<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
------------------
FORM 10-Q
(X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) THE SECURITIES EXCHANGE
ACT OF 1934 For quarter ended June 30, 1997
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period ..... to .....
Commission file number: 0-15624
--------
SECOND BANCORP, INCORPORATED
----------------------------
(exact name of registrant as specified in its charter)
Ohio 34-1547453
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
108 Main Ave. Warren, Ohio 44482-1311
-------------------------- ----------
(Address of principal executive offices) (Zip Code)
(216) 841-0123
--------------
Registrant's telephone number, including area code
Not applicable
--------------
Former name, former address and former fiscal year,
if changed since last report.
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter periods 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 ...
--------------
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practical date.
Common Stock, without par value -- 6,754,136 shares outstanding as of July 31,
1997.
Page 1 of 13
<PAGE> 2
SECOND BANCORP, INC. AND SUBSIDIARY
INDEX
<TABLE>
<CAPTION>
Page
Number
<S> <C>
PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited)
Consolidated balance sheets -
June 30, 1997 and 1996 and December 31, 1996....................... 3
Consolidated statements of income -
Three and six months ended June 30, 1997 and 1996.................. 4
Consolidated statements of cash flows -
Six months ended June 30, 1997 and 1996............................ 5
Consolidated statement of shareholders' equity -
Year ended December 31, 1996 and
six months ended June 30, 1997............................ 6
Notes to consolidated financial statements - June 30, 1997.................. 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations ............ 8-9
PART II. OTHER INFORMATION
Item 1. Legal Proceedings ........................................ 10
Item 2. Changes in Securities ................................ 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 ....................... 10
SIGNATURES ........................................ 11
Statement 11 Re: Computation of Earnings Per Share ................ 12
Schedule 27 ........................................ 13
</TABLE>
-2-
<PAGE> 3
PART 1 - FINANCIAL INFORMATION
Item 1 - Financial Statements
SECOND BANCORP, INCORPORATED AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
(Dollars in Thousands) June 30 December 31 June 30
1997 1996 1996
-----------------------------------------------------------
ASSETS (unaudited) (1) (unaudited)
- ----------------- -----------------------------------------------------------
<S> <C> <C> <C>
Cash and demand balances due from banks $31,341 $27,934 $32,285
Federal funds sold 2,500 10,000 0
Securities 251,701 231,324 227,930
Loans:
Commercial 305,032 297,347 284,124
Consumer 201,925 205,409 199,819
Real estate 79,459 62,981 76,607
------ ------ ------
Total loans 586,416 565,737 560,550
Reserve for loan losses 7,067 7,300 6,751
----- ----- -----
Net loans 579,349 558,437 553,799
Premises and equipment 9,879 8,918 7,528
Accrued interest receivable 6,289 5,086 5,074
Goodwill and intangible assets 3,325 3,701 4,133
Other assets 20,109 21,879 23,421
------ ------ ------
Total assets $904,493 $867,279 $854,170
======== ======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
- -----------------
Liabilities:
Demand deposits - non-interest bearing $80,068 $80,328 $73,369
Demand deposits - interest bearing 61,924 69,326 70,674
Savings deposits 148,647 156,180 157,869
Time deposits 357,505 363,563 368,164
------- ------- -------
Total deposits 648,144 669,397 670,076
Federal funds purchased and securities sold under
agreements to repurchase 136,017 86,787 90,357
Note payable 2,500 5,000 5,000
Borrowed funds 6,177 3,989 5,030
Federal Home Loan Bank advances 33,454 26,557 12,023
Accrued expenses and other liabilities 5,792 6,312 6,572
----- ----- -----
Total liabilities 832,084 798,042 789,058
Shareholders' equity: (2)
Preferred stock, no par value;
Series A: 1,500,000 shares authorized, 718,750 shares
issued and 0, 300 and 9,475 shares
outstanding, respectively 0 6 175
Series B: authorized 1,500,000 shares 0 0 0
Common stock, no par value; 20,000,000
shares authorized and 6,797,536, 6,717,174 and
6,676,406 shares issued, respectively 28,245 27,398 27,010
Treasury shares; 50,400, 20,000 and 0 shares, respectively (793) (319) 0
Unrealized holding gains (losses) 61 (24) (1,422)
Retained earnings 44,896 42,176 39,349
------ ------ ------
Total shareholders' equity 72,409 69,237 65,112
------ ------ ------
Total liabilities and shareholders' equity $904,493 $867,279 $854,170
======== ======== ========
<FN>
(1) The balance sheet at December 31, 1996 has been derived from the audited
financial statements at that date.
