UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarter ended March 31, 1997
Commission File No. 0-28190
CAMDEN NATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
MAINE 01-04132282
(State or other jurisdiction (I.R.S. Employer
incorporation or organization) Identification No.)
2 ELM STREET, CAMDEN, ME 04843
(Address of principal executive offices) (Zip Code)
Registrants's telephone number, including area code: (207) 236-8821
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter periods 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 [ ]
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practical date:
Outstanding at March 31, 1997: Common stock (no par value) 2,274,279
shares
</PAGE>
<PAGE>
CAMDEN NATIONAL CORPORATION
Form 10-Q for the quarter ended March 31, 1997
TABLE OF CONTENTS OF INFORMATION REQUIRED IN REPORT
PART I.
ITEM 1. FINANCIAL INFORMATION
PAGE
Consolidated Statements of Income
Three Months Ended March 31, 1997 and 1996 3
Consolidated Statements of Conditions
March 31, 1997 and 1996 and December 31, 1996 4
Consolidated Statement of Cash Flows
Three Months Ended March 31, 1997 and 1996 5
Notes to Consolidated Financial Statements
Three Months Ended March 31, 1997 and 1996 6
Analysis of Change in Net Interest Margin
Three Months Ended March 31, 1997 and 1996 7
Average Daily Balance Sheets
Three Months Ended March 31, 1997 and 1996 8
Analysis of Volume and Rate Changes on Net Interest Income
& Expenses March 31, 1997 over March 31, 1996 9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS 10-14
PART II.
ITEM 6. Exhibits and Reports on Form 8-K 15
SIGNATURES 16
EXHIBITS 17
</PAGE>
<PAGE>
PART I.
ITEM I. FINANCIAL INFORMATION
<TABLE>
Camden National Corporation and Subsidiaries
Consolidated Statement of Income
(unaudited)
(In Thousands, except number of Quarter Ended March 31,
shares and per share data) 1997 1996
<S> <C> <C>
Interest Income
Interest and fees on loans $ 7,602 $ 7,016
Interest on U.S. Government and agency obligations 2,707 2,168
Interest on state and political subdivisions 61 83
Interest on interest rate swap agreements 184 313
Interest on federal funds sold and other investments 168 141
------- -------
Total interest income 10,722 9,721
Interest Expense
Interest on deposits 3,251 3,624
Interest on other borrowings 1,507 799
Interest on interest rate swap agreements 176 286
------- -------
Total interest expense 4,934 4,709
------- -------
Net interest income 5,788 5,012
Provision for Loans Losses 287 217
------- -------
Net interest income after provision for loan losses 5,501 4,795
Other Income
Service charges on deposit accounts 247 243
Other service charges and fees 276 252
Other 282 165
------- -------
Total other income 805 660
Operating Expenses
Salaries and employee benefits 1,714 1,540
Premises and fixed assets 526 504
Other 925 800
------- -------
Total operating expenses 3,165 2,844
Less minority interest in net income (loss) (4) (16)
------- -------
Income before income taxes 3,145 2,627
Income Taxes 1,056 869
------- -------
Net Income $ 2,089 $ 1,758
======= =======
Per Share Data
Earnings per share .91 .75
(Net income divided by weighted
average shares outstanding)
Cash dividends per share .32 .18
Weighted average number of
shares outstanding 2,287,083 2,342,585
</TABLE>
<PAGE>
Camden National Corporation and Subsidiaries
Consolidated Statement of Condition
(unaudited)
<TABLE>
(In Thousands, except number of March 31, March 31, December 31,
shares and per share data) 1997 1996 1996
<S> <C> <C> <C>
Assets
Cash and due from banks $ 16,825 $ 12,789 $ 17,233
Federal funds sold 0 1,150 2,075
Securities available for sale 10,621 20,336 12,647
Securities held to maturity 171,490 128,011 143,216
Other securities 12,157 6,358 7,516
Residential mortgages held for sale 2,589 2,465 2,544
Loans, less allowance for loan losses of
$4,683 and $4,203 at March 31, 1997 and
1996, and $4,472 at December 31, 1996 312,664 282,285 304,230
Bank premises and equipment 9,077 8,487 8,944
Other real estate owned 941 1,279 1,264
Interest receivable 3,666 3,339 3,920
Other assets 6,983 6,313 6,489
-------- -------- --------
Total assets $547,013 $472,812 $510,078
======== ======== ========
Liabilities
