FIRSTBANK CORP
10-Q, 2000-05-12
STATE COMMERCIAL BANKS
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D. C. 20549

                                    FORM 10-Q


[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
         AND EXCHANGE ACT OF 1934

For the quarterly period ended MARCH 31, 2000

                                       or

[ ]      TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
         EXCHANGE ACT OF 1934

For the transaction period from ______ to _______.

Commission file number:  0-14209

                              FIRSTBANK CORPORATION
             (Exact name of registrant as specified in its charter)


   Michigan                                          38-2633910
   (State or other jurisdiction                      (I.R.S. Employer
   of incorporation or organization)                 Identification
                                                     Number)

 311 Woodworth Avenue, Alma, Michigan                      48801
 (Address of principal executive offices)                 (Zip Code)

Registrant's telephone number, including area code:  (517) 463-3131

     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Sections 13 or 15 (d) of the Securities  Exchange Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant  was  required  to file such  reports),  and (2) has been  subject to
filing requirements for the past 90 days. [X] Yes [ ] No

     Indicate the number of shares  outstanding of each of the issuer's  classes
of common stock, as of the latest practicable date.

     Common stock . . . 4,657,935 shares outstanding as of April 30, 2000.
<PAGE>
                                      INDEX


PART I.   FINANCIAL INFORMATION


Item 1.  Financial Statements (UNAUDITED)                                page 3

Item 2.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations.                                      page 10

Item 3.  Quantitative and Qualitative Disclosures about Market Risk.     page 13


PART II.  OTHER INFORMATION

Item 6.  Exhibits and Reports on Form 8-K                                page 14


SIGNATURES                                                               page 15


EXHIBITS

Exhibit 27 -- Financial Data Schedule                                    page 17

Exhibit 99 -- Report on Review by Independent Certified
              Public Accountants                                         page 16



                                     Page 2
<PAGE>
                              FIRSTBANK CORPORATION
                           CONSOLIDATED BALANCE SHEETS
                   AS OF MARCH 31, 2000, AND DECEMBER 31, 1999
                             (Dollars in Thousands)
                                    UNAUDITED
<TABLE>
                                                                                          March 31,      December  31,
                                                                                            2000            1999
                                                                                            ----            ----
<S>                                                                                       <C>            <C>
 ASSETS
 Cash and due from banks                                                                   $19,611           $24,786
 Short term investments                                                                        495               411
                                                                                       -----------      ------------
                                                  Total cash and cash equivalents           20,106            25,197

 Securities available for sale                                                              85,959            90,266
 Loans
  Loans held for sale                                                                          602             1,117
  Portfolio loans
    Commercial                                                                             243,660           227,855
    Real estate mortgage                                                                   207,978           204,062
    Consumer                                                                                77,321            75,204
                                                                                       -----------      ------------
                                                                      Total loans          529,561           508,238
  Less allowance for loan losses                                                            (9,560)           (9,317)
                                                                                       -----------      ------------
                                                                        Net loans          520,001           498,921
 Premises and equipment, net                                                                15,297            14,929
 Acquisition intangibles                                                                     8,667             8,838
 Accrued interest receivable                                                                 3,362             3,489
 Other assets                                                                                8,947             8,912
                                                                                       -----------      ------------
                                                                     TOTAL ASSETS         $662,339          $650,552
                                                                                       ===========      ============
 LIABILITIES AND SHAREHOLDERS' EQUITY
 LIABILITIES
 Deposits:
  Noninterest bearing accounts                                                              71,492            75,844
  Interest bearing accounts:
    Demand                                                                                 133,605           136,196
    Savings                                                                                 70,683            70,527
    Time                                                                                   216,352           208,837
                                                                                       -----------      ------------
                                                                   Total deposits          492,132           491,404
 Securities sold under agreements to
    repurchase and overnight borrowings                                                     43,310            51,819
 Notes payable                                                                              55,870            38,384
 Accrued interest and other liabilities                                                      9,261             7,913
                                                                                       -----------      ------------
                                                               Total liabilities           600,573           589,520

 SHAREHOLDERS' EQUITY
 Preferred stock; no par value,  300,000 shares  authorized,  none issued Common
 stock; 10,000,000 shares authorized, 4,679,694 shares issued and
   outstanding as of March 31, 2000  (4,693,756 as of  December 31, 1999)                   54,915            55,263
 Retained earnings                                                                           7,748             6,433
 Accumulated other comprehensive loss                                                         (897)             (664)
                                                                                       -----------      ------------
                                                       Total shareholders' equity           61,766            61,032
                                                                                       -----------      ------------
                                       TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY         $662,339          $650,552
                                                                                       ===========      ============
</TABLE>
See notes to consolidated financial statements.

