IBT BANCORP INC
10-Q, 2000-08-10
STATE COMMERCIAL BANKS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 10-Q
(Mark One)

{X}  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

For  the quarterly period ended June 30, 2000
                                -------------
                                       OR

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

                  For the transition period from          to        .
                                                 ---------   -------
                           Commission File No. 0-25903


                                IBT Bancorp, Inc.
-------------------------------------------------------------------------------
             (Exact name of Registrant as specified in its charter)


            Pennsylvania                                 25-1532164
-----------------------------------------  ------------------------------------
(State of incorporation or organization)   (I.R.S. employer identification no.)


309 Main Street, Irwin, Pennsylvania                       15642
-------------------------------------------------------------------------------
(Address of principal executive offices)                 (zip code)


                                 (724) 863-3100
-------------------------------------------------------------------------------
                 Issuer's telephone number, including area code

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 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 90 days.

                                      YES      X                NO
                                          ------------             ------------

  Number of shares of Common Stock outstanding as of August 1, 2000: 3,001,923




<PAGE>

                                IBT BANCORP, INC.

                                    Contents
<TABLE>
<CAPTION>
                                    --------
 <S>       <C>                                                                                           <C>

                                                                                                              Pages
PART I - FINANCIAL INFORMATION

     Item 1.    Financial Statements...............................................................................

                Consolidated statements of financial condition at June 30, 2000
                (unaudited) and December 31, 1999..............................................................   1

                Consolidated statements of operations (unaudited) for the three and six months
                ended June 30, 2000 and 1999 ...................................................................  2

                Consolidated statements of cash flows (unaudited) for the six months
                ended June 30, 2000 and 1999....................................................................  3

                Notes to financial statements...................................................................  4


     Item 2.    Management's Discussion and Analysis of Financial Condition
                  and Results of Operations.....................................................................  6

     Item 3.    Quantitative and Qualitative Disclosures About Market Risk......................................  9

PART II - OTHER INFORMATION

     Item 1.    Legal Proceedings..............................................................................  10

     Item 2.    Changes in Securities and Use of Records.......................................................  10

     Item 3.    Defaults upon Senior Securities................................................................  10

     Item 4.    Submission of Matters to a Vote of Security-Holders............................................  10

     Item 5.    Other Information..............................................................................  10

     Item 6.    Exhibits and Reports on Form 8-K...............................................................  11

Signatures.....................................................................................................  12
</TABLE>

<PAGE>
CONSOLIDATED BALANCE SHEETS
IBT BANCORP, INC. AND SUBSIDIARY
<TABLE>
<CAPTION>

                                                                       June 30, 2000                      December 31,
                                                                   -------------------------      ----------------------
                                                                         (unaudited)                           1999
                                                                   -------------------------      ----------------------
 <S>                                                           <C>                            <C>
ASSETS
             Cash and due from banks                               $             11,777,400       $          19,171,977
             Interest-bearing deposits in banks                                     886,284                      92,590
             Federal funds sold                                                     500,000                           -
             Certificates of deposit                                                100,000                   3,000,000
             Securities available for sale                                      154,597,652                 149,098,906
             Federal Home Loan Bank stock, at cost                                1,964,300                   1,964,300
             Loans, net                                                         276,790,132                 260,502,270
             Premises and equipment, net                                          4,635,993                   4,728,702
             Other assets                                                         7,833,140                   7,162,670
                                                                   -------------------------      ----------------------

Total Assets                                                       $            459,084,901       $         445,721,415
                                                                   =========================      ======================

LIABILITIES AND STOCKHOLDERS' EQUITY

Liabilities
             Deposits
                 Non-interest bearing                              $             62,225,434       $          57,097,999
                 Interest-bearing                                               319,831,278                 311,582,486
                                                                   -------------------------      ----------------------

                 Total deposits                                                 382,056,712                 368,680,485

