assets (22,650)
Net (gain) loss on sale of other real estate owned (163) 2,135
Write-down of other real estate owned - 12,400
Change in accrued interest receivable (207,490) 87,323
Change in accrued interest payable 74,845 87,826
Change in other liabilities 131,464 (365,116)
Change in other assets (743,050) (323,808)
_____________ _____________
NET CASH PROVIDED BY OPERATING ACTIVITIES 466,501 407,883
_____________ _____________
CASH FLOWS FROM INVESTING ACTIVITIES:
Net decrease in interest-bearing deposits (268,144) (22,005)
Proceeds from maturities and calls of securities
available-for-sale 1,790,367 4,692,408
Purchases of securities held-to-maturity (3,006,069) (3,002,563)
Purchases of securities available-for-sale (12,426,113) -
Loan originations, net of repayments (6,876,754) (6,493,980)
Purchases of premises and equipment (799,213) (816,343)
Proceeds from sales of other real estate owned 3,500 21,545
Proceeds from sales of fixed assets 149,758 -
_____________ _____________
NET CASH USED IN INVESTING ACTIVITIES (21,432,668) (5,620,938)
_____________ _____________
CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase in deposits 18,418,440 8,133,452
Net (decrease) increase in repurchase agreements (108,542) 17,639
Issuance of notes payable - 1,000,000
Repayments of notes payable (81,558) (1,073,400)
Proceeds from issuance of common stock 78,979 54,196
Payment of common stock dividends (116,931) -
Proceeds from exercise of stock options 97,657 -
_____________ _____________
NET CASH PROVIDED BY FINANCING ACTIVITIES 18,288,045 8,131,887
_____________ _____________
NET (DECREASE) INCREASE IN CASH & CASH EQUIVALENTS (2,678,122) 2,918,832
CASH & CASH EQUIVALENTS AT BEGINNING OF YEAR 26,098,209 8,641,989
_____________ _____________
CASH & CASH EQUIVALENTS AT END OF QUARTER $23,420,087 $11,560,821
============= ==============
6
</TABLE>
<PAGE>
MIDSOUTH BANCORP, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. STATEMENT BY MANAGEMENT CONCERNING THE REVIEW OF UNAUDITED
FINANCIAL INFORMATION
The accompanying unaudited consolidated financial statements and notes
thereto contain all adjustments, consisting only of normal recurring
adjustments, necessary to present fairly the financial position of
MidSouth Bancorp, Inc. ("MidSouth") and its subsidiary as of June 30,
1996 and the results of their operations and their cash flows for the
periods presented. The consolidated financial statements should be
read in conjunction with the annual consolidated financial statements
and the notes thereto included in MidSouth's 1995 annual report and
Form 10-KSB.
The results of operations for the three and six month periods ended
June 30, 1996 are not necessarily indicative of the results to be
expected for the entire year.
2. ALLOWANCE FOR LOAN AND LEASE LOSSES
An analysis of the activity in the allowance for loan and lease losses
is as follows:
<TABLE>
<CAPTION>
Six Months Ended
June 30,
1996 1995
______ ______
<S> <C> <C>
Balance at beginning of year $1,052 $874
Provision for loan losses 310 90
Recoveries 80 43
Loans charged off (379) (87)
______ ______
Balance at end of quarter $1,063 $920
====== ======
</TABLE>
7
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
This review should be read in conjunction with MidSouth Bancorp
Inc.'s ("MidSouth") consolidated financial statements and
accompanying notes contained herein, as well as with MidSouth's
1995 consolidated financial statements, the notes thereto and
the related Management's Discussion and Analysis.
MidSouth reported net income for the second quarter of 1996 of
$336,413, representing a 12.4% increase over net income for the
second quarter of 1995 of $299,348. Income available to common
shareholders totaled $297,280 for the second quarter of 1996
compared to $299,348 for the second quarter of 1995. Primary
earnings per share for the second quarter of 1996 were $.30
compared to $.31 for the second quarter of 1995. Fully diluted
earnings per share were $.27 and $.31 for the same period,
respectively. Net income available to common shareholders for
the six months ended June 30, 1996 totaled $545,807 or $.55
primary earnings per share, compared to $597,433 or $.62 primary
earnings per share for the six months ended June 30, 1995.
