SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of
1934.
For the Quarter ended June 30, 1996 Commission File No. 0-14277
FIRST COMMERCE BANCSHARES, INC.
- -----------------------------------------------------------------------
NEBRASKA 47-0683029
- -----------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1248 O STREET, LINCOLN, NEBRASKA 68508-1424
- -----------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code (402) 434-4110
---------------------
NONE
- ------------------------------------------------------------------------
Former name, former address, and former fiscal year, if changes since last
report.
"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 and Exchange Act
of 1934 during the preceding twelve 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
---- ---
Common stock, $.20 par value; outstanding at June 30, 1996
Class A Common 2,606,336 shares.
Class B Common 10,963,348 shares.
<PAGE>
<TABLE>
FIRST COMMERCE BANCSHARES, INC. & SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(In Thousands)
<CAPTION>
(UNAUDITED)
JUNE 30, 1996 DECEMBER 31, 1995
------------- -----------------
<S> <C> <C>
Cash and due from banks $ 91,883 $ 102,451
Federal funds sold 42,713 32,738
----------- -----------
Cash and cash equivalents 134,596 135,189
Loans held for sale 82,625 25,574
Securities available for sale (cost of
$373,865,000 and $351,076,000) 381,164 365,494
Securities held to maturity (fair value of
$186,475,000 and $200,739,000) 187,786 200,682
Loans 1,043,943 1,017,367
Less allowance for loan losses 20,066 19,017
----------- -----------
Net loans 1,023,877 998,350
Premises and equipment 47,557 48,036
Other assets 48,804 42,250
----------- -----------
$ 1,906,409 $ 1,815,575
=========== ===========
Deposits:
Non-interest bearing $ 268,508 $ 277,679
Interest bearing 1,186,631 1,185,526
----------- -----------
1,455,139 1,463,205
Securities sold under agreement to
repurchase 124,242 92,726
Fed funds purchased and other short-term
borrowings 70,087 5,214
Accrued expenses and other liabilities 18,555 18,890
Long-term debt 52,973 55,519
----------- -----------
Total liabilities 1,720,996 1,635,554
Stockholders' equity:
Common stock:
Class A voting, $.20 par value;
authorized 10,000,000 shares;
issued 2,606,336 shares; 521 521
Class B non-voting, $.20 par value;
authorized 40,000,000 shares;
issued 10,963,348 2,193 2,193
Paid in capital 21,665 21,665
Retained earnings 156,290 146,269
Net unrealized gains/(losses) on secur-
ities available for sale 4,744 9,373
----------- -----------
Total stockholders' equity 185,413 180,021
----------- -----------
$ 1,906,409 $ 1,815,575
=========== ===========
See notes to consolidated condensed financial statements.
<PAGE>
FIRST COMMERCE BANCSHARES, INC. & SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Unaudited)
(In Thousands Except Per Share Data)
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
------------------- -----------------
JUNE 30, JUNE 30,
------- -------
1996 1995 1996 1995
------- ------- ----- -----
Interest income:
<S> <C> <C> <C> <C>
Loans, including fees $23,979 $21,329 $ 47,684 $ 40,672
Investment securities:
Taxable 7,954 8,014 15,694 15,753
Non-taxable 403 365 819 721
Dividends 307 247 383 304
Mortgages held for sale 652 228 1,170 319
Short-term investments 460 1,103 1,002 1,648
------- ------- -------- --------
Total interest income 33,755 31,286 66,752 59,417
Interest expense:
Deposits 13,453 14,310 27,490 26,155
Short-term borrowings 1,925 1,148 3,246 2,180
Long-term debt 920 715 1,873 1,352
------- ------- -------- --------
Total interest expense 16,298 16,173 32,609 29,687
------- ------- -------- --------
Net interest income 17,457 15,113 34,143 29,730
Provision for loan losses 1,355 686 3,176 1,382
------- ------- -------- --------
Net interest income after provision
for loan losses 16,102 14,427 30,967 28,348
Noninterest income:
Service charges and fees to
customers 8,484 6,309 16,696 12,698
Trust services 1,576 1,710 3,340 2,970
Gains/(losses) on securities sales 774 153 1,541 337
Other income (18) 90 412 242
-------- ------- -------- --------
Total noninterest income 10,816 8,262 21,989 16,247
------- ------- -------- --------
Noninterest expense:
Salaries and employee benefits 8,924 8,258 17,688 16,188
Fees and insurance 2,026 2,393 4,138 4,736
Other expenses 6,534 5,087 13,213 10,520
------- ------- -------- --------
Total noninterest expense 17,484 15,738 35,039 31,444
------- ------- -------- --------
Income before income taxes 9,434 6,951 17,917 13,151
Income tax provision 3,375 2,484 6,131 4,586
------- ------- -------- --------
Net income $ 6,059 $ 4,467 $ 11,786 $ 8,565
====== ====== ======= =======
Weighted average shares outstanding 13,570 13,576 13,570 13,423
======= ======= ======== ========
Net income per share $ .45 $ .33 $ .87 $ .64
====== ====== ======= =======
See notes to consolidated condensed financial statements.