Deposits:
Demand $ 43,947 $ 36,865 $ 47,749
NOW 40,323 37,811 41,715
Money market 25,012 25,210 24,076
Savings 63,543 63,447 63,597
Certificates of deposit 182,031 190,557 176,103
-------- -------- --------
Total deposit 354,856 353,890 353,240
Borrowings from Federal Home Loan Bank 115,356 45,209 67,051
Other borrowed funds 12,301 13,323 26,709
Accrued interest and other liabilities 6,241 5,512 5,211
Minority interest in subsidiary 41 74 45
-------- -------- --------
Total liabilities 488,795 418,008 452,256
-------- -------- --------
Stockholders' Equity
Common stock, no par value; authorized
5,000,000, issued 2,376,080 shares 2,436 2,436 2,436
Surplus 1,226 1,226 1,226
Retained earnings 58,181 52,286 56,827
Net unrealized appreciation on securities
available for sale, net of income tax 10 31 32
-------- -------- --------
61,853 55,979 60,521
Less cost of 101,801, 35,158 and 77,448
shares of treasury stock on March 31,
1997 and 1996, and December 31, 1996 3,635 1,175 2,699
-------- -------- --------
Total stockholders' equity 58,218 54,804 57,822
-------- -------- --------
Total liabilities and
stockholders' equity $547,013 $472,812 $510,078
======== ======== ========
</TABLE>
<PAGE>
Camden National Corporation and Subsidiaries
Consolidated Statement of Cash Flows
(unaudited)
<TABLE>
(In Thousands)
Quarter Ended March 31,
1997 1996
<S> <C> <C>
Operating Activities
Net Income $ 2,089 $ 1,758
Adjustment to reconcile net income to
net cash provided by operating activities:
Provision for loan losses 287 217
Depreciation and amortization 134 236
Decrease in interest receivable 254 913
(Increase) decrease in other assets (464) 129
Increase in other liabilities 1,030 456
Cash receipts from sale of residential loans 0 559
Origination of mortgage loans held for sale (45) (941)
Loss on disposal of assets 0 0
Other, net 7 0
------- -------
Net cash provided by operating activities 3,292 3,327
------- -------
Investing Activities
Proceeds from sale and maturities of
securities held to maturity 11,221 12,856
Proceeds from sale and maturities of
securities available for sale 2,000 0
Purchase of securities held to maturity (39,475) (5,737)
Purchase of securities available for sale 0 (566)
Purchase of Federal Home Loan Bank Stock (4,641) 0
Increase in loans (8,721) (3,563)
Net decrease(increase)in other real estate 323 (193)
Purchase of premises and equipment (319) (228)
Proceeds from sale of premises and equipment 0 0
(Increase)in minority position (4) (15)
Net purchase of federal funds 2,075 550
------- -------
Net cash used by investing activities (37,541) 3,104
------- -------
Financing Activities
Net decrease in demand deposits,
NOW accounts, and savings accounts (4,312) (15,462)
Net increase(decrease)in certificates of deposit 5,928 (528)
Net increase in short-term borrowings 33,897 6,552
Purchase of treasury stock (937) (163)
Sale of treasury stock 0 25
Cash Dividends (735) (422)
------- -------
Net cash provided by financing activities 33,841 (9,998)
------- -------
(Decrease) in cash and equivalents (408) (3,567)
Cash and cash equivalents at beginning of year 17,233 16,356
------- -------
Cash and cash equivalents at end of year $16,825 $12,789
======= =======
</TABLE>
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements were prepared in
accordance with instructions for Form 10-Q and, therefore, do not include all
disclosures required by generally accepted accounting principles for complete
presentation of financial statements. In the opinion of management, the
consolidated financial statements contain all adjustments (consisting only of
normal recurring accruals) necessary to present fairly the consolidated
balance sheets of Camden National Corporation, as of March 31, 1997, March 31
1996 and December 31, 1996, the consolidated statements of income for the
three months ended March 31, 1997 and March 31, 1996, and the consolidated
statements of cash flows for the three months ended March 31, 1997, and March
31, 1996. All significant intercompany transactions and balances are
eliminated in consolidation. The income reported for 1997 period is not
necessarily indicative of the results that may be expected for the full year.