             Repurchase agreements                                                7,381,408                   6,456,597
             Federal funds purchased                                                      -                   7,000,000
             Accrued interest and other liabilities                               3,333,525                   3,679,053
             Long-term debt                                                      27,000,000                  22,000,000
                                                                   -------------------------      ----------------------

             Total liabilities                                                  419,771,645                 407,816,135

Stockholders' Equity
             Capital  stock,  par value  $1.25,  50,000,000  shares  authorized,
                 3,023,799   shares  issued,   3,001,923  and  3,021,174  shares
                 outstanding at June 30, 2000 and
                 December 31, 1999, respectively                                  3,779,749                   3,779,749
             Surplus                                                              2,073,102                   2,073,102
             Retained earnings                                                   37,245,730                  35,318,637
             Accumulated other comprehensive income                              (3,095,849)                 (3,178,596)
                                                                   -------------------------      ----------------------

                                                                                 40,002,732                  37,992,892
              Less: Treasury stock, at cost                                        (689,476)                    (87,612)
                                                                   -------------------------      ----------------------
             Total stockholders' equity                                          39,313,256                  37,905,280
                                                                   -------------------------      ----------------------

Total Liabilities and Stockholders' Equity                         $            459,084,901       $         445,721,415
                                                                   =========================      ======================
</TABLE>

                                        1

<PAGE>
CONSOLIDATED STATEMENTS OF INCOME
IBT BANCORP, INC. AND SUBSIDIARY
<TABLE>
<CAPTION>

                                                      Three Months Ended June 30,            Six Months Ended June 30,
                                                  ------------------------------------   ---------------------------------
                                                       2000                  1999               2000             1999
                                                  ----------------   -----------------   ---------------  ----------------
                                                    (unaudited)                                   (unaudited)
                                                  ------------------------------------   ---------------------------------
<S>                                                <C>                 <C>                <C>              <C>
Interest Income
      Loans                                           $ 5,450,311         $ 4,851,764        10,694,830       $ 9,625,318
      Investment securities                             2,590,769           2,118,109         5,131,232         4,233,272
      Federal funds sold                                  124,696             120,303           137,834           251,825
                                                  ----------------   -----------------   ---------------  ----------------

      Total interest income                             8,165,776           7,090,176       $15,963,896        14,110,415

Interest Expense
      Deposits                                          3,390,258           2,973,836         6,623,740         6,009,989
      Long-term debt                                      390,809             181,391           724,214           364,747
      Repurchase agreements                                84,862              34,327           156,488            43,437
                                                  ----------------   -----------------   ---------------  ----------------

      Total interest expense                            3,865,929           3,189,554         7,504,442         6,418,173
                                                  ----------------   -----------------   ---------------  ----------------

Net Interest Income                                     4,299,847           3,900,622         8,459,454         7,692,242

Provision for Loan Losses                                  75,000              45,000           150,000            90,000
                                                  ----------------   -----------------   ---------------  ----------------

Net Interest Income after Provision                     4,224,847           3,855,622         8,309,454         7,602,242
for Loan Losses

Other Income
      Service fees                                        521,456             420,977         1,007,361           792,999
      Investment security gains                                 -               4,869                 -             6,039
      Investment security losses                         (106,974)             (1,250)         (106,974)           (1,250)
      Other income                                        427,275             315,999           721,320           603,826
                                                  ----------------   -----------------   ---------------  ----------------

      Total other income                                  841,757             740,595         1,621,707         1,401,614

Other Expenses
      Salaries                                          1,079,215             906,666         1,988,794         1,659,271
      Pension and other employee benefits                 283,873             259,271           575,490           501,236
      Occupancy expense                                   257,851             246,708           516,538           493,715
      Data processing expense                             146,852             133,453           290,763           264,804
      ATM expense                                          97,028              77,270           183,767           148,686
      FDIC insurance                                       21,364              10,190            40,734            20,063
      Other expenses                                      719,262             623,975         1,440,746         1,269,513
                                                  ----------------   -----------------   ---------------  ----------------

      Total other expenses                              2,605,445           2,257,533         5,036,832         4,357,288
                                                  ----------------   -----------------   ---------------  ----------------

