FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
[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
Commission File Number 33-22807-B
PEMI BANCORP, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
NEW HAMPSHIRE 02-0386832
(State or other jurisdiction (I.R.S. Employer
incorporation or organization) Identification No.)
287 Highland Street
PLYMOUTH, NEW HAMPSHIRE 03264
Address of principal executive offices
(603) 536-3339
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15 (d) of the Securities
Exchange Act of 1934 during the preceding twelve (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 ninety (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.
690,401 shares of common stock are outstanding as of August 15,
1996.
<PAGE>
INDEX
PEMI BANCORP, INC.
PART I. FINANCIAL INFORMATION PAGE
Item 1.
Financial Statements (Unaudited)
Consolidated Balance Sheets at June 30, 1996
and December 31, 1995............................................3
Consolidated Statements of Income for the Three and Six
Month periods ended June 30, 1996 and 1995.......................4
Consolidated Statements of Cash Flows for the Six
Months Ended June 30, 1996 and 1995..............................5
Notes to Consolidated Financial Statements.......................7
Item 2.
Management's Discussion and Analysis of Financial Condition
and Results of Operations.......................................8
PART II. OTHER INFORMATION
Item 1.
Legal Proceedings...............................................12
Item 2.
Changes in Securities...........................................12
Item 3.
Defaults Upon Senior Securities.................................12
Item 4.
Submission of Matters to a Vote of Security Holders.............12
Item 5.
Other Information...............................................12
Item 6.
Exhibits and Reports on Form 8-K................................12
Signatures......................................................14
2
<PAGE>
PEMI BANCORP, INC.
CONSOLIDATED BALANCE SHEETS
JUNE 30, 1996 AND DECEMBER 31, 1995
(UNAUDITED)
<TABLE>
<CAPTION>
6/30/96 12/31/95
ASSETS
<S> <C> <C>
Cash & due from banks $ 4,012,457 $ 4,918,185
Interest bearing deposits with
other banks 443 485
--- ---
Total Cash & Cash Equivalents 4,012,900 4,918,670
Securities held to maturity 13,164,473 14,999,810
(approximate market value of
$12,799,992 and $14,926,264, respectively)
Securities available-for-sale 17,769,575 8,113,477
(listed at fair value)
FRB/FHLB Stock 819,850 819,850
Federal Funds Sold 0 3,300,000
Net loans 85,845,341 80,087,042
Other real estate owned 225,001 61,701
Bank premises & equipment 3,710,717 3,481,386
Other assets 1,988,588 1,540,581
--------- ---------
Total Assets $ 127,536,445 $ 117,322,517
=============== ==============
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Demand $ 14,452,431 $ 14,023,174
Now & money market 28,022,018 27,995,197
Savings 14,818,434 12,938,174
Time $100,000 & over 4,992,493 4,889,539
Other time 40,653,514 36,570,133
---------- ----------
Total Deposits 102,938,890 96,416,217
Short-term borrowings 10,200,000 7,000,000
Long-term borrowings 491,525 491,525
Other liabilities 2,245,974 2,020,717
--------- ---------
Total Liabilities 115,876,389 105,928,459
Stockholders' Equity
Common stock par value $1.00
2,000,000 shares authorized
751,901 issued and 690,401
shares outstanding 751,901 751,901
Additional paid in capital 2,384,329 2,384,329
Retained earnings 9,409,738 8,885,889
Treasury stock, at cost (61,500 shares) (615,000) (615,000)
Unrealized gain/(loss)
Securities available-for-sale,net (270,912) (13,061)
-------- -------
Total Stockholders' Equity 11,660,056 11,394,058
---------- ----------
Total Liabilities & Stockholders' Equity $ 127,536,445 $ 117,322,517
============== ==============
</TABLE>
The accompanying notes are an intergral part of these financial statements.
3
<PAGE>
PEMI BANCORP, INC.