                                     Page 3
<PAGE>
                              FIRSTBANK CORPORATION
                        CONSOLIDATED STATEMENTS OF INCOME
                             MARCH 31, 2000 AND 1999
                             (Dollars in Thousands)
                                    UNAUDITED
<TABLE>
                                                                                       Three months ended March 31,
                                                                                          2000              1999
                                                                                          ----              ----
<S>                                                                                    <C>               <C>
 Interest income:
  Interest and fees on loans                                                              $11,197            $9,537
  Investment securities
    Taxable                                                                                   914               898
    Exempt from Federal Income Tax                                                            394               453
  Short term investments                                                                       49               120
                                                                                       ----------        ----------
                                                         Total interest income             12,554            11,008
 Interest expense:
  Deposits                                                                                  4,325             4,306
  Notes payable and other                                                                   1,262               433
                                                                                       ----------       -----------
                                                        Total interest expense              5,587             4,739
                                                           Net interest income              6,967             6,269
 Provision for loan losses                                                                    175               126
                                                                                       ----------       -----------
                           Net interest income after provision for loan losses              6,792             6,143
 Noninterest income:
  Gain on sale of mortgage loans                                                               93               331
  Service charges on deposit accounts                                                         387               357
  Trust fees                                                                                   88                97
  Loss on sale of securities                                                                   (3)
  Mortgage servicing                                                                           79                20
  Other                                                                                       682               616
                                                                                       ----------       -----------
                                                      Total noninterest income              1,326             1,421
 Noninterest expense:
  Salaries and employee benefits                                                            2,735             2,528
  Occupancy                                                                                   775               765
  Amortization of intangibles                                                                 171               182
  FDIC Insurance premium                                                                       25                19
  Michigan Single Business Tax                                                                163               112
  Other                                                                                     1,227             1,189
                                                                                       ----------       -----------
                                                     Total noninterest expense              5,096             4,795
 Income before federal income taxes                                                         3,022             2,769
 Federal income taxes                                                                         912               833
                                                                                       ----------       -----------
                                                                    NET INCOME             $2,110            $1,936

                                                      Basic earnings per share              $0.45             $0.41
                                                                                       ==========       ===========

                                                    Diluted earnings per share              $0.44             $0.40
                                                                                       ==========       ===========

                                                           Dividends per share              $0.17             $0.15
                                                                                       ==========       ===========
</TABLE>
See notes to consolidated financial statements.