NOTE 2 - SFAS No. 125 and No. 127
SFAS No. 125 and No. 127 relate to the accounting for transfers and servicing
of financial assets and extinguishment of certain liabilities and became
effective January 1, 1997. The adoption of these standards did not have a
material effect on the financial statements.
ANALYSIS OF CHANGE IN NET INTEREST MARGIN
Three Months Ending Three Months Ending
March 31, 1997 March 31, 1996
------------------- -------------------
Dollars in thousands Amount Average Amount Average
of Yield/ of Yield/
interest Rate interest Rate
-------- ------- -------- -------
Interest-earning assets:
Securities - taxable $ 2,873 6.54% $ 2,288 6.21%
Securities - nontaxable 92 6.73% 125 6.34%
Federal funds sold 8 4.52% 21 5.10%
Loans 7,483* 9.45% 7,043* 9.78%
-------- ------- -------- -------
Total earning assets 10,456 8.39% 9,477 8.52%
Interest-bearing liabilities:
NOW accounts 130 1.32% 138 1.44%
Savings accounts 522 3.31% 531 3.36%
Money Market accounts 191 3.17% 204 3.12%
Certificates of deposit 2,387 5.34% 2,644 5.77%
Short-term borrowings 1,508 5.28% 799 5.71%
Broker certificates 20 6.24% 107 6.01%
-------- ------- -------- -------
Total interest-bearing
liabilities 4,758 4.52% 4,423 4.73%
<PAGE>
Net interest income
(fully-taxable equivalent) 5,698 5,054
Less: fully-taxable
equivalent adjustment (70) (42)
-------- --------
$ 5,628 $ 5,012
======== ========
Net Interest Rate Spread
(fully-taxable equivalent) 3.87% 3.79%
Net Interest Margin
(fully-taxable equivalent) 4.57% 4.54%
*Includes net swap income figures (in thousands) - March 1997 $8 and
March 1996 $27.
Notes: Nonaccrual loans are included in total loans. Tax exempt
interest was calculated using a rate of 34% for fully-taxable
equivalent.
<TABLE>
AVERAGE DAILY BALANCE SHEETS
Dollars in thousands
Quarters Ended March 31,
1997 1996
---- ----
<S> <C> <C>
Interest-earning assets:
Securities - taxable $175,774 $147,451
Securities - nontaxable 5,467 7,891
Federal funds sold 708 1,648
Loans 316,674 287,980
-------- --------
Total earning assets 498,623 444,970
Cash and due from banks 13,112 12,733
Other assets 20,837 19,919
Less allowance for loan losses (4,762) (4,225)
-------- --------
Total assets $527,810 $473,397
======== ========
Interest-bearing liabilities:
NOW accounts $ 39,438 $ 38,299
Savings accounts 63,103 63,153
Money market accounts 24,069 26,143
Certificates of deposits 178,663 183,411
Short-term borrowings 114,261 56,018
Broker certificates 1,282 7,119
-------- --------
Total interest-bearing liabilities 420,816 374,143
Demand deposits 43,165 39,619
Other liabilities 5,809 5,744
Shareholders' equity 58,020 53,891
-------- --------
Total liabilities and
stockholders' equity $527,810 $473,397
======== ========
</TABLE>
<PAGE>
ANALYSIS OF VOLUME AND RATE CHANGES ON NET INTEREST INCOME AND EXPENSES
<TABLE>
March 1997 Over March 1996
--------------------------
Change Change
Due to Due to Total
In thousands Volume Rate Change
------- ------- -------
<S> <C> <C> <C>
Interest-earning assets:
Securities--taxable 439 146 585
Securities--nontaxable (38) 5 (33)
Federal funds sold (12) (1) (13)
Loans 702 (262) 440
------- ------- -------
Total interest income 1,091 (112) 979
Interest-bearing liabilities:
NOW accounts 4 (12) (8)
Savings accounts 0 (9) (9)
Money market accounts (16) 3 (13)
Certificates of deposit (68) (189) (257)
Short-term borrowings 831 (122) 709
Broker deposits (88) 1 (87)
------- ------- -------
Total interest expense 663 (328) 335
Net interest income 428 216 644
(fully taxable equivalent) ======= ======= =======
</TABLE>
</PAGE>
<PAGE>
ITEM II. MANAGEMENT'S DISCUSSION OF FINANCIAL CONDITION AND RESULTS OF
OPERATION
FINANCIAL CONDITION
At March 31, 1997, the Company had consolidated assets of $547.0 million, an
increase of $36.9 million or 7.2%, from December 31, 1996. The change in
assets consisted primarily of an increase in the investment portfolio of