CONSOLIDATED STATEMENTS OF INCOME
Three and Six Months Ended June 30, 1996 & June 30, 1995
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
6/30/96 6/30/95 6/30/96 6/30/95
<S> <C> <C> <C> <C>
Interest and dividend income:
Interest and fees on loans $2,094,592 $2,051,191 $4,072,937 $4,001,008
Interest on deposits in other banks 1,603 420 23,029 509
Interest on federal funds sold 5,184 3,269 16,961 8,355
Interest and dividends on securities
US Government & agency securities 33,007 26,252 72,150 55,886
State & municipal securities 66,377 36,368 131,674 73,946
Other securities 350,559 233,289 657,274 477,994
---------- ---------- ---------- ----------
Total interest & dividend income $2,551,322 $2,350,789 $4,974,025 $4,617,698
Interest Expense:
Now & money market accounts 139,960 153,791 284,892 314,110
Savings deposits 98,763 94,486 186,884 183,953
Time deposits $100,000 and over 78,087 51,949 155,466 94,017
Other time deposits 603,520 442,763 1,154,553 808,154
Short-term borrowing 103,255 108,188 210,428 193,798
Long-term borrowing 7,489 56,190 14,979 129,988
---------- ---------- ---------- ----------
Total interest expense 1,031,074 907,367 2,007,202 1,724,020
---------- ---------- ---------- ----------
Net interest income $1,520,248 $1,443,422 $2,966,823 $2,893,678
Provisions for loan losses 36,000 30,000 72,000 52,500
---------- ---------- ---------- ----------
Net interest income after provision
for loan losses $1,484,248 $1,413,422 $2,894,823 $2,841,178
Non interest income:
Service charges deposit accounts $ 123,696 $ 117,390 $ 236,494 $ 229,181
Other services charges & fees 60,629 58,782 96,375 110,398
Security gains (losses) 0 0 0 0
---------- ---------- ---------- ----------
Total non interest income $ 184,325 $ 176,172 $ 332,869 $ 339,579
Non interest expense:
Salaries and wages $ 468,625 $ 453,206 $ 932,542 $ 896,848
Pensions and other employee benefits 121,442 127,537 240,586 258,313
Occupancy expense 86,415 83,257 179,068 173,576
Furniture & equipment expense 126,978 101,114 251,906 208,246
Other operating expense 372,106 401,472 695,180 706,861
---------- ---------- ---------- ----------
Total non interest expense $1,175,566 $1,166,586 $2,299,282 $2,243,844
---------- ---------- ---------- ----------
Income before income taxes $ 493,007 $ 423,008 $ 928,410 $ 936,913
---------- ---------- ---------- ----------
Income taxes 159,500 138,350 301,000 313,200
---------- ---------- ---------- ----------
Net income $ 333,507 $ 284,658 $ 627,410 $ 623,713
========== ========== ========== ==========
Earnings per share based upon
690,401 shares $ 0.48 $ 0.41 $ 0.91 $ 0.90
</TABLE>
The accompanying notes are an intergral part of these financial statements.