                                     Page 4
<PAGE>
                              FIRSTBANK CORPORATION
           CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY
                             (Dollars in Thousands)
                                    UNAUDITED
<TABLE>
                                                                                                         Accumulated
                                                                                                            Other
                                                       Common         Retained        Comprehensive     Comprehensive
                                                       Stock          Earnings           Income         Income (Loss)       TOTAL
                                                    ------------    ------------     --------------     --------------   ----------
<S>                                                 <C>               <C>            <C>                 <C>             <C>
BALANCES AT  DECEMBER 31, 1998                           $52,796          $5,875                              $1,104        $59,775
  Other comprehensive income
    Net income for 1999                                                    8,036          $8,036                              8,036
    Other comprehensive income (loss)
      Net change in unrealized appreciation
        (depreciation) on available for
        sale securities                                                                   (1,768)             (1,768)        (1,768)
         Comprehensive income                                                              6,268
                                                                                     ===========
  Cash dividends - $.61 per share                                         (2,874)                                            (2,874)
  Issuance of 50,310 shares of common stock
     through exercise of stock options                       817                                                                817
  Issuance of 44,246 shares of common stock
     through dividend reinvestment plan                    1,098                                                              1,098
  Issuance of 19,807 shares of common stock
     through supplemental purchase under
     dividend reinvestment plan                              528                                                                528
  5% stock dividend - 224,526 shares                       4,603          (4,604)                                                (1)
  Purchase of 180,150 shares of stock                     (4,793)                                                            (4,793)
  Issuance of 7,770 shares of stock                          214                                                                214
                                                    ------------     -----------     -----------        ------------     ----------
BALANCES AT  DECEMBER 31, 1999                           $55,263          $6,433                               $(664)       $61,032
                                                    ============     ===========     ===========        ============     ==========
  Other comprehensive income
    Net income for year to date                                            2,110          $2,110                              2,110
    Other comprehensive income (loss)
      Net change in unrealized appreciation
        (depreciation) on available for
        sale securities                                                                     (233)               (233)          (233)
                                                                                     -----------
         Comprehensive income                                                             $1,877
                                                                                     ===========
  Cash dividends - $.17 per share                                           (795)                                              (795)
  Issuance of 6,741 shares of common stock
     through exercise of stock options                        91                                                                 91
  Issuance of 16,230 shares of common stock
     through dividend reinvestment plan                      305                                                                305
  Issuance of 5,663 shares of common stock
     through supplemental purchase under
     dividend reinvestment plan                              112                                                                112
  Purchase of 43,675 shares of stock                        (875)                                                              (875)
  Issuance of 970 shares of stock                             19                                                                 19
                                                    ------------     -----------     -----------        ------------     ----------
BALANCES AT  MARCH 31, 2000                              $54,915          $7,748                               $(897)       $61,766
                                                    ============     ===========     ===========        ============     ==========
</TABLE>
See notes to consolidated financial statements.

                                     Page 5
<PAGE>
                              FIRSTBANK CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                           FOR THE THREE MONTHS ENDED
                             MARCH 31, 2000 and 1999
                             (Dollars in Thousands)
                                    UNAUDITED
<TABLE>
                                                                                              Three months ended March 31,
                                                                                                 2000              1999
                                                                                                 ----              ----
<S>                                                                                         <C>               <C>
 OPERATING ACTIVITIES
     Net income                                                                                $2,110            $1,936
     Adjustments to reconcile net income to net cash provided by operating activities
        Provision for loan losses                                                                 175               126
        Depreciation of premises and equipment                                                    361               320
        Net amortization of security premiums/discounts                                            20                86
        Loss on sale of securities                                                                  3
        Amortization of goodwill and other intangibles                                            171               181
        Gain on sale of mortgage loans                                                            (93)             (331)
        Proceeds from sales of mortgage loans                                                  11,218            19,156
        Loans originated for sale                                                             (10,610)          (19,099)
        Increase (decrease) in accrued interest receivable and other assets                       213              (833)
        Increase in accrued interest payable and other liabilities                              1,348               820
                                                                                         ------------      ------------
                                               NET CASH PROVIDED BY OPERATING ACTIVITIES        4,916             2,362

 INVESTING ACTIVITIES
     Proceeds from sale of securities available for sale                                          995               350
     Proceeds from maturities of securities available for sale                                 10,569             8,924
     Purchases of securities available for sale                                                (7,634)           (6,342)
     Net increase in portfolio loans                                                          (21,770)           (4,329)
     Net purchases of premises and equipment                                                     (729)             (450)
                                                                                         ------------      ------------
                                                    NET CASH USED IN INVESTING ACTIVITIES     (18,569)           (1,847)

 FINANCING ACTIVITIES
    Net increase (decrease) in deposits                                                           728            (5,887)
    Decrease in securities sold under agreements
     to repurchase and other short term borrowings                                             (8,509)           (4,225)
    Increase (decrease) of note payable                                                        17,486               (14)
    Cash proceeds from issuance of common stock                                                   527               568
    Purchase of common stock                                                                     (875)           (1,062)
    Cash dividends                                                                               (795)             (720)
                                                                                         ------------      ------------
                                     NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES        8,562           (11,340)

                                                   DECREASE IN CASH AND CASH EQUIVALENTS       (5,091)          (10,825)
 Cash and cash equivalents at beginning of period                                              25,197            35,492
                                                                                         ------------      ------------
                                              CASH AND CASH EQUIVALENTS AT END OF PERIOD      $20,106           $24,667
                                                                                         ============      ============

 Supplemental Disclosure
     Interest Paid                                                                             $5,609            $4,700
     Income Taxes Paid                                                                             $0                $0
</TABLE>

See notes to consolidated financial statements.