(2) Share data retroactively restated for the two for one stock split
effective May 1, 1997.
</TABLE>
-3-
<PAGE> 4
SECOND BANCORP, INCORPORATED AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
<CAPTION>
(Dollars in Thousands, Except Per Share Data) For the Three Months For the Six Months
Ended June 30 Ended June 30
------------- -------------
1997 1996 1997 1996
-----------------------------------------------------------------
<S> <C> <C> <C> <C>
INTEREST INCOME Loans (including fees):
Taxable $12,924 $12,370 $25,496 $24,705
Exempt from federal income taxes 134 170 304 323
Securities:
Taxable 3,090 3,088 5,967 6,108
Exempt from federal income taxes 700 511 1,354 971
Federal funds sold 52 131 143 224
------------------------------- --------------------------------
Total interest income 16,900 16,270 33,264 32,331
INTEREST EXPENSE
Deposits 6,274 6,702 12,586 13,344
Federal funds purchased and securities
sold under agreements to repurchase 1,288 932 2,349 1,792
Note payable 97 91 187 184
Other borrowed funds 45 30 82 65
Federal Home Loan Bank advances 492 175 934 329
------------------------------- --------------------------------
Total interest expense 8,196 7,930 16,138 15,714
------------------------------- --------------------------------
NET INTEREST INCOME 8,704 8,340 17,126 16,617
Provision for loan losses 782 693 1,543 1,448
------------------------------- --------------------------------
Net interest income after provision
for loan losses 7,922 7,647 15,583 15,169
NON-INTEREST INCOME
Service charges on deposit accounts 789 689 1,519 1,297
Trust fees 609 583 1,218 1,167
Security gains 367 36 398 71
Other 716 602 1,393 1,171
------------------------------- --------------------------------
Total non-interest income 2,481 1,910 4,528 3,706
NON-INTEREST EXPENSE
Salaries and employee benefits 3,377 3,093 6,779 6,211
Net occupancy 764 749 1,550 1,493
Equipment 486 423 1,009 792
Professional services 443 374 780 748
Assessment on deposits and other taxes 237 252 472 487
Data processing services 158 282 458 555
Amortization of goodwill and other intangibles 188 216 376 432
Other 2,089 1,245 3,248 2,423
------------------------------- --------------------------------
Total non-interest expense 7,742 6,634 14,672 13,141
------------------------------- --------------------------------
Income before federal income taxes 2,661 2,923 5,439 5,734
Income tax expense 470 745 1,098 1,483
------------------------------- --------------------------------
NET INCOME $2,191 $2,178 $4,341 $4,251
Preferred stock dividends 0 (229) 0 (460)
------------------------------- --------------------------------
Net income applicable to common stock $2,191 $1,949 $4,341 $3,791
=============================== ================================
Per common share data:
Primary earnings $0.32 $0.35 $0.64 $0.69
Fully diluted earnings $0.32 $0.32 $0.64 $0.63
Dividends declared $0.12 $0.11 $0.24 $0.22
Weighted average number of shares outstanding:
Primary 6,841,529 5,643,912 6,788,513 5,495,822
Fully diluted 6,850,214 6,747,290 6,805,456 6,744,295
</TABLE>
-4-
<PAGE> 5
SECOND BANCORP, INCORPORATED AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
<TABLE>
<CAPTION>
Unrealized
Preferred Common Treasury Holding Retained
(Dollars in thousands) Stock Stock Stock Gain (Loss) Earnings Total
- ----------------- ---------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Balance, December 31, 1995 $12,731 $14,155 $0 $2,248 $36,899 $66,033
Net income 8,552 8,552
Cash dividends declared:
Common stock ($.22 per share) (2,816) (2,816)
Preferred stock ($.75 per share) (456) (456)
Exercise of stock options 276 276
Common stock issued - dividend reinvestment plan 271 271