<PAGE>
FIRST COMMERCE BANCSHARES, INC.
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED) (IN THOUSANDS) SIX MONTHS
<CAPTION>
ENDED JUNE 30,
--------------
1996 1995
---------
<S> <C> <C>
Net cash from operating activities $(45,647) $(4,130)
Cash flows from investing activities:
Proceeds from maturities of held to maturity
securities 62,346 39,587
Proceeds from sales of held to maturity
securities - -
Purchase of held to maturity securities (49,450) (11,584)
Proceeds from maturities of available for sale
securities 50,889 56,032
Proceeds from sales of available for sale
securities 6,019 12,102
Purchase of available for sale securities (77,998) (116,147)
Net increase in loans (28,703) (36,934)
Capital expenditures (2,182) (3,457)
Cash and cash equivalents from bank acquisition
net of cash expenses and cash paid - 1,775
Other (56) (389)
--------- -------
Net cash from investing activities (39,135) (59,015)
Cash flows from financing activities:
(Decrease)/increase in deposits (8,066) 31,671
Increase in other short term borrowings 31,516 12,427
Net increase in federal funds purchased 64,873 5,700
Cash dividends paid (1,765) (1,449)
Proceeds from long term debt - 10,000
Repayment of long term debt (2,546) (2,000)
Other 177 (21)
--------- ---------
Net cash from financing activities 84,189 56,328
--------- ---------
Net decrease in cash and cash equivalents (593) (6,817)
Cash and cash equivalents at January 1 135,189 168,305
--------- ---------
Cash and cash equivalents at June 30 $ 134,596 $ 161,488
======= =======
</TABLE>
See notes to consolidated condensed financial statements.
<PAGE>
<TABLE>
<CAPTION>
CONSOLIDATED CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited)
1996 1995
----- -----
(Amounts in Thousands)
<S> <C> <C>
Balance, January 1 $ 180,021 $ 149,354
Issue Class B Common Stock in bank
acquisition, net of cost of $35,000 - 3,869
(Decrease)/increase in net unrealized
gains on securities available for sale (4,629) 8,969
Purchase 5,140 shares treasury stock - (57)
Cash dividends declared ($.13 and $.108
per share) (1,765) (1,449)
Net income 11,786 8,565
--------- ---------
Balance, June 30 $ 185,413 $ 169,251
========= =========
</TABLE>
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
A. GENERAL
The accompanying unaudited consolidated condensed financial statements and notes
thereto contain all adjustments, consisting only of normal recurring
adjustments, necessary to present fairly the financial position of the
Company and its subsidiaries as of June 30, 1996, and the results of their
operations. The consolidated condensed financial statements should be read
in conjunction with the annual consolidated financial statements and the
notes thereto included in the Company's 1995 annual report and Form 10-K.
The results of operations for the unaudited six-month period ended June 30,
1996, are not necessarily indicative of the results which may be expected for
the entire calendar year 1996.