                                     Page 6
<PAGE>
                             FIRSTBANK CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2000



NOTE A - FINANCIAL STATEMENTS

The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial  information and with the  instructions to Form 10-Q and Article 10 of
Regulation  S-X.  Accordingly,  they do not include all of the  information  and
footnotes  required by generally  accepted  accounting  principles  for complete
financial statements. In the opinion of management,  all adjustments (consisting
of normal recurring accruals)  considered necessary for a fair presentation have
been  included.  Operating  results for the three month  period  ended March 31,
2000, are not necessarily indicative of the results that may be expected for the
year ended December 31, 2000.  The balance sheet and statement of  shareholders'
equity at December  31,  1999,  have been  derived  from the  audited  financial
statements  at that date.  For further  information,  refer to the  consolidated
financial  statements and footnotes thereto included in the Corporation's annual
report on Form 10-K for the year ended December 31, 1999.


NOTE B - SECURITIES

Individual   securities  held  in  the  security  portfolio  are  classified  as
securities available for sale. Securities might be sold prior to maturity due to
changes in interest rates,  prepayment risks,  yield,  availability of alternate
investments,   liquidity  needs  or  other  factors.  Securities  classified  as
available  for sale are reported at their fair value and the related  unrealized
holding  gain or loss is  reported,  net of  related  income tax  effects,  as a
separate component of shareholders' equity until realized.


NOTE C - LOAN COMMITMENTS

Loan  commitments  (including  unused lines of credit and letters of credit) are
made to accommodate the financial needs of the Banks' customers. The commitments
have credit risk  essentially  the same as that  involved in extending  loans to
customers,  and are subject to the Banks' normal credit  policies and collateral
requirements.  Loan commitments, which are predominately at variable rates, were
approximately  $67,301,620  and  $68,199,183 at March 31, 2000, and December 31,
1999, respectively.

                                     Page 7
<PAGE>
NOTE D - NONPERFORMING LOANS AND ALLOWANCE FOR LOAN LOSSES

Nonperforming Loans and Assets

The  following  table  summarizes  nonaccrual  and past due  loans at the  dates
indicated:
<TABLE>
                                                                        March 31, December 31,
              (Dollars in thousands)                                      2000          1999
         --------------------------------------------------          ---------------------------
         <S>                                                         <C>                <C>
         Nonperforming loans:
                  Nonaccrual loans                                     $1,867             $2,165
                  Loans 90 days or more past due                          519                663
                  Renegotiated loans                                       53                 55
                                                                       ------             ------
                                    Total nonperforming loans          $2,439             $2,883
                                                                        =====              =====
         Property from defaulted loans                                 $  601            $   511
                                                                        =====             ======
         Nonperforming loans as a percent of:
                  Total loans                                            .46%               .57%
                                                                         ====               ====
                  Allowance for loan losses                            25.51%             30.94%
                                                                       ======             ======
</TABLE>
Analysis of the Allowance for Loan Losses
The following table summarizes  changes in the allowance for loan losses arising
from  loans  charged  off,  recoveries  on loans  previously  charged  off,  and
additions to the allowance which have been charged to expense.
<TABLE>
                                                                         Three                   Twelve
                                                                        months                   months
                                                                         ended                   ended
                                                                       March 31,              December 31,
         (Dollars in thousands)                                          2000                     1999
- -----------------------------------------------------               ---------------          -------------
<S>                                                                   <C>                     <C>
Balance at beginning of period                                            $9,317                  $9,048

Charge-offs                                                                 (178)                   (799)
Recoveries                                                                   246                     554
                                                                           -----                  ------

         Net (charge-offs) recoveries                                         68                    (245)
         Additions to allowance for
           loan losses                                                       175                     514
                                                                           -----                   -----

         Balance at end of period                                         $9,560                  $9,317
                                                                           =====                   =====
Average loans outstanding
         during the period                                              $516,505                $464,581
                                                                         =======                 =======