Income Before Income Taxes                              2,461,159           2,338,684         4,894,329         4,646,568

Provision for Income Taxes                                804,911             747,492         1,586,103         1,488,606
                                                  ----------------   -----------------   ---------------  ----------------

Net income                                            $ 1,656,248         $ 1,591,192        $3,308,226       $ 3,157,962
                                                  ================   =================   ===============  ================

Basic Earnings per Share                                   $ 0.55              $ 0.52            $ 1.10            $ 1.04
                                                  ================   =================   ===============  ================

Diluted Earnings per Share                                 $ 0.55              $ 0.52            $ 1.10            $ 1.04
                                                  ================   =================   ===============  ================

Dividends per Share                                        $ 0.23              $ 0.20            $ 0.46            $ 0.40
                                                  ================   =================   ===============  ================
</TABLE>

                                        2
<PAGE>
CONSOLIDATED STATEMENTS OF CASH FLOWS
IBT BANCORP, INC. AND SUBSIDIARY
<TABLE>
<CAPTION>
                                                                        Six Months ended June 30,
                                                                  -------------------------------------
                                                                        2000                 1999
                                                                  -----------------    ----------------
                                                                                (unaudited)
                                                                  -------------------------------------
<S>                                                                 <C>                 <C>
CASH FLOWS FROM OPERATING ACTIVITIES
      Net income                                                       $ 3,308,226         $ 3,157,962
      Adjustments to reconcile net cash
      from operating activities:
      Depreciation                                                         275,543             267,000
      Net amortization/accretion of
      premiums and discounts                                                 4,572              31,275
      Net investment security losses/(gains)                               106,974              (4,789)
      Provision for loan losses                                            150,000              90,000
      Increase (decrease) in cash due to
      changes in assets and liabilities:
      Other assets                                                        (713,098)           (139,860)
      Accrued interest and other
      liabilities                                                         (345,528)           (928,386)
                                                                  -----------------    ----------------

Net Cash From Operating Activities                                       2,786,689           2,473,202

CASH FLOWS FROM INVESTING ACTIVITIES
      Purchase of certificate of deposit                                  (100,000)                  -
      Proceeds from maturity of certificates
      of deposit                                                         3,000,000                   -
      Proceeds from sales of securities
      available for sale                                                 4,912,909             998,750
      Proceeds from maturities of securities held
      to maturity                                                                -           1,069,215
      Proceeds from maturities of securities
      available for sale                                                 3,604,117          19,776,987
      Purchase of securities available for sale                        (14,001,943)        (38,050,787)
      Net loans made to customers                                      (16,437,862)        (11,115,153)
      Purchases of premises and equipment                                 (182,834)           (199,680)
      Purchase of Federal Home Loan Bank stock                                   -            (236,200)
                                                                  -----------------    ----------------

Net Cash Used By Investing
Activities                                                             (19,205,613)        (27,756,868)

CASH FLOWS FROM FINANCING ACTIVITIES
      Net increase in deposits                                          13,376,227           7,396,182
      Net increase in securities sold
      under repurchase agreements                                          924,811           6,030,670
      Dividends paid                                                    (1,381,133)         (1,209,520)
      Federal funds purchased                                           (7,000,000)                  -
      Proceeds from long-term debt                                       5,000,000                   -
      Payments on long-term debt                                                 -          (2,000,000)
      Purchase of treasury stock                                          (601,864)                  -
                                                                  -----------------    ----------------

Net Cash From Financing
Activities                                                              10,318,041          10,217,332
                                                                  -----------------    ----------------

Net Change in Cash and Cash
Equivalents                                                             (6,100,883)        (15,066,334)

Cash and Cash Equivalents at
Beginning of Period                                                     19,264,567          43,396,314
                                                                  -----------------    ----------------

Cash and Cash Equivalents at
End of Period                                                         $ 13,163,684        $ 28,329,980
                                                                  =================    ================
</TABLE>

                                        3
<PAGE>
IBT BANCORP, INC. AND SUBSIDIARY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


NOTE A - BASIS OF PRESENTATION

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 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  months and six months  ended June 30, 2000 are
not  necessarily  indicative  of the results  that may be expected  for the year
ended  December 31, 2000 or any future  interim  period.  The interim  financial
statements  should be read in  conjunction  with the  financial  statements  and
footnotes thereto included in IBT Bancorp,  Inc. and subsidiary Annual Report or
Form 10-K for the year ended Decmeber 31, 1999.