Conversion of preferred stock to common stock (12,700) 12,696 (4)
Redemption of preferred stock (25) (3) (28)
Purchase of treasury stock (319) (319)
Market value adjustment securities (2,272) (2,272)
--------- --------- ------- -------- -------- --------
Balance, December 31, 1996 6 27,398 (319) (24) 42,176 69,237
Net income 4,341 4,341
Cash dividends declared:
Common stock ($.24 per share) (1,621) (1,621)
Exercise of stock options 596 596
Discount on common stock issued
- dividend reinvestment plan 247 247
Conversion of preferred stock to common stock (4) 4 0
Redemption of preferred stock (2) (2)
Purchase of treasury stock (474) (474)
Market value adjustment securities 85 85
--------- --------- ------- -------- -------- --------
Balance, June 30, 1997 $0 $28,245 ($793) $61 $44,896 $72,409
================================================================================
</TABLE>
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<PAGE> 6
SECOND BANCORP, INCORPORATED AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
For the Six Months Ended
June 30
-----------------------------------
(Dollars in Thousands) 1997 1996
---------------- ---------------
<S> <C> <C>
OPERATING ACTIVITIES
Net Income $4,341 $4,251
Adjustments to Reconcile Net Income to Net
Cash Provided by Operating Activities:
Provision for Loan Losses 1,543 1,448
Provision for Depreciation 801 597
Provision for Amortization of Intangibles 376 432
Amortization of Investment Discount and Premium 4 147
Deferred Income Taxes 53 (32)
Securities Gains (47) (71)
Other Gains, net 112 (227)
Increase in Interest Receivable (1,203) (46)
(Decrease) Increase in Interest Payable (181) 284
Originations of Loans Held-for-Sale (5,986) (6,739)
Proceeds from Sale of Loans Held-for-Sale 6,345 6,961
Decrease (Increase) in Other Assets 1,673 (894)
Decrease in Other Liabilities (339) (1,238)
---------------- ---------------
Net Cash Provided by Operating Activities 7,492 4,873
INVESTING ACTIVITIES
Proceeds from Maturities of Securities - Available-for-Sale 25,028 47,268
Proceeds from Sales of Securities - Available-for-Sale 9,842 28,266
Purchases of Securities - Available-for-Sale (55,547) (72,565)
Net Increase in Revolving Credit Receivables (2,852) (1,612)
Net Increase in Loans (19,603) (26,193)
Net Increase in Premises and Equipment (1,761) (844)
---------------- ---------------
Net Cash Used by Investing Activities (44,893) (25,680)
FINANCING ACTIVITIES
Net Decrease in Demand Deposits, Insured
Money Market and Interest Checking Accounts, and
Savings Deposits (15,195) (21,962)
Net (Decrease) Increase in Time Deposits (6,058) 34,187
Net Increase in Federal Funds Purchased
and Securities Sold Under Agreements
to Repurchase 49,230 3,415
Decrease in Note Payable (2,500) 0
Net Increase in Borrowings 2,188 1,866
Net Advances from Federal Home Loan Bank 6,897 4,627
Cash Dividends (1,621) (1,797)
Conversion/Redemption Preferred Stock (2) (32)
Purchase of Treasury Stock (474) 0
Issuance of Common Stock 843 327
---------------- ---------------
Net Cash Provided by Financing Activities 33,308 20,631
Decrease in Cash and Cash Equivalents (4,093) (176)
---------------- ---------------
Cash and Cash Equivalents at Beginning of Year 37,934 32,461
---------------- ---------------
Cash and Cash Equivalents at End of Period $33,841 $32,285
================ ===============
</TABLE>
Supplementary Cash Flow Information:
Cash paid for 1) Federal Income taxes - $1,370,000 and $1,525,000 for the six
months ended June 30, 1997 and 1996, respectively and 2) Interest -
$16,319,000 and $15,430,000 for the six months ended June 30, 1997 and 1996,
respectively.