4
<PAGE>
PEMI BANCORP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Six Months Ended June 30, 1996 & June 30, 1995
(Unaudited)
<TABLE>
<CAPTION>
6/30/96 6/30/95
<S> <C> <C>
Cash flows from operating activities:
Net Income $ 627,410 $ 623,713
Adjustments to reconcile net income to net cash
provided by operating activities:
Amortization of core deposit intangible 4,375 0
Amortization, net of accretion of securities held-to-maturity 45,853 47,390
Amortization, net of accretion of securities available-for-sale 22,163 3,692
Depreciation on bank premises and equipment 170,066 149,798
Provision for possible loan losses 72,000 52,500
(Increase) decrease in deferred taxes 22,100 (20,900)
Increases (decrease) in taxes payable 1,245 (148,843)
(Increase) in interest receivable (92,873) (115,534)
Increase in interest payable 412,321 126,547
(Decrease) increase in accrued expenses (28,227) 66,504
(Increase) in prepaid expenses (45,637) (100,883)
(Decrease) in unearned income (126,415) (6,040)
(Gain) loss on sale of other real estate owned (300) 0
Other real estate owned writedowns 25,000 55,000
------------ ------------
Net cash provided by operating activities $ 1,109,081 $ 732,944
Cash flows from investing activities:
Proceeds received in connection with the purchase of
branch and assumption of related deposits from another
financial institution $ 6,353,873
Proceeds from sales of other real estate owned 6,700
Proceeds from maturities of securities available-for-sale 1,043,472 $ 109,690
Purchase of securities available-for-sale (11,141,823) 0
Proceeds from maturities of securities held-to-maturity 1,789,484 1,531,534
Purchase of securities held-to-maturity 0 (143,600)
Net (increase) in loans (5,903,538) (2,627,538)
Capital expenditures (174,397) (183,186)
Recoveries of previously charged-off loans 9,334 30,145
(Decrease) increase in other liabilities (8,194) 3,703
Decrease in federal funds sold 3,300,000 800,000
Decrease (increase) in other assets 1,267 (2,161)
------------ ------------
Net cash used in investing activities $ (4,723,822) $ (481,413)
</TABLE>
(Continued on next page)
5
<PAGE>
<TABLE>
<CAPTION>
Consolidated Statement of Cash Flows
(Continued from previous page)
6/30/96 6/30/95
<S> <C> <C>
Cash flows from financing activities:
Purchase of treasury stock $ 0 $ (317,000)
Net (decrease) in demand, NOW, money market
and savings accounts (1,439,821) (4,809,080)
Net increase in certificates of deposit 1,204,240 4,790,025
Net increase in short-term borrowings 3,200,000 5,000,000
Net increase (decrease) in long-term borrowings 0 (4,000,000)
Dividends paid (255,448) (240,608)
------------ ------------
Net cash provided by (used in) financing activities $ 2,708,971 $ 423,337
Net increase (decrease) in cash and cash
equivalents (905,770) 674,868
Cash and cash equivalents at beginning of year 4,918,670 3,542,341
------------ ------------
Cash and cash equivalents at end of period $ 4,012,900 $ 4,217,209
============ ============
Supplemental disclosures:
Assets acquired and liabilities assumed from another
financial institution
Overdraft protection loans $ 4,381
Premises and equipment 225,000
Core deposit intangible 175,000
Deposits 6,758,254
Loans originating from sales of other real estate owned 0 $ 0
Loans transferred to other real estate owned 195,000 5,000
Interest paid 1,594,881 1,597,473
Income taxes paid 277,655 482,943
</TABLE>
See notes to unaudited consolidated financial statements
6
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
June 30, 1996
1. Financial information furnished herein reflects all adjustments which are
of a normal and recurring nature and which, in the opinion of management,
are necessary for a fair presentation of the results of operations for
interim periods.
2. Results of operations for the six month period ended June 30, 1996 are not
necessarily indicative of the results to be expected for the entire year.
3. Financial Statements for interim periods, by their very nature, require
estimations which necessarily result in greater imprecision than those
associated with annual financial statements.
7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATION
INTRODUCTION
The following discussion and related consolidated financial statements
include Pemi Bancorp, Inc. (the "Company") and its wholly-owned subsidiary, the
Pemigewasset National Bank (the "Bank").
FINANCIAL CONDITION
During the forth calendar quarter of 1995, the Bank agreed to purchase
certain assets and assume certain deposits related to First NH's branch office
on U. S. Route 49, Campton, N. H. This transaction took place in April 1996, and
as a result the Bank acquired $6,758,254 in deposits as well as $225,000 in
premises and equipment.
Through the first six months of 1996, the Company's total net income
increased by $3,697 to $627,410 from $623,713, during the same period last year.
This is primarily attributable to increased interest and dividend income on
securities and interest on deposits in other banks.