NOTE B - EARNINGS PER SHARE

Earnings per share are calculated on the basis of the weighted average number of
shares  outstanding.  The weighted average shares  outstanding was 3,001,923 and
3,004,760  for the three and six months  ended June 30, 2000,  respectively  and
3,023,799 for the three and six months ended June 30, 1999.


NOTE C - COMPREHENSIVE INCOME

Total comprehensive income for the three months ended June 30, 2000 and 1999 was
$1,836,076  and  $(129,764)  respectively  and for the six months ended June 30,
2000 and 1999 was $3,390,973 and $627,724, respectively.


NOTE D - INVESTMENT SECURITIES

 Investment securities available for sale consist of the following:
<TABLE>
<CAPTION>

                                                                          June 30, 2000
                                           -------------------------------------------------------------------------------
                                                                     Gross             Gross
                                                 Amortized         Unrealized        Unrealized             Market
                                                   Cost              Gains             Losses               Value
                                           -------------------------------------------------------------------------------

      Obligations of
<S>                                           <C>                  <C>             <C>                   <C>
      U.S. Government Agencies                    $ 95,383,007         $ 13,996        $(2,546,899)          $ 92,850,104
      Obligations of State and
       political sub-divisions                      14,681,859          151,196           (231,525)            14,601,530
      Mortgage-backed securities                    46,991,483            7,844         (2,146,681)            44,852,646
      Other securities                                  70,574            5,562                  -                 76,136
      Equity securities                              2,161,410           57,526             (1,700)             2,217,236

                                           -------------------------------------------------------------------------------
                                                  $159,288,333        $ 236,124        $(4,926,805)         $ 154,597,652
                                           ===============================================================================
</TABLE>

                                        4

<PAGE>

IBT BANCORP, INC. AND SUBSIDIARY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


NOTE E - REPURCHASE AGREEMENTS

During 1999,  the Bank began  offering  its  corporate  customers an  investment
product fashioned in the form of a repuchase  agreement.  Under the terms of the
agreement,  deposits in designated  demand accounts of the customer are put into
an investment  vehicle which is used daily to purchase an interest in designated
U. S.  Government or Agencies'  securities  owned by the Bank.  the Bank in turn
agrees to repurchase these investments on a daily basis and pay the customer the
daily  interest  earned on them.  At June 30,  2000,  the  amount of  repurchase
agreements was $7,381,408.


NOTE F - STOCK OPTION PLAN

At the annual  stockholders  meeting held April 2000, the stockholders  approved
the 2000 Stock Option Plan.  Pursuant to the Option Plan,  300,000 shares are to
be reserved for issuance  upon  exercise of stock  options  granted to officers,
directors,  key employees  and other persons from time to time.  The Option Plan
provides for a term of ten years, after which no awards may be made.

Options  consitute both Incentive Stock Options or Non-Incentive  Stock Options.
The exercise price for the purchase of Common Stock subject to an option may not
be less than 100 percent of the fair market value of the Common Stock covered by
the Option on the date of grant. In May 2000,  61,000 stock options were granted
under this plan at an exercise price of $24.50 per share.


NOTE G - JOINT VENTURE

During the second quarter of 2000, IBT Bancorp,  Inc. (the Bancorp) formed a new
subsidiary,  Irwin Bank  Financial  Services,  LLC. The newly formed  subsidiary
commenced  operations in June 2000 and will offer a full range of investment and
insurance  services to customers and the general public.  The Bancorp owns fifty
percent of the newly formed company and is recording their investments using the
equity method. At June 30, 2000 the Bancorp's investment was $125,000.