-6-
<PAGE> 7
SECOND BANCORP, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
June 30, 1997
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited 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 and six month periods ended
June 30, 1997 are not necessarily indicative of the results that may be expected
for the year ended December 31, 1997. Certain reclassifications have been made
to amounts previously reported in order to conform with current period
presentations. For further information, refer to the consolidated financial
statements and footnotes thereto included in the Company's Annual Report on Form
10-K for the year ended December 31, 1996.
NOTE B - PER SHARE DATA
The per share data is based upon the weighted average number of shares,
including common stock equivalents, outstanding during the period, as restated
for the two for one stock split effective May 1, 1997.
NOTE C - TAXES
The effective tax rate for the Company of 17.7% and 21.0% for the second
quarter and first six months of 1997, respectively is lower than the effective
tax rate of 25.5% and 25.9% for the same periods in 1996 due to the combined
effect of the establishment of the charitable foundation and the increase in
the level of tax-exempt assets.
-7-
<PAGE> 8
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
GENERAL
Second Bancorp, Incorporated, (the "Company") is a one-bank holding company
which owns The Second National Bank of Warren (the "Bank"), a Warren, Ohio based
commercial bank. Operating through twenty-six branches and one loan production
office, the Bank offers a wide range of commercial and consumer banking and
trust services primarily to business and individual customers in various
communities in a five county area in northeastern Ohio.
The Bank focuses its marketing efforts primarily on local independent and
professional firms and individuals who are the owners and principals of such
firms. The Bank has emphasized commercial lending and market area expansion.
FINANCIAL CONDITION
At June 30, 1997, the Company had consolidated total assets of $875 million,
deposits of $648 million and shareholders' equity of $72 million. Since June 30,
1996, total assets have grown by 6%. Loan growth continued with commercial loans
increasing by 7% from a year ago to approximately $305 million at June 30, 1997.
Total earning assets have increased by 7% and now total $841 million or 92.9% of
total assets. To accommodate the demand for commercial lending, the Company has
reduced its emphasis on indirect auto lending within the consumer loan
portfolio.
Funding growth has primarily been generated through demand deposits, Federal
Home Loan Bank (FHLB) advances and retail repurchase agreements. While deposits
have decreased by 3.3% over the past year, demand deposits have increased by 9%
to $80 million. FHLB advances have increased by $21 million over the past year
and now total $33 million as of June 30, 1997. Retail repurchase agreement
accounts have also provided funding for the Company, increasing, along with
Federal funds purchased, to over $136 million as of June 30, 1997 versus $90
million as of the same date in 1996.
RESULTS OF OPERATIONS
GENERAL. The Company achieved net income of $2,191,000 for the second quarter of
1997, .6% greater than the $2,178,000 earned during the same period last year.
On a per share basis, as restated to reflect the two for one stock split of May
1, 1997, fully diluted earnings for the quarter were $.32, the same as reported
for the first quarter of 1996. Return on assets (ROA) and return on total
shareholders' equity (ROE) were 1.00% and 12.52%, respectively for the second
quarter of 1997 compared to 1.03% and 13.50% for last year's second quarter.
Earnings for the second quarter were adversely impacted by the creation and
funding of a charitable foundation. The foundation was created to support the
Company's many charitable and civic activities through a vehicle which will
provide significant financial benefits in the future. the non-recurring net
after tax impact of funding the foundation reduced second quarter earnings by
$192,000.
For the first six months of 1997, net income totaled $4,341,000, or 2% greater
than the $4,251,000 reported for the first six months of 1996. Fully diluted
earnings per share totaled $.64 for the first half of 1997 versus $.63 per share
for the same period in 1996.