Loans outstanding at end of period                                      $529,561                $508,238
                                                                         =======                 =======
Allowance as a percent of:
         Total loans at end of period                                       1.81%                   1.83%
                                                                            ====                    ====

         Nonperforming loans at end of period                                320%                    323%
                                                                             ===                     ===
Net charge-offs (recoveries) as a percent of:
         Average loans outstanding                                          (.01)%                   .05%
                                                                            ====                     ===

         Average Allowance for loan losses                                  (.72)%                  2.66%
                                                                            ====                    ====
</TABLE>
                                     Page 8
<PAGE>
NOTE E - RECLASSIFICATION

Certain 1999 amounts have been reclassified to conform to the 2000 presentation.







                                     Page 9
<PAGE>
Item 2.   Management's Discussion and Analysis of Financial Condition and
          Results of Operations.

The consolidated  financial  information  presented is for Firstbank Corporation
("Corporation") and its wholly owned subsidiaries,  Bank of Alma, Firstbank (Mt.
Pleasant), 1st Bank (West Branch), and Bank of Lakeview (Lakeview) (collectively
the "Banks").

Financial Condition

Total assets increased $12 million,  or 1.81%,  during the first three months of
2000. Cash and cash equivalents  decreased by $5 million, or 20.20%,  during the
first  quarter of 2000 as excess  cash,  which was on hand to satisfy Y2K needs,
was reduced to levels needed for routine transactions.

Investment  securities  declined $4 million,  or 4.77%,  during the three months
ending  March 31,  2000.  Nearly all of this  decrease is due to a reduction  in
short term investments used to offset short term municipal deposits.

Total loans grew $21 million,  or 4.2%,  during the first  quarter of 2000.  All
categories  of loans  experienced  increases  with  the  largest  growth  in the
commercial  portfolio  which grew $16  million.  The  allowance  for loan losses
increased $243,000 during the first three months of 2000. At March 31, 2000, the
allowance  as a percent  of  outstanding  loans was 1.81%  compared  to 1.83% at
December 31, 1999. The allowance as a percent of nonperforming loans was 320% at
the end of the first quarter of 2000 and 323% at year end 1999. During the first
quarter of 2000,  the allowance was increased by net recoveries of $68,000 and a
provision of $175,000.  Management  continues to maintain the allowance for loan
losses at a level considered appropriate to absorb losses in the portfolio.  The
allowance  balance is established  after  considering past loan loss experience,
current  economic  conditions,  volume,  growth  and  composition  of  the  loan
portfolio, delinquencies, and other relevant factors.

Total deposits increased a modest $728,000,  or .15%, from December 31, 1999, to
March 31, 2000. Reductions in noninterest bearing account balances of $4 million
and demand  deposit  account  balances of $3 million were offset by increases in
time deposits of $8 million.

Securities  sold under  agreements to repurchase and overnight  borrowings  have
decreased by $9 million,  or 16.42%. For the three month period ending March 31,
2000,  securities sold under  agreements to repurchase  experienced a $2 million
increase.  Overnight  borrowings decreased $11 million during the same period. A
portion of the overnight  borrowings had been used to fund additional cash which
was  available in the event of unexpected  Y2K cash needs.  The remainder of the
decrease is offset by an increase in notes payable. Notes payable have increased
$17 million  from the end of  December,  1999,  to the end of March,  2000.  The
45.56% increase in notes payable has been used to fund loan demand.

                                     Page 10
<PAGE>
Total  shareholders'  equity  increased  $700,000,  or 1.20%,  during  the first
quarter of 2000. Net income of $2,110,000  and stock  issuances of $527,000 have
increased  shareholders' equity, while stock repurchases of $875,000,  dividends
of $795,000, and net unrealized depreciation on securities available for sale of
$233,000 have  decreased  shareholders'  equity.  In January 2000,  the Board of
Directors  authorized a stock repurchase plan to acquire up to 250,000 shares of
Firstbank  Corporation stock. As of March 31, 2000, the Corporation had acquired
43,675  shares as a result of this  repurchase  plan.  Book value was $13.20 per
share at March 31, 2000, and $13.00 at December 31, 1999.