$30.9 million or 18.9%. This increase was the result of an asset/liability
strategy in which the Company purchased longer term investments funded by
shorter term borrowings. Most purchases were made in the held to maturity
investment category. The increase in the other securities category was the
result of increased stock purchased at the Federal Home Loan Bank of Boston,
necessary to support borrowing activity. Loans have also increased $8.7
million or 2.8%, from December 21, 1996. In reviewing the balance sheet on
March 31, 1997 as compared to March 31, 1996, the major changes in assets was
the growth in the loan portfolio by $31.0 million or 10.7% and in the
investment portfolio by $39.5 million or 25.6%.
The liquidity needs of the Company's financial institution subsidiaries
require the availability of cash to meet the withdrawal demands of depositors
and the credit commitments to borrowers. Deposits still represent the
Company's primary source of funds. Since December 31, 1996, deposits have
increase slightly by $1.6 million. Both of the Company's banking
subsidiaries have experienced extreme competition by competitors for
deposits. In addition, like the banking industry in general, the Company's
banking subsidiaries have experienced a decline in deposit growth over the
past several years. Therefore, other funding sources have had be pursued and
utilized.
Borrowings also provide liquidity in the form of federal funds purchased,
securities sold under agreements to repurchase, treasury tax and loan
accounts, and borrowings from the Federal Home Loan Bank. Total borrowings
have increased by $33.8 million or 36.2% since December 31, 1996. The major
reason for this increase was to support activity in the investment portfolio.
The Company's strong capital position supports the increase in the balance
sheet. In addition, the Company views borrowed funds as a reasonable priced
alternative funding source that should be utilized. Borrowings have
continued to be a viable source of funding during the past year as the
increase of $69 million since March 31, 1995 reflects.
In determining the adequacy of the loan loss allowance, management relies
primarily on its review of the loan portfolio both to ascertain whether there
are probable losses to be written off, and to assess the loan portfolio in
the aggregate. Nonperforming loans are examined on an individual basis to
determine estimated probable loss. In addition, management considers current
and projected loan mix and loan volumes, historical net loan loss experience
for each loan category, and current and anticipated economic conditions
affecting each loan category. No assurance can be given, however, that
adverse economic conditions or other circumstances will not result in
increased losses in the portfolio. The Company continues to monitor and
modify its allowance for loan losses as conditions dictate. During the first
three months of 1997, $287,000 was added to the reserve for loan losses,
resulting in an allowance of $4.7 million, or 1.46%, of total loans
outstanding. Management believes that this allowance is appropriate given
the current economic conditions in the Company's service area and the overall
condition of the loan portfolio.
</PAGE>
<PAGE>
Under Federal Reserve Board (FRB) guidelines, bank holding companies such as
the Company are required to maintain capital based on "risk-adjusted" assets.
These guidelines apply to the Company on a consolidated basis. Under the
current guidelines, banking organizations must maintain a risk-based capital
ratio of eight percent, of which at least four percent must be in the form of
core capital. The Company's Tier 1 and Tier 2 ratios at March 31, 1997, of
18.59% and 19.84% respectively, exceed regulatory guidelines. The Company's
ratios at December 31, 1996 were 19.2% and 20.4%.