B: ALLOWANCE FOR LOAN LOSSES
Transactions in the allowance for loan losses are summarized as follows:
1996 1995
----- -----
(Amounts in Thousands)
[S] [C] [C]
Balance, January 1 $ 19,017 $ 17,190
Provision for loan losses 3,176 1,382
Increase from acquisition - 843
Charge-offs (3,168) (2,081)
Recoveries 1,041 1,297
------ ------
Balance, June 30 $ 20,066 $ 18,631
====== ======
C. INVESTMENT SECURITIES
During the first six months of 1996 and 1995, the Company realized $1,541,000
and $337,000, respectively, in profits on the sale of securities available
for sale. During the first six months of 1996 and 1995, the Company did not
sell any held to maturity securities.
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
RESULTS OF OPERATIONS
- ---------------------
For the first six months of 1996, First Commerce Bancshares, Inc. and
subsidiaries (the "Company") recorded net income of $11,786,000 or $.87 per
share compared to $8,565,000 or $.64 per share for the same period one year ago.
Net income for the three months ended June 30, 1996, was $6,059,000 or $.45 per
share as compared to $4,467,000 or $.33 per share for the same period one year
ago, and $5,727,000 or $.42 per share for the first quarter of 1996.
NET INTEREST INCOME
Net interest income (interest income less interest expense) was $17,457,000 for
the second quarter of 1996 compared to $15,113,000 for the second quarter of
1995, and $16,686,000 for the first quarter of 1996. On a year-to-date basis,
net interest income was $34,143,000 versus $29,730,000 one year ago, a 14.8%
increase. The increase in net interest income can be primarily attributed to an
increase in earning assets. Earning assets at June 30, 1996, June 30, 1995, and
December 31, 1995, were $1,738 million, $1,605 million, and $1,642 million,
respectively. Included in interest income is $327,000 of interest on a loan
previously charged off. The net yield on earning assets (net interest income
divided by earning assets) was approximately 4.3% and 4.1% as of June 30, 1996
and 1995, respectively. Portfolio loans were $1,044 million at June 30, 1996,
compared to $916 million at the same time one year ago, a 14% increase.
PROVISION FOR LOAN LOSSES
The provision for loan losses was $3,176,000 for the first half of 1996, as
compared to $1,382,000 for the first half of 1995, a 130% increase. The
increase was necessary to keep pace with the increased loan growth and
management's desire to maintain the reserve at adequate levels. As a percentage
of loans outstanding, the loan loss reserve was 1.9% and 2.0% as of June 30,
1996 and 1995, respectively. Total first half 1996 net charge-offs were
$2,127,000 compared to $784,000 for the same period a year ago. Net credit card
charge offs totaled $1,961,000 or 3.4% of average outstanding credit card
balances. There has been no major change in the overall quality of the loan
portfolio since December 31, 1995.
The following table presents the amount of non performing loans:
June 30, 1996 December 31, 1995
------------- -----------------
Loans accounted for on a non
[S] [C] [C]
accrual basis $3,870,000 $1,700,000
Accruing loans which are contractually
past due 90 days or more as to
principal or interest payment $1,990,000 $1,099,000
Loans not included above which
are "troubled debt restructurings" $1,785,000 $1,256,000
Total non accuring loans increased due to the addition of two agricultural
borrowers and one commercial borrower. The agricultural borrowers have
established liquidation plans and current collateral values exceed loan
balances. A national commercial borrower filed bankruptcy in the second
quarter. Resolution is not expected in 1996. Increases in total loans past due
90 days or more were primarily related to two loans that had matured and
recommitment was pending. These two loans have been renewed subsequent to June
30, 1996. Remaining past due loans are diversified among the agricultural,
commercial, real estate, and consumer portfolios, and no significant losses are
anticipated. The loan portfolio remains diversified, and material losses on
non-performing loans are not expected.
NONINTEREST INCOME
Noninterest income for the first six months was $21,989,000 as compared to
$16,247,000 for the first six months of 1995, a 35% increase. Credit card fees
increased $2,232,000 primarily due to an increase in merchant discount income.
This is primarily the result of adding one major new merchant customer.
Mortgage banking revenues increased $895,000 because of additional underwriting
and servicing income and because of a change in an accounting principle which
capitalizes service release fees previously netted against revenues. Extra
liquidity in the banking system is partially responsible for the $625,000
increase in other service charges and fees including fees paid by correspondent
banks related to fed funds and bond investments purchased through the National
Bank of Commerce. Increased securities interest yields also contributed to the
additional bond investment purchases by correspondent banks. Discount brokerage
income increased $111,000 over a year ago, due to an additional employee and
additional production. Letters of credit income increased $88,000 due to
additional volume and increased pricing on certain larger, non-recurring deals.