Net income increased in the second quarter of 1996 despite start-
up and operational costs associated with new branch facilities
and increased provisions to the Allowance for Loan and Lease
Losses ("ALLL"). Increases were recorded in net interest income,
service charges on deposit accounts, and on income earned through
sales of credit life insurance, mortgage loan originations, ATM
processing, check order processing and a third party brokerage
service.
As of June 30, 1996, the ALLL totaled $1,063,074, or 1.24% of
total loans. Nonperforming loans totaled $363,390 for the same
period, representing .43% of total loans. MidSouth expensed
$190,000 in provisions for loan and lease losses during the
second quarter of 1996, $155,000 more than the $35,000 expensed
for the second quarter of 1995, primarily due to $298,693 in
chargeoffs of certain loans within a leasing program. Of the
$1.2 million remaining in the program, $310,058 in lease loans
are over 30 days past due but have not been classified as
nonperforming. Management is continuing negotiations with the
lease program participants and anticipates partial recoveries of
the $298,693 charged off in the first six months of 1996. At the
current quarter-end, recoveries of lease loan losses totaled
$37,426. All other loans charged off in the first six months of
1996 totaled $80,517.
MidSouth ended the second quarter of 1996 with total assets of
$169,340,543, an increase of 12.0% over the $151,183,241 reported
at year-end 1995 and an increase of 49.5% over the $113,272,066
reported at the end of the second quarter of 1995. Assets
acquired through the merger with Sugarland Bancshares, Inc. and
Sugarland State Bank on July 31, 1995 represent 30.6% of the
growth experienced over the past twelve months.
As of June 30, 1996, MidSouth's annualized return on average
common equity was 14.64% and annualized return on average assets
was .73% The leverage capital ratio was 6.64% at the current
quarter-end.
8
<PAGE>
Earnings Analysis
Net Interest Income
Average earning assets increased 49.55%, from $96.0 million for
the six months ending June 30, 1995 to $143.5 million for the six
months ending June 30, 1996. An increase in interest income
resulting from the increase in earning assets was partially
offset by a 56 basis point decline in the average yield on
earning assets was partially offset by a 56 basis point decline
in the average yield on earning assets in addition to a $37.9
million volume increase and 22 basis point rate increase
associated with interest-bearing liabilities. Net interest
income increased $896,974 over the comparable 1995 period.
Despite increased net interest earnings, the net interest margin
decreased 81 basis points, from 6.17% for the six months ended
June 30, 1995 to 5.36% for the six months ended June 30, 1996.
The decrease in the net interest margin resulted primarily from a
change in the mix of earning assets. For the first six months
of 1995, loans represented 65% of average earning assets. As of
June 30, 1996, the percentage of loans to average earning assets
fell to 57%. The change in mix occurred as the increase in
deposits during the past twelve months exceeded loan fundings and
excess funds were used to purchase securities or federal funds
sold. Although installment loan demand has remained constant
for MidSouth, competition for quality commercial loans has
resulted in slowed groth for the commercial and real estate loan
portfolios. The influx of deposits resulted from the Sugarland
acquisition, a public funds contract, deposit promotions an
d increased commercial deposits.
An increase in the average rate paid on interest-bearing deposits
and a change in the mix of deposits also contributed to the
decline in the net interest margin. The deposit mix reflects a
greater percentage of interest-bearing deposits for the six
months ending June 30, 1996 as compared to the same period of
1995, primarily due to a public funds contract and increased
commercial deposits. Interest-bearing deposits averaged 73.3% of
total deposits at June 30, 1996 as compared to 70.8% at June
30, 1995. The average rate paid on interest-bearing deposits
increased 29 basis points, from 3.63% to 3.92% for the same
period.
Non-interest Income
MidSouth's primary source of non-interest income, service charges
on deposit accounts, increased $90,534 for the quarter and
$153,739 for the six months ending June 30, 1996 as compared to
the same periods in 1995. The increases result primarily from
additional insufficient funds fees and fees earned on 5,996
additional deposit accounts added in the past twelve months.
However, as a percentage of total transaction account deposits,
service charge income decreased from 1.56% in June 1995 to 1.34%
in June 1996.