The  following  table  discloses  compliance  with  current  regulatory  capital
requirements on a consolidated basis:
<TABLE>
                                                                                               Total
                                                                                 Tier 1     Risk-based
                  (Dollars in thousands)                           Leverage      Capital      Capital
                  ----------------------                           --------      -------      -------
<S>                                                                <C>           <C>          <C>
Capital balances at March 31, 2000                                  $53,875      $53,875      $60,105
Required Regulatory Capital                                          25,858       19,802       39,604
                                                                     ------       ------       ------
Capital in excess of regulatory minimums                             28,017       34,073       20,501

Capital ratios at March 31, 2000                                      8.33%       10.88%       12.14%
Regulatory capital ratios -- "well capitalized"                       5.00%        6.00%       10.00%
         definition
Regulatory capital ratios -- minimum requirement                      4.00%        4.00%        8.00%
</TABLE>

The  Corporation  has filed  applications  to  charter a new bank in St.  Johns,
Michigan, to be known as Firstbank - St. Johns. Pending regulatory approval, the
bank is expected to open in June 2000.

The Corporation has filed notice to acquire a real estate  appraisal  company to
operate as a wholly owned subsidiary of Firstbank  Corporation.  The transaction
is expected to be completed in May 2000.

Results of Operations

For the first  quarter of 2000,  net income was  $2,110,000  basic  earnings per
share  were  $0.45 and  diluted  earnings  per share  were  $0.44,  compared  to
$1,936,000,  $0.41  and $0.40 for the first  quarter  of 1999.  Average  earning
assets  increased  $59 million,  or 10.79%,  for the first  quarter of 2000 when
compared to the first quarter of 1999. The yield on earning assets  increased 16
basis points to 8.44%  during the first three  months of 2000  compared to 8.27%
during the same period in 1999.  The cost of funding  rate  related  liabilities
increased  21 basis  points when  comparing  the quarter  ends of March 2000 and
March 1999,  from 3.66% in 1999 to 3.87% in 2000. Net interest margin declined 2
basis points from 4.76% to 4.74% when  comparing the quarters  ending March 1999
and March 2000. Net interest  income before  provision  increased  $700,000,  or
11.13%,  when  comparing  the three months  ending  March 31, 2000,  to the same
period in 1999.

The  provision  for loan  losses  increased  $49,000 to  $175,000  for the first
quarter of 2000  compared to the first  quarter of 1999.  This increase is not a
response to  deteriorating  loan  quality,  but a provision  in  recognition  of
significant loan growth.

                                     Page 11
<PAGE>
Total noninterest  income decreased  $95,000,  or 6.69%, in the first quarter of
2000 when compared to the respective  period in 1999. Gains on sale of mortgages
declined $238,000, or 71.90%, for the same period. With the increase in interest
rates, mortgage activity has experienced a substantial decrease.

Noninterest  expense  increased 6.28%, or $301,000,  for the three months ending
March 31,  2000,  compared  to the same  period in 1999.  The  majority  of this
increase  falls in the  salary and  benefit  line item.  Salaries  and  benefits
increases reflect annual salary  adjustments as well as the addition of staff to
accommodate  a branch that  opened in the fall of 1999 and initial  hiring for a
new bank.


FORWARD LOOKING STATEMENTS

This report contains  forward-looking  statements that are based on management's
beliefs, assumptions, current expectations,  estimates and projections about the
financial  services  industry,  the economy,  and about the Corporation  itself.
Words  such  as  "anticipate,"  "believe,"  "determine,"  "estimate,"  "expect,"
"forecast,"  "intend," "is likely," "plan," "project,"  "opinion," variations of
such   terms,   and  similar   expressions   are   intended  to  identify   such
forward-looking  statements.  The presentations and discussions of the provision
and  allowance  for loan  losses,  and  determinations  as to the need for other
allowances presented in this report are inherently forward-looking statements in
that they  involve  judgements  and  statements  of belief as to the  outcome of
future events.  These  statements are not guarantees of future  performance  and
involve  certain risks,  uncertainties,  and  assumptions  that are difficult to
predict with regard to timing,  extent,  likelihood,  and degree of  occurrence.
Therefore,  actual results and outcomes may  materially  differ from what may be
expressed  or  forecasted  in  such  forward-looking  statements.  Internal  and
external  factors that may cause such a difference  include  changes in interest
rates and interest rate  relationships;  demand for products and  services;  the
degree of competition by traditional and non-traditional competitors; changes in
banking  regulations;  changes  in tax laws;  changes  in  prices,  levies,  and
assessments;  the impact of technological advances;  governmental and regulatory
policy changes; the outcomes of pending and future litigation and contingencies;
trends in  customer  behavior  and  customer  ability to repay  loans;  software
failure,  errors  or  miscalculations;  and  the  vicissitudes  of the  national
economy.  The Corporation  undertakes no obligation to update,  amend or clarify
forward-looking  statements,  whether  as a result  of new  information,  future
events, or otherwise.