The Company's total assets increased 8.7% to $127,536,445 at June 30, 1996
as compared to $117,322,517 at December 31, 1995. Federal Funds Sold decreased
from $3,300,000 at December 31, 1995 to $0 at June 30, 1996. Cash and Cash
Equivalents decreased from $4,918,670 to $4,012,900 during the period, while
Securities Available-for-Sale increased from $8,113,477 to $17,769,575. During
this period, net loans increased 7.2% or $5,758,299 to $85,845,341 at June 30,
1996 as compared with $80,087,042 at December 31, 1995, reflecting a modest
increase in loan demand.
For the first six months of 1996 the Bank's Provisions to the Allowance for
Loan and Lease Losses (ALLL) amounted to $72,000 compared to $52,500 for the
first six months of 1995. On June 30, 1996 the ALLL balance was $1,393,686 or
1.60% of total loans, as compared to $1,359,979 or 1.67% of total loans as of
December 31, 1995. The adequacy of the ALLL is based on an evaluation by
Management and the Board of Directors of current and anticipated economic
conditions, changes in the diversification, size and risk within the loan
portfolio, and other factors.
Non-performing loans increased 9.35%, or $50,603 during the first six
months of 1996 and amounted to $591,906 as of June 30, 1996, or .46% of total
loans, as compared to $541,303, as of December 31, 1995. This was due to the
addition of one account relationship to non-performing. Notwithstanding, the
ratio of non-performing assets to total assets at June 30, 1996 was .46% as
compared to .51% at December 31, 1995.
8
<PAGE>
The Bank implemented SFAS No. 114, as amended by SFAS No. 118, as part of
the review and adoption of policies regarding the ALLL by the Board of Directors
on February 21, 1995. The effects of implementing SFAS Nos. 114 and 118,
respectively, were not material, and require that impaired loans be measured on
a loan by loan basis by either the present value of expected future cash flows
discounted at the loan's effective interest rate, the loan's observable market
price, or the fair value of the collateral if the loan is collateral dependent.
Total cash and cash equivalents decreased $905,770 and amounted to
$4,012,900 at June 30, 1996, compared to $4,918,670 at December 31, 1995,
primarily due to a seasonal decrease in clearing accounts. Securities
held-to-maturity decreased over the same period from $14,999,810 to $13,164,473,
or $1,835,337, due to the maturity of certain securities and the redeployment of
the resulting cash.
RESULTS OF OPERATIONS
The Company generated net income of $627,410 for the six month period ended
June 30, 1996 as compared with net income of $623,713 for June 30, 1995. Taxes
decreased from $313,200 for the six months ended June 30, 1995 to $301,000 for
the six months ended June 30, 1996.
Earnings increased from $.90 per share for for the first six months of 1995
to $.91 per share for the first six months of 1996.
For the six month period ended June 30, 1996, interest and fees on loans
amounted to $4,072,937, which represented an increase of 1.8% or $71,929 from
the comparable period in 1995. This can be attributed to adjustable rate
mortgages adjusting to increased interest rates. Interest and dividends on
securities for the six month period ended June 30, 1996 amounted to $861,098 as
compared with $607,826 from the same period in 1995, which reflects an increase
of $253,272 or 41.7%. This increase reflects the resulting investment of
deposits acquired from the First NH Bank acquisition. Interest on federal funds
sold for the six month period increased from $8,355 to $16,961, which represents
an increase of 103%. This increase is due to larger average federal funds sold
balances.
Corresponding total interest expense for the six month period ended June
30, 1996 was higher than the same period in fiscal 1995 by 16.4% or $283,182,
which can be attributed to higher rates paid on time deposits as well as an
increase in deposit balances.
Total non interest income for the six month period ended June 30, 1996
decreased $6,710 or 2.0% to $332,869 from $339,579 when compared to the first
six months of 1995. This decrease is primarily attributable to decreases in
service charges and fee income.
Total non interest expense amounted to $2,299,282 for the first six months
of 1996 as compared with $2,243,844, reflecting an increase of $55,438 compared
to the corresponding period in fiscal year 1995. This increase stems from higher
personnel costs in addition to increased equipment expense.