First half 1996 trust services fees increased over $370,000 compared to the same
period a year ago due primarily to new business and an increase in the value of
assets being managed. Gains on the sale of available for sale securities were
$1,541,000 in the first half of 1996 as compared to $337,000 in the first half
of 1995, a $1,204,000 increase. The 1996 gains were the result of selling
certain positions held in the Company's Global Fund when the Company felt the
stock prices for those positions sold had reached peak levels not likely to
continue. Losses on the sale of mortgages were $97,000 for the first six months
of 1996 and $42,000 for the first six months of 1995. Other noninterest income
of $412,000 through June 30, 1996, includes $257,000 of interest received on a
federal income tax refund.
The following table shows the breakdown of noninterest income and the percentage
change:
<TABLE>
<CAPTION>
Percent
Six Months Ended Increase/
6/30/96 6/30/95 (Decrease)
------- --------
(In Thousands)
<S> <C> <C> <C>
Computer services $ 4,347 $ 4,243 2.5%
Credit card 4,195 1,963 113.7
Mortgage banking 2,393 1,498 59.7
Service charges on deposits 2,552 2,410 5.9
Other service charges and fees 3,209 2,584 24.2
Trust services 3,340 2,970 12.5
Gains on securities sales 1,541 337 357.3
Other income 412 242 70.2
-------- ------
Total noninterest income $ 21,989 $ 16,247 35.3
======= =======
</TABLE>
NONINTEREST EXPENSE
Noninterest expenses increased $3,595,000 or 11.4% from a year ago. Salaries
and employee benefits increased $1,500,000 or 9.3% due to increases in the
levels of pay, an increase in the number of employees -- especially bank card
employees, employees related to the April 1, 1995 bank acquisition, First
Commerce Technologies Lincoln image operations and Denver backroom operations --
and increased accruals for the Company's profit sharing plan. Net occupancy
expenses were 10.7% greater than a year ago primarily due primarily to a
writedown of an aged building in the first quarter of 1996. Equipment expense
increased 11% from a year ago due to LB775 tax refunds being applied against
equipment expense in 1995 versus compensation expense in the first half of 1996,
and an increase in equipment. Fees and insurance expenses decreased 42% because
of a $1,499,000 decrease in FDIC fees. Bank card processing fees increased
$747,000 due to increased activity. Communications expenses increased 18.3% due
to postage and telephone expenses related to the increased activity in the bank
card area as well as computer on-line service in the computer services area.
Supplies expense increased $205,000 due primarily to increased paper costs.
Business development expenses increased $596,000 mainly due to increased bank
card marketing.
Other expenses increased 47.9% from a year ago. Due to a change in an
accounting principle in 1995, and subsequent increase in capitalized mortgage
servicing rights, service release fees' amortization increased $421,000 over the
same period one year ago.
The following table shows the breakdown of noninterest expense and the
percentage change:
<TABLE>
<CAPTION>
Percent
Six Months Ended Increase/
6/30/96 6/30/95 (Decrease)
-------------- -----------------------
(In Thousands)
<S> <C> <C> <C>
Salaries and employee benefits $ 17,688 $ 16,188 9.3%
Net occupancy expense 2,036 1,840 10.7
Equipment expense 2,653 2,390 11.0
Fees and insurance 1,852 3,196 (42.0)
Bank card fees 2,286 1,539 48.5
Communications 2,008 1,697 18.3
Supplies 1,244 1,039 19.7
Business development 1,696 1,100 54.2
Other expenses 3,325 2,248 47.9
Goodwill amortization 255 207 23.2
Net cost of other real
estate owned (4) 0 -
----------- ---------
Total noninterest expense $ 35,039 $ 31,444 11.4
========= ========
</TABLE>
The Company's efficiency ratio -- noninterest expense (excluding net cost of
other real estate and goodwill amortization) divided by the sum of net interest
income and noninterest income -- was 62.0% and 67.9% at June 30, 1996 and 1995,
respectively.
An unexpected and unaccrued for $238,000 federal income tax refund was received
by the Company, which decreased the first half income tax provision.
