<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):January 22, 1998
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GEORGE MASON BANKSHARES, INC.
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(Exact name of registrant as specified in its charter)
Virginia 0-13833 54-1303470
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(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification
incorporation) No.)
11185 Main Street Fairfax, Virginia 22030
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (703) 352-1100
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N/A
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(Former name or former address, if changed since last report.)
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Item 5. Other Events.
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On January 22, 1998, George Mason Bankshares, Inc. issued
the press release attached hereto as Exhibit 99 and incorporated
by reference herein, regarding results of operations for the year
ended December 31, 1997.
Item 7. Financial Statements and Exhibits
---------------------------------
(c) Exhibits
99 Press Release of George Mason Bankshares, Inc. dated
January 22, 1998.<PAGE>
<PAGE>
EXHIBIT INDEX
Exhibit
Number Description
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99 Press Release of George Mason Bankshares, Inc.
dated January 22, 1998.
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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 hereunto duly authorized.
GEORGE MASON BANKSHARES, INC.
Date: January 22, 1998 By: /s/ BERNARD H. CLINEBURG
-----------------------------------
Bernard H. Clineburg
President and Chief Executive
Officer
<PAGE>
Exhibit 99
<PAGE>
GEORGE MASON BANKSHARES, INC.
P.O. Box 600
11185 Main Street
Fairfax, Virginia 22030
(703) 352-1100
For Immediate Release
Contact: James Consagra, Treasurer (703) 502-7170
January 22,1998
GEORGE MASON BANKSHARES, INC.
REPORTS SIXTH CONSECUTIVE YEAR
OF RECORD EARNINGS
ASSETS EXCEED $1 BILLION
The Board of Directors of George Mason Bankshares, Inc. (NASDAQ:
GMBS) today reported 1997 net income of $8.08 million compared to
$6.88 million for 1996, representing an increase of 17.4% and
marking the Company's sixth consecutive year of record earnings.
Basic earnings per share for 1997 were $1.58 compared to $1.38
for 1996, an increase Of 14.5%. Diluted earnings per share
increased to $1.54 for 1997 from $1.35 in 1996, representing a
14.1% increase. Net income for the fourth quarter of 1997
totaled $2.15 million compared to $2.03 million for the same
period last year, representing an increase of 5.6%. Basic
earnings per share and diluted earnings per share for the fourth
quarter of 1997 were $0.41 and $0.40, respectively, compared to
$0.40 and $0.40 for 1996.
The improvement in net income for 1997 was primarily attributable
to increases in net interest income and noninterest income. The
increase in noninterest income was led by a substantial increase
in gains on sales of mortgage loans, a result of the activities
of George Mason Mortgage Corporation. The improvements in
revenues were partially offset by an increase in noninterest
expenses, which included $368 thousand in nonrecurring merger
expenses.
Total assets increased to $1.0 billion at December 31, 1997
compared to $872 million at December 31, 1996, an increase of
$154 million, or 17.6%. Total deposits were $819 million at
year-end compared to $694 million on December 31, 1996. Loans,
net of unearned income, increased to $456 million at December 31,
1997 compared to $374 million at December 31, 1996, an increase
of 22.1%.
"It was another outstanding year for George Mason, as we reached
the $1 billion milestone in assets, recorded our sixth
consecutive year of record earnings, and provided a total return
to our shareholders of 75%," said Bernard H. Clineburg, President
and Chief Executive Officer of the Company. "The continued
success of our franchise is a direct result of excellent customer
service, competitive products and pricing, and convenient
locations throughout the Greater Washington area."
Shareholders' equity at December 31, 1997 totaled $76 million
compared to $64 million on December 31, 1996. The Company
recently announced a cash dividend of $0.14 per share for the
fourth quarter of 1997, marking the Company's 42nd consecutive
quarterly dividend. Dividends for 1997 totaled $0.56 per share
compared to $0.46 per share for 1996, an increase of 21.7%.
In September 1997, the Company announced the signing of a
definitive agreement to merge with United Bankshares, Inc.