The principal cash requirement of the Company is the payment of dividends on
common stock when declared. The company is primarily dependent upon the
payment of cash dividends by Camden National Bank to service its
commitments. During the first three months of 1997 Camden National Bank paid
dividends to the company in the amount of $1,671,105. The Company paid
dividends to shareholders in the amount of $734,602. The remaining amount of
$936,503 was used for treasury stock transactions by the Company.
RESULTS OF OPERATIONS
Net income for the three months ended March 31, 1997 was $2,089,000, an
increase of $331,000 or 18.8% above 1996's first three month's net income of
$1,758,000. The major contributing factor was the increase in earning
assets, which resulted in an increase in net interest income.
NET INTEREST INCOME
Net interest income, on a fully taxable equivalent basis, for the three
months ended March 31, 1997 was $5,698,000, a 12.7% or $644,000 increase over
first quarter 1996's net interest income of $5,054,000. Contributing to this
increase was the fact that total interest income was $979,000 or 10.3% higher
in the first three months of 1997 compared to the same period in 1996.
Interest income on loans increased by $440,000. This increase was the net of
a $702,000 increase due to an increase in loan volume, reduced by $262,000
due to a reduction in loan yields from 9.78% in during the first quarter of
1996 to 9.45% during the first quarter of 1997. The Company also experienced
an increase in interest income on investments during the first quarter of
1997 compared to the same period in 1996 due to combination of volume and
rate increases. The Company's net interest expense on deposits and
borrowings increased by $335,000 during the first quarter of 1997 compared to
the same period in 1996. This increase was the net of a $663,000 due to an
increase in volume, reduced by $328,000 due to a reduction in rates.
The Analysis of Change in Net Interest Margin, the Average Daily Balance
Sheets, and the Analysis of Volume and Rate Changes on Net Interest Income
and Expenses are provided on pages 7-9 of this report to enable the reader to
understand the components of the Company's interest income and expenses. The
first table provides an analysis of changes in net interest margin on
earnings assets; interest income earned and interest expense paid and average
rates earned and paid; and the net interest margin on earning assets for the
three months ended March 31, 1997 and 1996. The second of these tables
presents average assets liabilities and stockholders' equity for the three
months ended March 31, 1997 and 1996. The third table presents an analysis
of volume and rate change on net interest income and expense from March 31,
1996 to March 31, 1997.
The Company utilizes off-balance sheet instruments such as interest rate swap
agreements that have an effect on net interest income. The net results were
an increase in net interest income of $8,000 in the first quarter of 1997
compared to an increase of $27,000 in the first quarter of 1996.
<PAGE>
NONINTEREST INCOME
There was a $145,000 or 22.0% increase in total noninterest income in the
first quarter of 1997 compared to the first quarter of 1996. Service charges
on deposit accounts remained relatively level for the first three months of
1997 compared to 1996 with an increase of only $5,000 or 1.6%. Other service
charges and fees increased by $24,000 or 9.5% in the first three months of
1997 compared to 1996. The major contributing factor to this increase was
the fee income generated by the new debit cards in 1997. Debit cards were
introduced mid-year 1996. Other income increased by $117,000 from $165,000
in the first quarter of 1996 to $282,000 in 1997. The major contributing
factors for this increase were merchant assessment fees, trust fees and a new
accounts receivable loan program.
NONINTEREST EXPENSE
There was a $321,000 or 11.3% increase in total noninterest expenses in the
first quarter of 1997 compared to the first quarter of 1996. Salaries and
employee benefits cost increased by $174,000 or 11.3% in the first quarter of
1997 compared to 1996. This increase was the result of normal annual
increases, additions to staff and higher pension benefit costs. Other
operating expenses increased by $125,000 or 15.6%. The two major
contributing factors for this increase were credit card expenses and
consulting fees.
IMPACT OF INFLATION AND CHANGING PRICES
The Consolidated Financial Statements and related Notes thereto presented
elsewhere herein have been prepared in accordance with generally accepted
accounting principles which require the measurement of financial position and
operating results in terms of historical dollars without considering changes
in the relative purchasing power of money over time due to inflation.
Unlike many industrial companies, substantially all of the assets and
virtually all of the liabilities of the Company are monetary in nature. As a
result, interest rates have a more significant impact on the Company's
performance than the general level of inflation. Over short periods of time,
interest rates may not necessarily move in the same direction or in the same
magnitude as inflation.