-8-
<PAGE> 9
ASSET QUALITY. The reserve for loan losses was 1.21% of total loans at the end
of the second quarter of 1997. The reserve was 1.29% and 1.20% of total loans at
December 31, 1996 and June 30, 1996, respectively. Non-performing loans totaled
$9,413,000 as of June 30, 1997 versus $5,302,000 as of the same date last year
and $8,943,000 as of December 31, 1996. Net charge-offs averaged an annualized
.61% of average loans for the second quarter which represents an increase from
the level of .52% of average loans for the second quarter of 1996. For the
first six months of 1997, net charge-offs were .62% of loans compared to .54%
of loans for the same period in 1996. Management continues to emphasize credit
quality in underwriting loans and expects both the charge-off an non-performing
loan ratios to improve prior to year end 1997.
NET INTEREST INCOME. Net interest income for the second quarter of 1997
increased by 5% from the same period last year to $8,704,000. The increase came
from an increase of 7% in average earning assets to $841 million. For the first
six months, net interest income was 3% greater than the first half of 1996 and
totaled $17,126,000. On a year-to-date basis, the positive impact of the
increase in average earning assets was partially offset by a decline in the net
interest margin. Net interest margin was 4.40% for the first six months of 1997,
compared to 4.43% for the same period in 1996. The net interest margin for the
second quarter was 4.42% and 4.41% in 1997 and 1996, respectively.
NON-INTEREST INCOME. Non-interest income showed significant improvement over the
past year. For the second quarter of 1997, deposit service charge income
increased by $100,000, or 15%, over the second quarter of 1996. Trust fee income
was higher by $26,000, or 4%, while other income totaled $716,000 for the second
quarter of 1997 versus $602,000 for the same period in 1996. Sales of SBA and
real estate loans as well as sales of alternative investment products helped
generate the increase in other income. Security sales for the quarter generated
$367,000 in income versus $36,000 in gains for the second quarter of 1996 and
included $351,000 in appreciation on equity stocks used to establish the
charitable Foundation.
NON-INTEREST EXPENSE. The expenses for the second quarter of 1997 were 16.7%
greater than for the same period in 1996. Excluding the impact of the
establishment of the charitable foundation, expenses would have totaled
$6,918,000 which represents a 4.3% increase in expenses from the same period in
1996. Increases in salaries and employee benefits (9%) along with equipment
expense (15%) related to the companies migration of data processing and
information management systems and professional services (18%) were the primary
factors affecting the increase in expenses.
LIQUIDITY AND CAPITAL RESOURCES. The Company provides funds for asset growth,
deposit withdrawals and other liability maturities through maturing securities,
payments made on loans, and through the acquisition of new deposits. The Company
also has the ability to borrow in excess of $20 million in overnight funds
through correspondent banks to satisfy short-term liquidity needs. The Company
also uses advances from the Federal Home Loan Bank to provide funding for
growth.
Shareholders' equity has increased by 11% over the past year, with retained
earnings increasing by 14%. Unrealized holding gains totaled $61,000 as of June
30, 1997. The tier I leverage ratio was 7.80% as of June 30, 1997, up from 7.34%
as of the same date in 1996. Similarly, the risk- based capital ratio increased
from 11.48% as of June 30, 1996 to 12.05% as of the end of the most recent
quarter.
-9-
<PAGE> 10
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS -
The Company is subject to various pending and threatened lawsuits in which
claims for monetary damages are asserted in the ordinary course of business.
While any litigation involves an element of uncertainty, in the opinion of
management, liabilities, if any, arising from such litigation or threat thereof
will not have a material impact on the financial position or results of
operations of the Company.
ITEM 2. CHANGES IN SECURITIES - Not Applicable
ITEM 3. DEFAULTS UPON SENIOR SECURITIES - Not Applicable
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS -
(a) - (d) Second Bancorp, Incorporated's Annual Shareholders Meeting was
held on May 13, 1997. The results of the votes (expressed in
pre-split totals) on the matters presented to shareholders are as
follows:
On Issue 1 to set the number of Directors of the Board at seven:
For - 2,923,204.0374: Against - 8,934; Abstain - 14,799.