                                        5
<PAGE>

        MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
                             RESULTS OF OPERATIONS

         The Private  Securities  Litigation  Reform Act of 1995  contains  safe
harbor  provisions  regarding  forward-looking  statements.  When  used  in this
discussion, the words "believes", "anticipate",  "contemplates",  "expects", and
similar expressions are intended to identify  forward-looking  statements.  Such
statements  are  subject to certain  risks and  uncertainties  which could cause
actual  results to differ  materially  from  those  projected.  Those  risks and
uncertainties  include  changes in interest  rates,  risks  associated  with the
effect of opening a new branch, the ability to control costs and expenses,  year
2000 issues, and general economic  conditions.  IBT Bancorp,  Inc. undertakes no
obligation  to publicly  release the results of any  revisions to those  forward
looking  statements which may be made to reflect events or  circumstances  after
the date hereof or to reflect the occurrence of unanticipated events.

GENERAL

     IBT  Bancorp,  Inc.  is a bank  holding  company  headquartered  in  Irwin,
Pennsylvania,  which  provides a full  range of  commercial  and retail  banking
services  through its wholly owned  banking  subsidiary,  Irwin Bank & Trust Co.
(collectively, the "Company").

         Irwin Bank Financial Services,  LLC ("Irwin Bank Financial") operations
commenced on June 26, 2000.  Irwin Bank Financial,  a subsidiary of IBT Bancorp,
Inc., will offer insurance and investment  services to customers and the general
public. See Note G to the consolidated financial statements.

         On June  19,  2000,  the  Company  began  the  operation  of its  fifth
supermarket branch. This facility is located in Penn Township, Pennsylvania.

FINANCIAL CONDITION

         At June 30,  2000,  total  assets  increased  $13.4  million  to $459.1
million from $445.7  million at December 31, 1999. Of this  increase,  net loans
receivable  increased $16.3 million and securities  available for sale increased
$5.5 million.  Such increases  were offset by a $7.4 million  decrease in cash &
due from banks and a $2.9  million  decrease in  certificates  of deposit.  Such
funds were primarily used to pay down the outstanding federal funds purchased of
$7.0 million in the prior quarter. Additionally, in the current quarter, federal
funds sold  decreased  $6.6  million from the prior period ended March 31, 2000.
Such funds were used to fund new loan originations.

         The growth in total  deposits of $13.4  million was used  primarily  to
fund the growth in the loan  portfolio.  The increase in the loan  portfolio was
primarily  due to the  growth of the fixed  rate one- to four-  family  mortgage
loans of $5.6  million and growth of the  adjustable  rate real  estate  secured
commercial loans of $6.3 million.  Such increases were

                                       6
<PAGE>

offset by the sale of the credit card  portfolio of $1.6 million.  The Company's
loan  portfolio  continues to grow due to the Company's  offering of competitive
market interest rates.

         Non-interest  bearing deposits  increased $5.1 million to $62.2 million
at June 30,  2000 from $57.1  million at  December  31,  1999.  Interest-bearing
deposits  increased  $8.2 million from $311.6  million at December 31, 1999. The
growth is primarily  the result of increases in the number of deposit  accounts.
For the current  period,  interest-bearing  deposits  increased $7.4 million and
non-interest bearing deposits decreased $1.0 million from the prior period ended
March 31, 2000

         At June 30, 2000, total stockholders'  equity increased $1.4 million to
$39.3 million from $37.9  million at December 31, 1999.  The increase was due to
net  income of $3.3  million  for the  period  and an  increase  of  $83,000  in
accumulated other  comprehensive  income,  offset by the purchase of $602,000 of
Company stock, and dividends paid of $1.4 million. As previously  reported,  the
Company plans to purchase up to 151,100 shares of the Company's common stock. As
of June 30, 2000 the Company had repurchased 21,876 shares.