Other non-interest income increased $83,758 and $104,338 in
quarterly and year-to-date comparisons, respectively, primarily
due to increases in income earned on the sale of credit life
insurance, mortgage loan originations, ATM transaction
processing, check order processing and a third party brokerage
service. Additionally, in quarterly comparison, a gain on sale
of property was recorded in other non-interest income totaling
$22,650. The gain was realized in May 1996 on the sale of a
portion of the Ambassador Caffery Branch property owned by
MidSouth's subsidiary MidSouth National Bank (the "Bank").
9
<PAGE>
Non-interest Expense
Non-interest expense increased 30.91% for the three months and
35.02% for the six months ended June 30, 1996 as compared to the
same periods ended June 30, 1995. The increase resulted
primarily from start up and operational costs associated with
five new branch facilities, two of which were former Sugarland
banking offices, and a loan processing office which produced
significant increases in salaries and employee benefits,
occupancy expenses, data processing expenses, printing and
supplies, and marketing expenses. Additionally, an increase was
recorded in the "Other" expenses category primarily due to
increased services charges on correspondent bank accounts and
auto expenses.
Salaries and employee benefits increased due the addition of 45
full-time equivalent ("FTE") employees from 80 in June 1995 to
125 in June 1996. Of the 45 FTE employees added in the past
twelve months, 26 were employees of the former Sugarland State
Bank. Additional employees hired during 1995 included six to
staff the Opelousas branch, seven for the Super 1 - New Iberia
branch and seven in May 1996 to staff the Super 1 - Lafayette
branch.
Occupancy expense increased in the three and six month periods
ending June 30, 1996 as compared to the same periods of 1995 due
to increases in building lease expense, depreciation and
maintenance expenses associated with furniture and equipment,
utilities, insurance and ad valorem taxes. Building lease
expense increased due to the addition of leased branch facilities
in Opelousas, New Iberia, Morgan City and Lafayette.
Depreciation and maintenance expenses, in addition to utilities,
insurance and ad valorem taxes, increased due to these four
leased branch facilities and the two former Sugarland locations.
Marketing and promotional expenses increased in quarterly
comparisons due to expenses related to quality service programs
and special loan and deposit promotions.
Service charges on correspondent bank accounts increased due
primarily to a higher volume of items being processed through the
Federal Reserve Bank. Auto expenses increased with the addition
of four new vehicles and three vehicles acquired from Sugarland.
MidSouth realized significant savings of $50,940 for the quarter
and $102,379 for the six months ended June 30, 1996 in FDIC
assessment fees due to its current risk classification. Based on
this classification, MidSouth is required to remit minimal
quarterly fees.
Balance Sheet Analysis
MidSouth ended the second quarter of 1996 with consolidated
assets of $169,340,543, an increase of 12.0% over the
$151,183,241 reported for December 31, 1995. The increase in
consolidated assets was funded from increases of $6.1 million in
transaction accounts, $1.9 million in money market and savings
accounts and $10.4 million in time deposits.
10
<PAGE>
As of June 30, 1996, total deposits increased $18.4 million to
$157.4 million as compared to $139.0 million at December 31,
1995. Approximately $3.4 million in additional public fund
deposits contributed to the increase. Favorable economic
conditions and increased business activity resulted in an
increase of $2.8 million in commerical transaction and money
market accounts and $8.4 million in commercial time deposits
during the first six months of 1996. A certificate of deposit
promotion in the Jennings market contributed to the $1.7 million
increase in individual time deposits for the same period.
Total loans increased $6.5 million during the first six months of
1996. The installment loan promotion held during the months of
March and April 1996 contributed $5.2 million to the installment
loan portfolio. Competition for quality commercial loans has
intensified in the Lafayette area in the past several months, and
as a result, the commercial, agricultural and real estate
portfolios combined grew only $1.3 million during the six months
ending June 30, 1996.
Securities available-for-sale increased $9.5 million, from $36.1
million at December 31, 1995 to $45.6 million at June 30, 1996.
The increase reflects purchases of $12.4 million in U. S.
Treasury and mortgage-backed securities partially offset by a net
decrease of $971,769 in the market value of the securities
available-for-sale. Additionally, $1.8 million in maturities and
principal paydowns were received on mortgage-backed securities
during the first six months of 1996. Unrealized losses in the
securities available-for-sale portfolio, net of unrealized gains
and tax effect, were $544,800 at June 30, 1996, compared to a net
unrealized gain of $98,950 at December 31, 1995. These amounts
result from interest rate fluctuations and do not represent
permanent impairment of value. Moreover, classification of
securities as available-for-sale does not necessarily indicate
that the securities will be sold prior to maturity. Tax-free
municipal securities totaling $3.0 million were purchased for the
held-to-maturity portfolio during the six months ending June 30,
1996.