FINANCIAL CONDITION AT JUNE 30, 1996
- ------------------------------------
Total assets at June 30, 1996, were $1,906 million, compared to $1,816 million
at December 31, 1995, a 5% increase. Cash and cash equivalents remained
constant at $135 million, investments increased slightly to $569 million, loans
held for resale increased $57 million, and loans increased $27 million. Total
assets at June 30, 1995, were $1,742 million.
Since June 30, 1995, loans have increased from $916 million to $1,044 million, a
14% increase. The increase is general throughout the Company and includes a
$100 million increase in National Bank of Commerce loans. The $63,000,000
increase in loans held for sale since June 30, 1995, is due primarily to the
July 18, 1996, asset securitization of credit card receivables, a result of a
joint venture with Cabela's in Sidney, NE. National Bank of Commerce and
Cabela's entered into an agreement to issue a co-branded credit card in 1995,
which has resulted in the issuance of over 85,000 new credit cards with $53
million in receivable balances as of June 30, 1996. During the second quarter
of 1996, the Company continued to record a significant number of new banking
relationships due primarily to a local major competitor ownership change.
<TABLE>
<CAPTION>
Loans are summarized as follows: June 30, 1996 December 31, 1995
------------- -----------------
(In thousands)
<S> <C> <C>
Real estate mortgage $317,427 $295,268
Consumer 273,076 263,320
Commercial and financial 233,017 201,910
Agricultural 108,722 126,414
Credit card 76,163 108,641
Real estate construction 35,538 21,814
------- -------
$1,043,943 $1,017,367
======== ========
</TABLE>
The decline in agricultural loans is primarily the result of seasonal
fluctuations. In addition, due to high corn prices, cattle feeders have been
reducing the amount of cattle on feed, which contributed to the decrease in
total agricultural loans. The decrease in credit card loans is due to the
reclassification of the Cabela's co-branded credit card loans to loans held for
sale. These loans were securitized and sold on July 18, 1996. Increases in
other loan categories are due to a general increase in business.
The loan to deposit ratio was 71.7% at June 30, 1996, compared to 69.5% at
December 31, 1995, and 70% at March 31, 1996. Short-term borrowings consisted
of repurchase agreements totaling $124 million at June 30, 1996, compared to $93
million at December 31, 1995, and fed funds purchased and other short term
borrowings of $70 million at June 30, 1996, compared to $5 million at December
31, 1995. Short term borrowings increased in order to provide funds for
additional bonds purchased at a long term favorable rate in anticipation of the
credit card securitization program, and increased downstream borrowing at the
National Bank of Commerce by correspondent banks. Long-term debt has decreased
since December 31, 1995, due to the annual principal payment on the Company's
capital notes.
In order to fund the increase in loan activity which is unmatched by similar
deposit growth, as well as address interest rate risk inherent in the Company's
core banking activities (lending and deposit products), off-balance sheet
strategies include the use of a credit card securitization program. On July 18,
1996, the Company closed on an agreement to sell a portion of the Company's
credit card receivables to investors through the use of a credit card master
trust and sale of collateralized certificates of ownership in the trust.
Approximately $50 million of credit card receivables were sold on the date of
closing. The agreement allows the Company to increase this to a total of $100
million. The Company retains no liability via establishing a loss reserve fund.
A portion of the interest, fees and interchange income on the receivables will
be allocated to a reserve fund. In case of defaults, proceeds will be taken
from the reserve to pay investors. The Company has received a D2 (strong degree
of safety) Duff & Phelps credit rating which allows the Company to issue
commercial paper. This issuance of commercial paper is expected to provide $10
million of short term borrowings to meet operational needs in the next year.
The Company issued approximately $3 million of commercial paper during the
second quarter.
Stockholders' equity to assets was 9.5% as of June 30, 1996 and 9.4% as of
December 31, 1995. The net unrealized gains on available for sale securities
decreased $4,629,000 since December 31, 1995, due to an increase in interest
rates and the resultant decline in the value of the investment portfolio
combined with the sale of certain positions in the Company's Global Fund and the
realization of the gains in those positions.