                                     Page 12
<PAGE>
Item 3.  Quantitative and Qualitative Disclosures about Market Risk

Information  under the headings,  "Liquidity and Interest Rate  Sensitivity"  on
pages 8 and 9 and "Quantitative and Qualitative Disclosure About Market Risk" on
pages 9 through 11 in the  registrant's  annual report to  shareholders  for the
year ended  December 31, 1999, is here  incorporated  by reference.  Firstbank's
annual  report is filed as  Exhibit  13 to its Form 10-K  annual  report for its
fiscal year ended December 31, 1999.

Firstbank faces market risk to the extent that both earnings and the fair values
of its  financial  instruments  are affected by changes in interest  rates.  The
Corporation manages this risk with static GAP analysis and simulation  modeling.
Throughout  the  first  quarter  of  2000,  the  results  of  these  measurement
techniques were within the Corporation's policy guidelines. The Corporation does
not  believe  that  there  has  been a  material  change  in the  nature  of the
Corporation's primary market risk exposures,  including the categories of market
risk to which the Corporation is exposed and the particular markets that present
the primary  risk of loss to the  Corporation.  As of the date of this Form 10-Q
Quarterly  Report,  the  Corporation  does not know of or expect there to be any
material change in the general nature of its primary market risk exposure in the
near term.

The methods by which the Corporation  manages its primary market risk exposures,
as  described  in the sections of its Form 10-K Annual  Report  incorporated  by
reference  in response  to this item,  have not  changed  materially  during the
current year. As of the date of this Form 10-Q quarterly report, the Corporation
does not  expect  to  change  those  methods  in the  near  term.  However,  the
Corporation  may  change  those  methods  in the  future to adapt to  changes in
circumstances or to implement new techniques.

The Corporation's  market risk exposure is mainly comprised of its vulnerability
to interest rate risk. Prevailing interest rates and interest rate relationships
in the future will be primarily  determined by market  factors which are outside
of  Firstbank's  control.  All  information  provided  in  response to this item
consists  of  forward  looking  statements.  Reference  is made  to the  section
captioned  "Forward  Looking  Statements" on page 13 of this Form 10-Q quarterly
report for a discussion of the  limitations  on Firstbank's  responsibility  for
such statements.

                                     Page 13
<PAGE>
                           PART II. OTHER INFORMATION




Item 6.  Exhibits and Reports on Form 8-K

         (a)      Exhibits:

                  Exhibit 27 -- Financial Data Schedule

                  Exhibit 99 -- Report on Review by Independent Certified
                  Public Accounts

         (b)      Reports on Form 8-K

                  None







                                     Page 14
<PAGE>
                                   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.



                              FIRSTBANK CORPORATION
                                  (Registrant)




Date:   May 10, 2000                  \s\ Thomas R. Sullivan
                                      Thomas R. Sullivan
                                      President, Chief Executive Officer
                                      (Principal Executive Officer)


Date:   May 10, 2000                  \s\ Mary D. Deci
                                      Mary D. Deci
                                      Vice President and Chief Financial Officer
                                      (Principal Accounting Officer)




                                     Page 15
<PAGE>
                                   EXHIBIT 99


          Report on Review by Independent Certified Public Accountants



Board of Directors and Shareholders
Firstbank Corporation
Alma, Michigan


We have  reviewed  the  accompanying  condensed  consolidated  balance  sheet of
Firstbank   Corporation  as  of  March  31,  2000,  and  the  related  condensed
consolidated  statements of income,  changes in shareholders'  equity,  and cash
flows for the three-month period then ended. These financial  statements are the
responsibility of Firstbank Corporation's  management. We did not make a similar
review of the condensed consolidated statements of income and cash flows for the
three-month period ended March 31, 1999.