During the first quarter of 1996, MidSouth's Board of Directors
approved the purchase of defined contribution retirement plans
for two executive officers and one senior officer. The single
premium paid of $575,000 constitutes an earning asset for
MidSouth and is included in the "Other Assets" category on the
balance sheet.
In July 1996, the Bank received approval from the Office of the
Comptroller of the Currency to acquire property in Morgan City,
Louisiana with plans to open a full service facility in 1996.
The Bank currently operates a loan production office in a leased
facility in Morgan City.
Capital Ratios
As of June 30, 1996, MidSouth's leverage ratio was 6.64% as
compared to 6.99% at December 31, 1995. Tier 1 capital to risk-
weighted assets was 11.83% and total capital to risk-weighted
assets was 12.99% at the end of the second quarter of 1996. At
year-end 1995, Tier 1 capital to risk-weighted assets was 12.11%
and total capital to risk-weighted assets was 13.36%.
11
<PAGE>
Common Stock Information
Table 1 below lists the high, low and period-end closing sales
prices of MidSouth's common stock on the American Stock Exchange
(the "AMEX") for the past five quarters. Additional information
on the price and volume of transactions currently appears in the
Wall Street Journal under the heading "American Stock Exchange
Composite Transactions."
<TABLE>
<CAPTION>
TABLE 1 - COMMON STOCK INFORMATION
1996 1995
____ ____
2ND 1ST 4TH 3RD 2ND
QTR QTR QTR QTR QTR
___ ___ ___ ___ ___
<S> <C> <C> <C> <C> <C>
High Price $15.50 $15.63 $19.75 $13.00 $9.12
Low Price $14.00 $15.00 $13.25 $ 8.74 $8.27
Closing Price $14.00 $15.25 $15.38 $13.00 $8.83
</TABLE>
On July 11, 1996, MidSouth announced a four for three stock split
of its common stock for holders of record as of July 31, 1996
payable August 19, 1996. This follows a 5% stock dividend
declared in February 1994 and a four for three stock split of
September 1995. The annual dividend rate of $.24 per common
share will continue to be paid quarterly, resulting in a 33%
increase in the dividend payable. The above table has not been
adjusted to reflect this split.
On June 30, 1996, MidSouth's preferred stock closed at a quarterly
low sales price of $19.00 per share. The high sales price for the
second quarter of 1996 was $20.25 per share.
Nonperforming Assets and Past Due Loans
Table 2 summarizes MidSouth's nonaccrual, past due and
restructured loans and nonperforming assets.
Nonperforming assets were $550,378 as of June 30, 1996, a
decrease of $20,463 from the $570,841 reported for December 31,
1995 and an decrease of $42,610 from the $592,988 reported for
June 30, 1995. No significant changes occurred during the first
six months of 1996.
Loans past due 90 days or more increased from $182,350 in June
1995 to $265,682 in December 1995 and to $448,281 as of June 30,
1996. The increase resulted from the addition of $231,568 in
lease loans that exhibited decreasing payment streams. MidSouth
is the lender in this lease loan program that has been experiencing
unfavorable trends. As of June 30, 1996, after charging off
$298,693 of these loans, there remains $1.2 million outstanding
of which $310,058 are over 30 days past due. Management has
focused its attention on resolving these loans and believes it
has provided adequately for future losses and recoveries.
However, no assurance can be given that these loans will not
deteriorate further.
12
<PAGE>
Specific reserves have been established in the ALLL to cover
potential losses on nonperforming assets. The ALLL is analyzed
quarterly and additional reserves, if needed, are allocated at
that time. Management believes the $1,063,074 in the reserve as
of June 30, 1996 is sufficient to cover potential losses in
nonperforming assets and in the loan and lease portfolios. Loans
classified for regulatory purposes but not included in Table 2 do
not represent material credits about which management has serious
doubts as to the ability of the borrower to comply with loan
repayment terms.