On Issue 2 regarding the vote for individual directors:
For
Norman C. Harbert 2,931,326.0374
John L, Pogue 2,926,711.0374
Raymond John Wean, III 2,932,572.0374
On Issue 3 amending the Articles of Incorporation for the purpose of
increasing the number of authorized common shares from 10,000,000 to
20,000,000: For - 2,805,115.0374; Against - 105,149 Abstain - 36,675.
On Issue 4 regarding the retention of Ernst & Young as Independent
Auditors: For - 2,921,374.0374; Against - 8,531; Abstain - 17,033
ITEM 5. OTHER INFORMATION - Not Applicable
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K:
The following exhibits are included herein:
(11) Statement re: computation of earnings per share
The Corporation did not file a report on Form 8-K during the second quarter of
1997.
-10-
<PAGE> 11
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.
SECOND BANCORP, INC.
Date: August 13, 1997 /s/ David L. Kellerman
--------------- -----------------------
David L. Kellerman, Treasurer
Signing on behalf of the
registrant and as principal
accounting officer and principal
financial officer.
-11-
<PAGE> 1
SECOND BANCORP, INCORPORATED AND SUBSIDIARY
STATEMENT 11 RE: COMPUTATION OF EARNINGS PER SHARE
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30 June 30
------- -------
1997 1996 1997 1996
---- ---- ---- ----
PRIMARY:
<S> <C> <C> <C> <C>
Average shares outstanding 6,784,504 5,600,346 6,726,484 5,447,248
Net effect of dilutive stock options -
based on the treasury stock method
using average market price 57,025 43,566 62,029 48,574
---------- ---------- ---------- ----------
6,841,529 5,643,912 6,788,513 5,495,822
Net income applicable to Common Stock $ 2,191 $ 1,949 $ 4,341 $ 3,791
Per share amount $ 0.32 $ 0.35 $ 0.64 $ 0.69
FULLY DILUTED:
Average shares outstanding 6,784,504 5,600,346 6,726,484 5,447,248
Net effect of dilutive stock options -
based on the treasury stock method
using average market price or period-
end market price, whichever is higher 65,710 46,644 78,972 48,574
Assumed conversion of $1.50 Preferred
Stock Series A-1 0 1,100,300 0 1,248,473
---------- ---------- ---------- ----------
6,850,214 6,747,290 6,805,456 6,744,295
Net income $ 2,191 $ 2,178 $ 4,341 $ 4,251
Per share amount $ 0.32 $ 0.32 $ 0.64 $ 0.63
</TABLE>
-12-
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> JUN-30-1997
<CASH> 31,341
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 2,500
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 251,701
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 586,416
<ALLOWANCE> 7,067
<TOTAL-ASSETS> 904,493
<DEPOSITS> 648,144
<SHORT-TERM> 144,694
<LIABILITIES-OTHER> 5,792
<LONG-TERM> 33,454
<COMMON> 28,245
0
0
<OTHER-SE> 44,164
<TOTAL-LIABILITIES-AND-EQUITY> 904,493
<INTEREST-LOAN> 25,800
<INTEREST-INVEST> 7,321
<INTEREST-OTHER> 143
<INTEREST-TOTAL> 33,264
<INTEREST-DEPOSIT> 12,586
<INTEREST-EXPENSE> 16,138
<INTEREST-INCOME-NET> 17,126
<LOAN-LOSSES> 1,543
<SECURITIES-GAINS> 47
<EXPENSE-OTHER> 14,321
<INCOME-PRETAX> 5,439
<INCOME-PRE-EXTRAORDINARY> 5,439
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 4,341
<EPS-PRIMARY> .64
<EPS-DILUTED> .64
<YIELD-ACTUAL> 4.40
<LOANS-NON> 6,456
<LOANS-PAST> 2,721
<LOANS-TROUBLED> 140
<LOANS-PROBLEM> 6,965
<ALLOWANCE-OPEN> 7,300
<CHARGE-OFFS> 2,169
<RECOVERIES> 1,543
<ALLOWANCE-CLOSE> 7,067
<ALLOWANCE-DOMESTIC> 7,067
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>