9
<PAGE>
LIQUIDITY
Banking institutions measure liquidity as the ability to meet unexpected
deposit withdrawals of a short-term nature and to meet increased loan demand. It
is Management's objective to ensure a continuous ability to meet cash needs as
they arise. As of June 30, 1996 the Bank's liquidity ratio stood at 14.2% as
compared to 11.6% at December 31, 1995. With available FHLB Advances included,
these ratios become 32.0% and 35.5%, respectively. Management believes the
Bank's liquidity to be adequate to meet the needs of the Bank.
INTEREST RATE SENSITIVITY ANALYSIS
The Bank manages Interest Rate Risk through use of an asset/liability
funding matrix report supported by a GAP report. The potential impact on
earnings due to changes in interest rates is also evaluated.
The Bank's analysis of interest rate sensitivity format is divided into
four (4) components. The first component is to evaluate information concerning
various maturities of rate sensitive assets. The second component identifies
rate sensitive liabilities. The third component identifies interval gaps and the
fourth component evaluates cumulative gap analysis.
Rate sensitive assets and rate sensitive liabilities are catagorized by
their repricing characteristics and evaluated.
The Bank evaluates the difference between Rate Sensitive Assets and Rate
Sensitive Liabilities at various intervals and attempts to match or control the
ratio of such assets within prudent ranges.
Finally, the Bank evaluates the cumulative GAP measurement of GAP positions
at various time intervals.
The GAPs at time intervals indicate the timing of the effect of interest
rate changes on income. The Cumulative GAP indicates the overall magnitude and
direction of rate risk exposure.
It may be less costly to adjust the GAP in a negative direction than in a
positive direction because capital losses may be generated if the maturity of
the investment portfolio is shortened to move the GAP in a positive direction.
However, the greater the Bank's ability to replace short-term liabilities with
long-term liabilities, the easier it is to adjust the GAP in a positive
direction.
Should the Interest Rate Risk Sensitivity Analysis indicate that the Bank
is asset sensitive (more rate sensitive assets than rate sensitive liabilities),
then rising rates will have a positive impact on earnings; however, falling
rates will negatively affect earnings.
Should the analysis indicate liability sensitivity, then rising rates will
tend to reduce earnings and falling rates will tend to have a positive impact on
earnings.
10
<PAGE>
Modeling is used to forecast how net interest income, and therefore net
income, varies under alternative interest rate and business activity scenarios.
The Bank then compares the risk, or income volatility, associated with a variety
of different future rate scenarios.
As of June 30, 1996, the Bank has a positive GAP position which, in a
rising interest rate environment would have a slightly positive effect on the
Bank's earnings and, in a declining interest rate environment would have a
slightly negative effect on earnings. Management believes the current level of
interest rate risk to be prudent in this economic environment and continues to
monitor and manage the Bank's GAP position to avoid an inappropriate level of
interst rate risk.
CAPITAL RESOURCES
The equity capital of the Company as of June 30, 1996 amounted to
$11,660,056 or 9.14% of total assets. At December 31, 1995, the equity capital
amounted to $11,394,058 or 9.71 % of total assets.
The Bank and the Company are required to maintain capital levels consistent
with the capital requirements of the Office of the Comptroller of the Currency
and the Federal Reserve System. The Office of the Comptroller of the Currency's
capital guidelines require a ratio of Total Capital (consisting of capital,
surplus and the allowance for loan losses up to 1.25% of risk weighted assets)
to be equal to at least 8.00% of risk weighted assets. Additionally, the Bank
must maintain Tier 1 Capital (which under the regulations, consists of common
stockholders' equity, noncumulative perpetual preferred stock and related
surplus, and minority interests in the equity accounts of consolidated
subsidiaries) in amounts not less than 3.00% of adjusted total assets (or 100 to
200 basis points or more higher in cases of banks which do not receive the best
composite ratings). As of June 30, 1996, Total Capital amounted to 17.46% of
risk weighted assets, and Tier 1 Leverage Capital of the Bank amounted to
approximately 9.81 % of adjusted average assets, substantially exceeding
applicable minimum regulatory requirements. The Bank and the Company are in
compliance with all applicable capital requirements.