(NASDAQ: UBSI), a $2.7 billion bank holding company headquartered
in Charleston, West Virginia. The merger, which is subject to
shareholder and regulatory approval, is expected to close in
April 1998.
George Mason Bankshares, Inc. is a one-bank holding company
headquartered in Fairfax, Virginia. The Company operates 22
banking offices and 5 mortgage lending offices throughout
Virginia, the District of Columbia and Montgomery County,
Maryland.<PAGE>
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<TABLE>
<CAPTION>
GEORGE MASON BANKSHARES, INC.
FINANCIAL HIGHLIGHTS
FOURTH QUARTER 1997
(Dollars in thousands, except per share data)
(unaudited)
SUMMARY PAGE 1997 1996 CHANGE
%CHANGE
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<S> <C> <C> <C>
<C>
FOR THE THREE MONTHS
ENDED DECEMBER 31:
NET INCOME $ 2,146 $ 2,033 $ 113
5.6%
BASIC EARNINGS
PER SHARE 0.41 0.40 0.01
2.5%
DILUTED EARNINGS
PER SHARE 0.40 0.40 0.00
0.0%
RETURN ON AVERAGE
ASSETS 0.90% 0.95% -0.05%
-5.3%
RETURN ON AVERAGE
COMMON EQUITY** 11.78% 12.54% -0.76%
-6.1%
NET INTEREST MARGIN 3.98% 3.87% 0.11%
2.8%
WEIGHTED AVERAGE
SHARES OUTSTANDING 5,194 5,025 169
3.4%
WEIGHTED AVERAGE
SHARES OUTSTANDING 5,351 5,133 218
4.2%
FOR THE YEAR ENDED
DECEMBER 31:
NET INCOME $ 8,080 $ 6,883 $ 1,197
17.4%
BASIC EARNINGS
PER SHARE 1.58 1.38 0.20
14.5%
DILUTED EARNINGS
PER SHARE 1.54 1.35 0.19
14.1%
RETURN ON AVERAGE
ASSETS 0.90% 0.92% -0.02%
-2.2%
RETURN ON AVERAGE
COMMON EQUITY** 11.76% 11.21% 0.55%
4.9%
NET INTEREST MARGIN 3.95% 3.95% 0.00%
0.0%
WEIGHTED AVERAGE
SHARES OUTSTANDING 5,105 4,980 125
2.5%
ADJUSTED WEIGHTED
AVERAGE SHARES
OUTSTANDING 5,247 5,088 159
3.1%
ACTUAL SHARES
OUTSTANDING 5,261 5,028 233
4.6%
BOOK VALUE PER SHARE $14.45 $12.80 $1.65
12.9%
PERIOD END TOTALS:
TOTAL ASSETS $1,025,985 $ 872,470 $153,515
17.6%
LOANS, (NET OF
UNEARNED DISCOUNT
AND LOAN FEES)*** 456,308 373,613 82,695
22.1%
MORTGAGE LOANS HELD
FOR RESALE 90,611 72,983 17,628
24.2%
DEPOSITS 819,302 693,594 125,708
18.1%
SHAREHOLDERS' EQUITY 76,036 64,344 11,692
18.2%
ALLOWANCE FOR LOAN
LOSSES 5,669 5,659 10
0.2%
NONPERFORMING ASSETS 1,060 1,980 (920)
-46.5%
** CALCULATION EXCLUDES ADJUSTMENT FOR UNREALIZED (LOSSES) OR
GAINS.
*** BEFORE RESERVES<PAGE>
<PAGE>
</TABLE>
<TABLE>
<CAPTION>
GEORGE MASON BANKSHARES, INC.