Quantitative measures established by regulation to ensure capital adequacy
require the Company to maintain minimum amounts and ratios (set forth in the
table below) of Tier I capital (as defined in the regulations) to total average
assets (as defined), and minimum ratios of Tier I and total capital (as defined)
to risk-weighted assets (as defined).
[CAPTION]
<TABLE>
Capital Adequacy
---------------------------------
Required Actual
Amount (Ratio) Amount (Ratio)
------------------------------------
As of June 30, 1996: (In Thousands)
Tier I Capital (to Quarterly
<S> <C> <C> <C> <C>
Average Assets) $ 74,069 (4.0%) $ 172,368 (9.31%)
Tier I Capital (to Risk Weighted Assets) 50,237 (4.0%) 172,368 (13.72%)
Total Capital (to Risk Weighted Assets) 100,473 (8.0%) 190,205 (15.14%)
As of December 31, 1995:
Tier I Capital (to Quarterly
Average Assets $ 70,379 (4.0%) $ 161,128 (9.16%)
Tier I Capital (to Risk Weighted Assets) 48,118 (4.0%) 161,128 (13.39%)
Total Capital (to Risk Weighted Assets) 96,236 (8.0%) 178,307 (14.82%)
</TABLE>
The Company is undertaking a new building project at Western Nebraska National
Bank. Construction has started on a new North Platte building with an estimated
total cost of $4,000,000 and an estimated completion date in second quarter of
1997. Funds for the capital expenditures are expected to come from operations.
NEBRASKA ECONOMY
The outlook for the Nebraska economy is for moderate growth in employment (low
unemployment), personal income, and retail sales. Construction activity has
improved. The manufacturing base in the state continues to operate at higher
capacities. Motor vehicle and farm equipment sales have improved. The state's
fiscal position appears to be sound.
The outlook of the 1996 Nebraska farm sector is mixed. Although crop prices are
much higher relative to last year, crop yields will depend on growing conditions
(favorable conditions exist at present time). Cattle feeders and ranch
operations have been realizing losses. Agricultural real estate values are
higher, but ranch land values have come under some pressure. Personal
bankruptcy filings have increased during the past few months (overextended
credit).
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- ------- --------------------------------
(a)Exhibits - none
(b)None
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.
FIRST COMMERCE BANCSHARES, INC.
Date: July 12, 1996 By: James Stuart, Jr.
---------------- ----------------
James Stuart, Jr., Chairman and CEO
Date: July 12, 1996 By: Donald Kinley
---------------- -------------
Donald Kinley, Vice President and
Treasurer (Chief Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 9
<CIK> 0000768532
<NAME> FIRST COMMERCE BANCSHARES, INC.
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 91,883
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 42,713
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 381,164
<INVESTMENTS-CARRYING> 187,786
<INVESTMENTS-MARKET> 186,475
<LOANS> 1,126,568
<ALLOWANCE> 20,066
<TOTAL-ASSETS> 1,906,409
<DEPOSITS> 1,455,139
<SHORT-TERM> 194,329
<LIABILITIES-OTHER> 18,555
<LONG-TERM> 52,973
0
0
<COMMON> 2,714
<OTHER-SE> 182,699
<TOTAL-LIABILITIES-AND-EQUITY> 1,906,409
<INTEREST-LOAN> 47,684
<INTEREST-INVEST> 16,896
<INTEREST-OTHER> 2,172
<INTEREST-TOTAL> 66,752
<INTEREST-DEPOSIT> 27,490
<INTEREST-EXPENSE> 32,609
<INTEREST-INCOME-NET> 34,143
<LOAN-LOSSES> 3,176
<SECURITIES-GAINS> 1,541
<EXPENSE-OTHER> 35,039
<INCOME-PRETAX> 17,917
<INCOME-PRE-EXTRAORDINARY> 11,786
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 11,786
<EPS-PRIMARY> .87
<EPS-DILUTED> .87
<YIELD-ACTUAL> 0
<LOANS-NON> 3,870
<LOANS-PAST> 1,990
<LOANS-TROUBLED> 1,785
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 19,017
<CHARGE-OFFS> 3,168
<RECOVERIES> 1,041
<ALLOWANCE-CLOSE> 20,066
<ALLOWANCE-DOMESTIC> 20,066
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