EFFECTS OF INFLATION
Inflation affects the growth of total assets by increasing the level of
loan demand and creating the need to increase equity capital at higher than
normal rates in order to maintain an appropriate ratio of equity to assets.
Interest rates in particular are significantly affected by inflation. (See
"Interest Rate Sensitivity Analysis"). In addition to its effect on interest
rates, inflation directly affects the Company by increasing the Company's cost
of funds and operating expenses. Currently, low inflation has been beneficial in
holding down the Bank's cost of funds.
11
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings- None
Item 2. Changes in Securities- None
Item 3. Defaults upon Senior Securities- None
Item 4. Submission of Matters to a Vote of Security Holders
The Annual Meeting of Shareholders of Pemi Bancorp, Inc. was held on
Monday, May 20, 1996.
i. Shareholders elected the following three (3) individuals to the
Company's Board of Directors to serve terms of three years each until their
successors have been elected and qualified:
Number of Shares
Number of Shares Withholding Voting
for Approval Authority
Andrew L. Morse 581,481 200
Ann M. Reever 581,481 0
Dean H. Yeaton 581,481 142
ii. Shareholders voted to ratify the appointment of Shatswell, MacLeod and
Company, P.C. as the Company's auditors for the fiscal year ended December 31,
1996.
Number of Shares Number of Shares Number of Shares
Voted Voted Voted
FOR APPROVAL AGAINST APPROVAL ABSTAIN
581,481 100 4,275
------- --- -----
12
<PAGE>
Item 5. Other Information- None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit Number
--------------
(27) Financial Data Schedule
(b) The Company did not file any Reports on Form 8-K during the
quarter ended June 30, 1996.
13
<PAGE>
SIGNATURES
Pursuant to 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.
PEMI BANCORP, INC.
Date August 13, 1996 By s/s Fletcher W. Adams
- -------------------- --------------------------
Fletcher W. Adams
President and Treasurer
(Chief Executive Officer)
By s/s Keith L. Philbrick
---------------------------
Keith L. Philbrick
Chief Financial Officer
14
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 9
<CIK> 0000768868
<NAME> PEMI BANCORP INC.
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 4,012,457
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 17,769,575
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 13,164,473
<LOANS> 87,373,901
<ALLOWANCE> 1,342,771
<TOTAL-ASSETS> 127,536,445
<DEPOSITS> 102,938,890
<SHORT-TERM> 10,200,000
<LIABILITIES-OTHER> 2,245,974
<LONG-TERM> 491,525
0
0
<COMMON> 751,901
<OTHER-SE> 10,908,155
<TOTAL-LIABILITIES-AND-EQUITY> 127,536,445
<INTEREST-LOAN> 4,072,937
<INTEREST-INVEST> 861,098
<INTEREST-OTHER> 39,990
<INTEREST-TOTAL> 4,974,025
<INTEREST-DEPOSIT> 1,781,795
<INTEREST-EXPENSE> 2,007,202
<INTEREST-INCOME-NET> 2,966,823
<LOAN-LOSSES> 72,000
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 2,299,282
<INCOME-PRETAX> 928,410
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 627,410
<EPS-PRIMARY> 0.91
<EPS-DILUTED> 0
<YIELD-ACTUAL> 0
<LOANS-NON> 573,754
<LOANS-PAST> 18,152
<LOANS-TROUBLED> 96,413
<LOANS-PROBLEM> 5,055,799
<ALLOWANCE-OPEN> 1,359,979
<CHARGE-OFFS> 48,489
<RECOVERIES> 9,281
<ALLOWANCE-CLOSE> 1,342,771
<ALLOWANCE-DOMESTIC> 1,342,771
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