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except per share data)
(unaudited)
31-DEC-97
31-DEC-96
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<S> <C>
<C>
ASSETS
Cash and due from banks $ 35,640 $
41,158
Federal funds sold 55,052
23,800
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Total cash and cash equivalents 90,692
64,958
Securities available-for-sale 321,652
280,859
Securities held-to-maturity 52,017
64,574
Mortgage loans held for resale 90,611
72,983
Loans, net of unearned discount and
loan fees 456,308
373,613
Less: Allowance for loan losses (5,669)
(5,659)
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- --------
Loans, net 450,639
367,954
Bank premises and equipment, net 9,351
10,019
Accrued income receivable 4,939
4,480
Prepaid expenses and other assets 4,422
4,186
Deferred income taxes 1,662
2,059
Other real estate 0
398
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Total Assets $1,025,985 $
872,470
Liabilities and Shareholders' Equity
Liabilities
Deposits:
Demand $ 176,803 $
132,415
Interest checking 61,441
49,002
Savings 182,762
162,414
Time 398,296
349,763
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Total deposits 819,302
693,594
Securities sold under agreements to
repurchase and other borrowed funds 122,809
105,898
Accrued expenses and other liabilities 7,110
7,979
Dividends payable 728
655
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Total Liabilities 949,949
808,126
Shareholders' Equity
Preferred stock 0
0
Common stock 5,840
5,581
Surplus 43,163
38,472
Retained earnings 26,308
21,094
Unrealized holding gain (loss) on
securities available-for-sale 725
(803)
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Total Shareholders' Equity 76,036
64,344
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Total Liabilities and Shareholders'
Equity $1,025,985 $
872,470
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=========
Book Value per Share $ 14.45 $
12.80
==========
=========
Actual Shares Outstanding 5,261
5,028
==========
=========
/TABLE
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<TABLE>
<CAPTION>
GEORGE MASON BANKSHARES, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Dollars in thousands, except per share data)
(unaudited)
Three Three
Months Months Year
Year
Ended Ended Ended
Ended
December December December
December
31, 1997 31, 1996 31, 1997
31, 1996
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<S> <C> <C> <C>
<C>
Interest Income
Interest and fees on loans $11,156 $8,953 $40,143
$33,594
Interest on federal
funds sold and repurchase
agreements 201 483 840
863
Interest on securities:
Taxable 5,603 5,133 22,380
18,120
Tax-exempt 290 270 1,143
1,150
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Total Interest Income 17,250 14,839 64,506
53,727
Interest Expense
Interest on deposits 7,310 6,536 28,282
22,496
Interest on securities sold
under agreements to
repurchase and other borrowed
funds 1,301 1,218 4,279
3,768
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Total Interest Expense 8,611 7,754 32,561
26,264
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Net Interest Income 8,639 7,085 31,945
27,463
Provision for Loan Losses (3) 0 20
181
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Net Interest Income After
Provision for Loan Losses 8,642 7,085 31,925
27,282
Other Income
Service charges 1,110 826 3,911
2,927
Gain on sale of trading
securities 0 66 0
66
Gain on sales of securities
available-for-sale 2 232 42
560
Gain on sales of mortgage
loans held for resale 2,885 2,261 11,404
9,836
Other 273 372 1,287
1,463
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Total Other Income 4,270 3,757 16,644
14,852
Other Expenses
Salaries and employee
benefits 5,670 4,468 21,012
18,550
Occupancy 915 765 3,476
3,064
Equipment 632 553 2,429
2,180
Other operating expenses 2,624 2,069 9,891
8,385
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Total Other Expenses 9,841 7,855 36,808
32,179
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Income Before Applicable
Income Taxes 3,071 2,987 11,761
9,955
Income Taxes 925 954 3,681
3,072
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Net Income $ 2,146 $2,033 $ 8,080
$ 6,883
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Basic Net Income Per
Common Share $ 0.41 $ 0.40 $ 1.58
$ 1.38
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Diluted Net Income Per
Common Share $ 0.40 $ 0.40 $ 1.54
$ 1.35
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Cash Dividends Declared
Per Share $ 0.14 $ 0.13 $ 0.56
$ 0.46
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Weighted Average Shares
Outstanding 5,194 5,025 5,105
4,980
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Adjusted Weighted Average
Shares Outstanding 5,351 5,133 5,247
5,088
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</TABLE>