Subsequent Event
In July 1996, MidSouth received approval from the Federal Reserve
Bank of Atlanta to form a finance company subsidiary, Financial
Services of the South, Inc. ("FSS"). FSS began operations on
August 1, 1996, offering consumer financing in the Lafayette
market.
13
<PAGE>
<TABLE>
<CAPTION>
Page 14
TABLE 2
Nonperforming Assets and
Loans Past Due 90 Days
_____________________________________________________________________________________________
June 30, December 31, June 30,
1996 1995 1995
_____________________________________________________________________________________________
<S> <C> <C> <C>
Nonperforming loans
Nonaccrual loans $362,537 $386,510 $404,675
Restructured loans 853 943 4,593
_________ _________ _________
Total nonperforming loans 363,390 387,453 409,268
Other real estate owned, net 180,270 180,270 180,270
Other assets repossessed 6,718 3,118 3,450
_________ _________ _________
Total nonperforming assets $550,378 $570,841 $592,988
========= ========== =========
Loans past due 90 days
or more and still accruing $448,281 $265,682 $182,350
Nonperforming loans as a
% of total loans 0.43% 0.49% 0.61%
Nonperforming assets as a
% of total loans, other real
estate owned and other assets
repossessed 0.64% 0.72% 0.88%
ALLL as a % of nonperforming loans 292.50% 271.49% 224.82%
_____________________________________________________________________________________________
</TABLE>
<PAGE>
PAGE 15
Item 4. Submission of Matters to a Vote of Security Holders
At the annual meeting of shareholders of MidSouth Bancorp, Inc.
held May 15,1996 at 2:00 p.m., the following directors were
elected:
James R. Davis, Jr.
Votes cast for 791,315 Withheld 2,200
Karen L. Hail
Votes cast for 791,315 Withheld 2,200
Milton B. Kidd, III, O.D.
Votes cast for 791,215 Withheld 2,300
No other matters were brought before the meeting on May 15, 1996.
<PAGE>
Item 6. Exhibits and Reports on Form 8-K Page 16
(a) Exhibits
Exihibit NumberDocument Description
3.1 Amended and Restated Articles of Incorporation of
MidSouth Bancorp, Inc. is included as Exhibit 3.1
to the Report on Form 10-K for the year
ended December 31, 1993, and is incorporated
herein by reference.
3.2 Articles of Amendment to Amended and Restated
Articles of Incorporation dated July 19, 1995
are included as Exhibit 4.2 to MidSouth's
Registration Statement on Form S-8 filed
September 20, 1995 and is incorporated herein
by reference.
3.3 Amended and Restated By-laws adopted by the Board
of Directors on April 12, 1995 are included as
Exhibit 3.2 to Amendment No. 1 to MidSouth's
Registration Statement on Form S-4 (Reg.
No. 33-58499) filed on June 1, 1995.
10.1 MidSouth National Bank Lease Agreement with
Southwest Bank Building Limited Partnership is
included as Exhibit 10.7 to the Company's annual
report on Form 10-K for the Year Ended December
31, 1992, and is incorporated herein by reference.
10.2 First Amendment to Lease between MBL Life
Assurance Corporation, successor in interest to
Southwest Bank Building Limited Partnership in
Commendam, and MidSouth National Bank is included
as Exhibit 10.1 to Report on the Company's annual
report on Form 10-KSB for the yearended December
31, 1994, and is incorporated herein by reference.
10.3 Amended and Restated Deferred Compensation Plan
and Trust is included as Exhibit 10.3 to the
Company's annual report on Form 10-K for the year
ended December 31, 1992 and is incorporated herein
by reference.
10.4 Employment Agreements with C. R. Cloutier and
Karen L. Hail are included as Exhibit 5(c) to
MidSouth's Form 1-A and are incorporated
herein by reference.
10.5 Description of the Incentive Compensation Plan for
Officers of MidSouth National Bank is included as
Exhibit 10.5 to the Company's annual report
on Form 10-K for the year ended December 31, 1993,
and is incorporated herein by reference.
<PAGE>
Page 17
10.6 Agreement and Plan of Merger between MidSouth
Bancorp, Inc. and MidSouth National Bank and
Sugarland Bancshares, Inc. and Sugarland
State Bank is included as Exhibit 10.5 to the
Company's annual report on Form 10-KSB for the
year ended December 31, 1994, and is incorporated
herein by reference
11 Computation of earnings per share
(b) Reports Filed on Form 8-K
(none)
Signatures
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
MidSouth Bancorp, Inc.