RECENT ACCOUNTING PRONOUNCEMENTS
SFAS 122, "Accounting for Mortgage Servicing Rights" was issued in May of
1995. Where mortgage loans are sold or securitized but the rights to service
those loans are retained by the creditor, the standard requires that the
total cost of such loans (whether originated or acquired) be allocated
between the mortgage servicing rights and the loans themselves based on their
relative fair values. SFAS 122 also addresses measurement of impairment of
capitalized mortgage servicing rights. The Company adopted SFAS 122 as of
January 1, 1996. Since adoption there has been minimum activity in this area
resulting in no material effect on the financial position and results of
operation.
The Company adopted SFAS No. 123, "Accounting for Stock Based Compensation,"
and has elected the intrinsic value method whereby additional disclosures of
stock based compensation are required; however, the financial statements are
not affected.
<PAGE>
SFAS No. 125 and No. 127 relate to the accounting for transfers and servicing
of financial assets and extinguishment of certain liabilities and are
effective for years beginning January 1, 1997. The adoption of these
standards have had no material effect on the financial statements.
SFAS No. 128, "Earnings Per Share," and SFAS No. 129, "Disclosure of Information
on Capital Structure" are effective beginning December 31, 1997. The
adoption of these standards are not expected to have a material effect on the
financial statements.
OTHER MATTERS
SHARE REPURCHASE PLAN. Camden National Corporation (CNC) will seek to
repurchase up to five percent of its outstanding shares during the succeeding
twelve months following the adoption of this plan. The Board of Directors
approved funding of this plan on September 4, 1996. The repurchase will be
effected as follows:
1. All of CNC's bids and repurchases of its stock during a
given day shall be effected through a single broker or
dealer, except that CNC may repurchase shares from others
provided that the same have not been solicited by or on
behalf of CNC. For this purpose, CNC shall utilize the
services of Paine Webber, A.G. Edwards & Sons, Inc., Maine
Securities Corp. and Tucker Anthony, and
2. All of CNC's repurchases of its stock shall be at a price
which is not higher than the lowest current independent
offer quotation determined on the basis of reasonable
inquiry. Management shall exercise its best judgement
whether tho purchase stock at the then lowest current
independent offer quotation;
3. Daily volume of CNC repurchases must be in an amount that
(a) when added to the amounts of all of CNC's other repurchases
through a broker or dealer on that day, except "block purchases,"
(i.e., 2,000 or more shares repurchased from a single seller) does
not exceed one "round lot" (i.e., 100 shares) or (b) when added to
the amounts of all of CNC's other repurchases through a broker or
dealer during that day and the preceding five business days, except
"block purchases" does not exceed one twentieth of one percent
(1/20 of 1%) of the outstanding shares of CNC stock, exclusive of
shares known to be owned beneficially by affiliates, (i.e.,
approximately 1,000 shares);
4. If at any time while this plan is in effect trading in CNC's
shares of stock are reported through a consolidated system,
compliance for rule 10b-18 of the Exchange Act Rules shall
be complied with;
5. A press release was issued describing this plan.
The Camden National Bank expressed, to the Comptroller of the Currency, in a
letter dated July 23, 1996, its desire to change its capital structure by
reducing its common stock or surplus in an amount not to exceed $4,700,000 to
accommodate the above described "Share Repurchase Plan." This will reduce
the Company's excess capital position and should improve shareholder return
on equity.
<PAGE>
In a letter dated August 16, 1996 from the Comptroller of the Currency's
office approval was granted with the understanding that the reduction in
capital will be accomplished through a reduction in Camden National Bank's
surplus account and a corresponding distribution to Camden National
Corporation, the bank's sole shareholder. As of March 31, 1997, a total of
67,419 shares had been repurchased through this plan.
Item 6. Exhibits and Reports on Form 8-K.
(a). Exhibits
(3.i.) The Articles of Incorporation of Camden National Corporation, are
incorporated herein by reference.
(3.ii.) The Bylaws of Camden National Corporation, as amended to date,
Exhibit 3.ii. to the Company's Registration Statement on Form S-4
filed with the Commission on September 25, 1995, file number
33-97340, are incorporated herein by reference.