         Accumulated other comprehensive income increased as a result of changes
in the  net  unrealized  loss  on  the  available  for  sale  securities  due to
fluctuations  in interest  rates.  Pursuant  to  generally  accepted  accounting
principles,  securities  available for sale are recorded at current market value
and net unrealized  gains or losses on such securities are excluded from current
earnings and  reported net of income  taxes,  as part of  comprehensive  income,
until realized.  Because of interest rate volatility,  the Company's accumulated
other  comprehensive  income could materially  fluctuate for each interim period
and year-end.  The majority of the accumulated unrealized loss resulted from the
Company's investment in U.S. government agencies and mortgage backed securities.
The change in market value of the investment  securities available for sale will
not affect the Company's net income until the securities are sold. See Note D to
the condensed consolidated financial statements.

RESULTS OF OPERATIONS

         Net  income.  Net  income  for the three  months  ended  June 30,  2000
increased  $65,000 to $1.7 million from $1.6  million for the  comparable  three
month  period  in 1999.  Net  income  for the six  months  ended  June 30,  2000
increased  $150,000 to $3.3  million from $3.2  million for the  comparable  six
months 1999 period.  Such  increases for the three and six months ended June 30,
2000 were the result of higher net interest  income and other  income  offset by
increases to the provision for loan losses and other expenses.

         Interest  income.  Interest  income for the three months ended June 30,
2000 increased $1.1 million to $8.2 million from $7.1 million for the comparable
three month  period in 1999.  Interest  income for the six months ended June 30,
2000  increased  $1.9  million  to $16.0  million  from  $14.1  million  for the
comparable  six months 1999 period.  The

                                       7
<PAGE>

increases in the current three and six month  periods were  primarily due to the
increases in the average loan  receivables  and the average  available  for sale
securities portfolio.

         Interest expense.  Interest expense for the three months ended June 30,
2000  increased  $676,000 to $3.9 million  from $3.2 million for the  comparable
three month period in 1999.  Interest  expense for the six months ended June 30,
2000 increased $1.1 million to $7.5 million from $6.4 million for the comparable
six months 1999 period. Increased interest expense for the current three and six
month  periods were  primarily due to the increase in FHLB  advances,  corporate
repurchase agreement deposits, and interest earning deposits.

         Provision  for loan  losses.  For the three months ended June 30, 2000,
provision for loan losses were $75,000  compared to $45,000 for the three months
ended June 30, 1999.  The  evaluation  for  determining  the provision  includes
evaluations of concentrations of credit, past loss experience,  current economic
conditions,  amount and composition of the loan portfolio (including loans being
specifically  monitored  by  management),  estimated  fair  value of  underlying
collateral, loan commitments outstanding,  delinquencies,  and other information
available at such times.

         The Company will  continue to monitor its allowance for loan losses and
make future  adjustments to the allowance  through the provision for loan losses
as economic conditions dictate. Management continues to offer a wider variety of
loan  products  coupled  with the  continued  success of changing the mix of the
products offered in the loan portfolio from lower yielding loans (i.e.,  one- to
four-family  loans) to higher yielding loans (i.e.,  equity loans,  multi-family
(five or more units)  buildings,  and  commercial  (nonresidential)  mortgages).
Although the Company  maintains its allowance for loan losses at a level that it
considers  to be adequate to provide for the  inherent  risk of loss in its loan
portfolio,  there  can be no  assurance  that  future  losses  will  not  exceed
estimated  amounts or that  additional  provisions  for loan  losses will not be
required in future  periods due to the higher  degree of credit risk which might
result from the change in the mix of the loan portfolio.

         Other  income.  Total other  income for the three months ended June 30,
2000 increased $101,000 to $842,000 from $741,000 for the comparable three month
period in 1999.  Other income for the six months  ended June 30, 2000  increased
$220,000 to $1.6 million from $1.4  million for the  comparable  period in 1999.
The total increases for the three and six months ended June 30, 2000 were due to
the increase in service fees and a gain of $115,000  resulting  from the sale of
the credit card portfolio  offset by a loss of $106,000 on the sale of available
for sale  securities.  The increase in service fees resulted  primarily from the
increase in overdraft fees.