(Registrant)
Date: August 13, 1996
/s/ C. R. Cloutier
_______________________________
C. R. Cloutier, President & CEO
Karen L. Hail
_______________________________
Karen L. Hail, Executive Vice
President & CFO
Teri S. Stelly
__________________________________
Teri S. Stelly, Vice President &
Controller
<TABLE>
<CAPTION>
MIDSOUTH BANCORP, INC. AND SUBSIDIARY EXHIBIT 11
COMPUTATION OF EARNINGS PER SHARE (Unaudited) Page 18
For the Three and Six Months Periods Ended June 30, 1996 and 1995
Second Quarter Second Quarter Year to Date Year to Date
June 30, June 30, June 30, June 30,
PRIMARY 1996 1995 1996 1995
_____________ _____________ _____________ _____________
<S> <C> <C> <C> <C>
Earnings:
Income applicable to common stock $297,280 $299,348 $545,807 $597,433
================ ============= ============ ==============
Shares:
Weighted average number of
common shares outstanding 987,660 957,557 980,188 956,457
================ ============= ============ ==============
Earnings per common share:
Income applicable to common stock $0.30 $0.31 $0.56 $0.62
================ ============= ============ ==============
Weighted average number of
common shares outstanding 987,660 957,557 980,188 956,457
Assuming exercise of options, reduced by
the number of shares which could have
been purchased with the proceeds from
exercise of such options at the average
issue price or period end price 7,314 4,480 7,402 4,834
_______________ _____________ ____________ _____________
Weighted average number of common
shares outstanding, as adjusted 994,974 962,037 987,590 961,291
================ ============= ============ ==============
Primary earnings per common share $0.30 $0.31 $0.55 $0.62
================ ============= ============ ==============
FULLY DILUTED
Earnings:
Net income $336,413 $299,348 $624,660 $597,433
================ ============= ============ ==============
Weighted average number of
common shares outstanding 987,660 957,557 980,188 956,457
Assuming exercise of options, reduced by
the number of shares which could have
been purchased with the proceeds from
exercise of such options at the higher of
the average issue price or period en 7,534 5,308 7,499 5,308
Assuming conversion of 179,756 shares of
preferred stock at a conversion rate of
1 to 1.3333 shares 239,669 - 239,669 -
_______________ _____________ ____________ _____________
Weighted average number of common
shares outstanding, as adjusted 1,234,863 962,865 1,227,356 961,765
================ ============= ============ ==============
Fully diluted earnings per common share $0.27 $0.31 $0.51 $0.62
================ ============= ============ ==============
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1996
<CASH> 8,820
<INT-BEARING-DEPOSITS> 294
<FED-FUNDS-SOLD> 14,600
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 45,643
<INVESTMENTS-CARRYING> 7,550
<INVESTMENTS-MARKET> 7,476
<LOANS> 85,442
<ALLOWANCE> 1,063
<TOTAL-ASSETS> 169,341
<DEPOSITS> 157,448
<SHORT-TERM> 67
<LIABILITIES-OTHER> 548
<LONG-TERM> 891
<COMMON> 99
0
2,562
<OTHER-SE> 7,726
<TOTAL-LIABILITIES-AND-EQUITY> 169,341
<INTEREST-LOAN> 2,130
<INTEREST-INVEST> 782
<INTEREST-OTHER> 149
<INTEREST-TOTAL> 3,061
<INTEREST-DEPOSIT> 1,088
<INTEREST-EXPENSE> 1,108
<INTEREST-INCOME-NET> 1,953
<LOAN-LOSSES> 190
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1,856
<INCOME-PRETAX> 470
<INCOME-PRE-EXTRAORDINARY> 470
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 336
<EPS-PRIMARY> .30
<EPS-DILUTED> .27
<YIELD-ACTUAL> 5.36
<LOANS-NON> 362
<LOANS-PAST> 448
<LOANS-TROUBLED> 1
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 1,052
<CHARGE-OFFS> 379
<RECOVERIES> 80
<ALLOWANCE-CLOSE> 1,063
<ALLOWANCE-DOMESTIC> 140
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 923
</TABLE>