We conducted our review in accordance with standards established by the American
Institute  of  Certified  Public  Accountants.  A review  of  interim  financial
information consists principally of applying analytical  procedures to financial
data, and making  inquiries of persons  responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with  generally  accepted  auditing  standards,  the  objective  of which is the
expression of an opinion  regarding the financial  statements  taken as a whole.
Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material  modifications that should
be made to the  March  31,  2000  condensed  consolidated  financial  statements
referred  to  above  for  them  to  be in  conformity  with  generally  accepted
accounting principles.

The consolidated balance sheet of Firstbank Corporation as of December 31, 1999,
and the related statements of income,  changes in shareholders' equity, and cash
flows for the year then  ended (not  presented  herein);  were  audited by other
auditors whose report dated February 4, 2000,  expressed an unqualified  opinion
on  those  statements.  In  our  opinion,  the  information  set  forth  in  the
accompanying  condensed  consolidated  balance  sheet and the related  condensed
consolidated  statement  of changes in  shareholders'  equity as of December 31,
1999,  are  fairly  stated,  in  all  material  respects,  in  relation  to  the
consolidated   balance   sheet  and   consolidated   statement   of  changes  in
shareholders' equity from which it has been derived.

                                     /s/ Andrews, Hooper & Pavlik P.L.C.

Saginaw, Michigan
May 9, 2000
                                     Page 16

<TABLE> <S> <C>


<ARTICLE>                                            9
<LEGEND>
The schedule  contains summary  financial  information  extracted from Firstbank
Corporation's unaudited financial statements and is qualified in its entirety by
reference  to such  financial  statements  as of  March  31,  2000.  (Dollars in
Thousands)
</LEGEND>
<MULTIPLIER>                                   1,000

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                              DEC-31-2000
<PERIOD-END>                                   MAR-31-2000
<CASH>                                          19,612
<INT-BEARING-DEPOSITS>                             404
<FED-FUNDS-SOLD>                                    91
<TRADING-ASSETS>                                     0
<INVESTMENTS-HELD-FOR-SALE>                     85,959
<INVESTMENTS-CARRYING>                               0
<INVESTMENTS-MARKET>                                 0
<LOANS>                                        529,561
<ALLOWANCE>                                     (9,560)
<TOTAL-ASSETS>                                 662,339
<DEPOSITS>                                     492,132
<SHORT-TERM>                                    19,050
<LIABILITIES-OTHER>                             33,521
<LONG-TERM>                                     55,870
                                0
                                          0
<COMMON>                                        54,915
<OTHER-SE>                                       6,851
<TOTAL-LIABILITIES-AND-EQUITY>                       0
<INTEREST-LOAN>                                 11,196
<INTEREST-INVEST>                                1,357
<INTEREST-OTHER>                                     0
<INTEREST-TOTAL>                                12,554
<INTEREST-DEPOSIT>                               4,325
<INTEREST-EXPENSE>                               5,587
<INTEREST-INCOME-NET>                            6,967
<LOAN-LOSSES>                                      175
<SECURITIES-GAINS>                                  (3)
<EXPENSE-OTHER>                                  5,096
<INCOME-PRETAX>                                  3,022
<INCOME-PRE-EXTRAORDINARY>                       3,022
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     2,110
<EPS-BASIC>                                      .45
<EPS-DILUTED>                                      .44
<YIELD-ACTUAL>                                    8.44
<LOANS-NON>                                      1,867
<LOANS-PAST>                                       519
<LOANS-TROUBLED>                                    53
<LOANS-PROBLEM>                                 18,761
<ALLOWANCE-OPEN>                                 9,317
<CHARGE-OFFS>                                      178
<RECOVERIES>                                       246
<ALLOWANCE-CLOSE>                                9,560
<ALLOWANCE-DOMESTIC>                             7,931
<ALLOWANCE-FOREIGN>                                  0
<ALLOWANCE-UNALLOCATED>                          1,629



</TABLE>


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