(10.1) Lease Agreement for the facility occupied by the Thomaston Branch
of Camden National Bank, filed with Form 10-K, December 31, 1995,
and is incorporated herein by reference.
(10.2) Lease Agreement for the facility occupied by the Camden Square
Branch of Camden National Bank, filed with Form 10-K, December 31,
1995, and is incorporated herein by reference.
(10.3) Lease Agreement for the facility occupied by the Audit Department
and one other tenant, filed with Form 10-K, December 31, 1995,
and is incorporated herein by reference.
(10.4) Lease Agreement for the facility occupied by the Hampden Branch
of United Bank, filed with Form 10-K, December 31, 1995, and is
incorporated herein by reference.
(10.5) Camden National Corporation 1993 Stock Option Plan, filed with
Form 10-K, December 31, 1995, and is incorporated herein by
reference.
(10.6) UnitedCorp Stock Option Plan, filed with Form 10-K, December 31,
1995, and is incorporated herein by reference.
(27) Financial Data Schedule.
(b) Reports on Form 8-K.
None filed.
</PAGE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Acto of 1934, the Registrant
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
CAMDEN NATIONAL CORPORATION
(Registrant)
Keith C. Patten (signature) 04/14/97
- ------------------------------------- --------
Keith C. Patten Date
President and Chief Executive Officer
Susan M. Westfall (signature) 04/14/97
- ------------------------------------- --------
Susan M. Westfall Date
Treasurer and Chief Financial Officer
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<S> <C> <C>
<PERIOD-TYPE> 3-MOS YEAR
<FISCAL-YEAR-END> DEC-31-1997 DEC-31-1996
<PERIOD-END> MAR-31-1997 DEC-31-1996
<CASH> 16,825 17,233
<INT-BEARING-DEPOSITS> 310,909 305,491
<FED-FUNDS-SOLD> 0 2,075
<TRADING-ASSETS> 0 0
<INVESTMENTS-HELD-FOR-SALE> 10,621 12,647
<INVESTMENTS-CARRYING> 171,490 143,216
<INVESTMENTS-MARKET> 171,037 143,221
<LOANS> 319,936 311,246
<ALLOWANCE> 4,683 4,472
<TOTAL-ASSETS> 547,013 510,078
<DEPOSITS> 354,856 353,240
<SHORT-TERM> 127,657 93,760
<LIABILITIES-OTHER> 6,282 5,256
<LONG-TERM> 0 0
0 0
0 0
<COMMON> 2,436 2,436
<OTHER-SE> 55,782 55,386
<TOTAL-LIABILITIES-AND-EQUITY> 547,013 510,078
<INTEREST-LOAN> 7,602 29,483
<INTEREST-INVEST> 2,936 10,281
<INTEREST-OTHER> 184 1,251
<INTEREST-TOTAL> 10,722 41,015
<INTEREST-DEPOSIT> 1,507 13,982
<INTEREST-EXPENSE> 4,934 19,105
<INTEREST-INCOME-NET> 5,788 21,910
<LOAN-LOSSES> 287 838
<SECURITIES-GAINS> 0 0
<EXPENSE-OTHER> 3,165 12,338
<INCOME-PRETAX> 3,145 12,145
<INCOME-PRE-EXTRAORDINARY> 3,145 12,145
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 2,089 8,115
<EPS-PRIMARY> .91 3.48
<EPS-DILUTED> .90 3.43
<YIELD-ACTUAL> 8.39 8.67
<LOANS-NON> 2,072 1,674
<LOANS-PAST> 494 599
<LOANS-TROUBLED> 0 0
<LOANS-PROBLEM> 2,566 2,273
<ALLOWANCE-OPEN> 4,473 4,080
<CHARGE-OFFS> 143 656
<RECOVERIES> 66 210
<ALLOWANCE-CLOSE> 4,683 4,472
<ALLOWANCE-DOMESTIC> 4,522 4,175
<ALLOWANCE-FOREIGN> 0 0
<ALLOWANCE-UNALLOCATED> 161 297
</TABLE>