         Other expense.  Total other expense for the three months ended June 30,
2000  increased  $348,000 to $2.6 million  from $2.3 million for the  comparable
three month period in 1999. Other expense for the six months ended June 30, 2000
increased  $680,000 to $5.0 million from $4.4 million for the comparable  period
in 1999.  While virtually all other
                                      8

<PAGE>

expenses  increased  during  the  current  three  month and six  month  periods,
salaries,  pension and other employee benefits, ATM expenses, and FDIC insurance
were the most significant.  As previously disclosed,  effective January 1, 2000,
the Bank  Insurance Fund ("BIF")  increased its  assessments on deposits for all
banks  insured by the BIF and the Company  instituted an across the board salary
increase to all non-officer employees and eliminated the bonus reward program in
January 2000. Also,  health insurance  premiums  increased  causing increases in
pension and other employee  benefits to increase.  ATM expense increased for the
current  three and six month  periods due to increased  fees from the  Company's
processor.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         There were no  significant  changes for the three and six months  ended
June 30, 2000 from the  information  presented in the 10K  statement,  under the
caption Market Risk, for the year ended December 31, 1999.

                                       9
<PAGE>

                           PART II. OTHER INFORMATION


Item 1.   Legal Proceedings

          The registrant is not engaged in any legal  proceedings at the present
          time.  From  time to time,  the  Bank is a party to legal  proceedings
          within the normal course of business  wherein it enforces its security
          interest in loans made by it, and other matters of a like kind.

Item 2.   Changes in Securities and Use of Proceeds

          None.

Item 3.   Defaults Upon Senior Securities

          Not applicable.

Item 4.   Submission of Matters to a Vote of Security Holders

          The Annual  Meeting of  Shareholders  of the Company was held on April
          18, 2000 and the following matter was voted upon:

          Proposal I- Election of directors with terms to expire in 2002.

                                                      FOR           WITHHELD
                                                    ---------       --------
          Thomas Beter                              2,626,770          40,850

          William D. Fawcett                        2,566,150         101,470

          Edwin A. Paulone                          2,626,770          40,850


          Proposal II- The approval of the stock option plan of the year 2000.

                                        FOR         AGAINST      ABSTAIN
                                     ---------      -------      -------
                                     2,097,812      326,140       82,189

Item 5.   Other Information

          Not applicable.



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<PAGE>

Item 6.  Exhibits and Reports on Form 8-K

         (a)   Exhibits

         3(i)  Articles of Incorporation of IBT Bancorp, Inc.*
         3(ii) Bylaws of IBT Bancorp, Inc.*
         10    Change In Control Severance Agreement with Charles G. Urtin **
         10.1  Deferred Compensation Plan For Bank Directors**
         10.2  Retirement Agreement Between Irwin Bank & Trust Co. And J. Curt
               Gardner**
         10.3  Death Benefit Only Deferred  Compensation Plan For Bank Directors
               effective as of January 1, 1990**
         10.4  Retirement and Death Benefit Deferred  Compensation Plan For Bank
               Directors effective as of January 1, 1990**
         10.5  2000 Stock Option Plan***
         27    Financial Data Schedule (electronic filing only)

         ---------------------------------

         *     Incorporated by reference to the identically numbered exhibits of
               the Registrant's Form 10 (file no. 0-25903)
         **    Incorporated by reference to the identically numbered exhibits of
               the Registrant's Form 10Ks for December 31, 1999.
         ***   Incorporated  by reference to the definitive  proxy  statement of
               the registrant filed on March 17, 2000.

         (b)   None.




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<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.


                                        IBT BANCORP, INC.


Date:    August 10, 2000                By:/s/Charles G. Urtin
                                           ------------------------------------
                                           Charles G. Urtin
                                           President, Chief Executive Officer
                                           And Chief Accounting Officer
                                           (Duly authorized officer)




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