<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 March 31, 1998
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
in Company 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 -- 6,785,958 shares outstanding as of April 30,
1998.
Page 1 of 13
<PAGE> 2
SECOND BANCORP, INC. AND SUBSIDIARY
INDEX Page
Number
------
PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited)
Consolidated balance sheets -
March 31, 1998 and 1997 and December 31, 1997.................... 3
Consolidated statements of income -
Three months ended March 31, 1998 and 1997.............. 4
Consolidated statements of cash flows -
Three months ended March 31, 1998 and 1997............... 5
Consolidated statement of shareholders' equity -
Three months ended March 31, 1998 and 1997............... 6
Notes to consolidated financial statements - March 31, 1998....... 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
-2-
<PAGE> 3
Part I. Financial Information
Item 1. Financial Statements
Consolidated Balance Sheets
Second Bancorp, Inc. and Subsidiary
<TABLE>
<CAPTION>
March 31 December 31 March 31
-------------------------------------------
(Dollars in thousands) 1998 1997 1997
- ------------------------------------------------------------------------------------------------------
ASSETS
- -----------------------------------------------------------
<S> <C> <C> <C>
Cash and due from banks $26,726 $24,367 $29,649
Federal funds sold 3,000 10,000 3,000
Securities (at market value) 298,413 280,010 239,775
Loans 572,046 566,492 568,787
Less reserve for loan losses 7,059 6,855 7,156
-------------------------------------------
Net loans 564,987 559,637 561,631
Premises and equipment 9,957 9,924 9,256
Accrued interest receivable 6,773 6,188 5,622
Goodwill and intangible assets 3,061 3,221 3,690
Other assets 18,369 20,133 22,731
-------------------------------------------
Total assets $931,286 $913,480 $875,354
===========================================
LIABILITIES AND SHAREHOLDERS' EQUITY
- -----------------------------------------------------------
Deposits:
Demand - non-interest bearing $77,289 $93,080 $74,763
Demand - interest bearing 63,388 64,796 60,902
Savings 148,807 155,127 152,160
Time deposits 375,693 390,263 373,007
-------------------------------------------
Total deposits 665,177 703,266 660,832
Federal funds purchased and securities sold under
agreements to repurchase 125,665 111,327 94,940
Note payable 0 0 5,000
Other borrowed funds 3,103 3,492 4,398
Federal Home Loan Bank advances 48,435 9,864 33,911
Accrued expenses and other liabilities 7,929 6,103 7,353
-------------------------------------------
Total liabilities 850,309 834,052 806,434
Shareholders' equity:
Preferred stock, no par value;
Series A: 1,500,000 shares authorized; 718,750
issued and 0 and 300 shares outstanding at
1997 and 1996, respectively 0 0 2
Series B: 1,500,000 shares authorized 0 0 0
Common stock, no par value; 20,000,000 shares
authorized; 6,881,089, 6,850,663 and 6,780,796
shares, respectively 29,993 29,302 27,927
Treasury stock, 50,400 shares (793) (793) (793)
Accumulated other comprehensive income 2,274 3,016 (1,729)
Retained earnings 49,503 47,903 43,513
-------------------------------------------
Total shareholders' equity 80,977 79,428 68,920
-------------------------------------------
Total liabilities and shareholders' equity $931,286 $913,480 $875,354
===========================================
</TABLE>
See notes to consolidated financial statements.
Certain reclassifications have been made to amounts previously reported in order
to conform with current year presentation.
-3-
<PAGE> 4
Consolidated Statements of Income
Second Bancorp, Inc. and Subsidiary
<TABLE>
<CAPTION>
For the three months
(Dollars in thousands, Ended March 31
-----------------------------
except per share data) 1998 1997
- --------------------------------------------------------------------------------------
<S> <C> <C>
INTEREST INCOME
- --------------------------------------------
Loans (including fees):
Taxable $12,702 $12,572
Exempt from federal income taxes 122 170
Securities:
Taxable 3,650 2,877
Exempt from federal income taxes 790 654
Federal funds sold 42 91
-----------------------------
Total interest income 17,306 16,364
INTEREST EXPENSE
- --------------------------------------------
Deposits 6,525 6,312
Federal funds purchased and securities
sold under agreements to repurchase 1,479 1,061
Note payable 0 90
Other borrowed funds 31 37
Federal Home Loan Bank advances 390 442
-----------------------------
Total interest expense 8,425 7,942
-----------------------------
Net interest income 8,881 8,422
Provision for loan losses 785 761
-----------------------------
Net interest income after provision for loan losses 8,096 7,661
NON-INTEREST INCOME
- --------------------------------------------
Service charges on deposit accounts 675 730
Trust fees 678 609
Security gains 128 31
Other operating income 760 677
-----------------------------
Total non-interest income 2,241 2,047
NON-INTEREST EXPENSE
- --------------------------------------------
Salaries and employee benefits 3,555 3,402
Net occupancy 797 786
Equipment 631 523
Professional services 368 337
Assessment on deposits and other taxes 244 235
Amortization of goodwill and other intangibles 163 188
Other operating expenses 1,364 1,459
-----------------------------
Total non-interest expense 7,122 6,930
-----------------------------
Income before federal income taxes 3,215 2,778
Income tax expense 726 628
-----------------------------
Net income $2,489 $2,150
=============================
NET INCOME PER COMMON SHARE:
Basic $0.36 $0.32
Diluted $0.36 $0.32
Weighted average common shares outstanding:
Basic 6,821,478 6,700,006
Diluted 6,926,532 6,801,250
</TABLE>
-4-
<PAGE> 5
Consolidated Statements of Shareholders' Equity
Second Bancorp, Inc. and Subsidiary
<TABLE>
<CAPTION>
Accumulated
Other
Preferred Common Treasury Comprehen- Retained Comprehen-
(Dollars in thousands) Stock Stock Stock sive Income Earnings Total sive Income
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance, January 1, 1997 $ 6 $ 27,398 $ (319) $ (24) $ 42,176 $ 69,237
Comprehensive income:
Net income 2,150 2,150 $ 2,150
Other comprehensive income, net of tax
Change in unrealized market value adjustment
on securities available-for-sale, net of tax (1,705) (1,705) (1,705)
--------
Comprehensive income $ 445
========
Cash dividends declared: common ($.48 per share) (813) (813)
Exercise of stock options 549 549
Common stock issued - dividend reinvestment plan (22) (22)
Conversion of preferred stock to common stock (4) 2 (2)
Purchase of treasury stock (474) (474)
----------------------------------------------------------------
Balance, March 31, 1997 $ 2 $ 27,927 $ (793) $ (1,729) $ 43,513 $ 68,920
================================================================
Balance, January 1, 1998 $ - $ 29,302 $ (793) $ 3,016 $ 47,903 $ 79,428
Comprehensive income:
Net income 2,489 2,489 $ 2,489
Other comprehensive income, net of tax
Change in unrealized market value adjustment
on securities available-for-sale, net of tax (742) (742) (742)
--------
Comprehensive income $ 1,747
========
Cash dividends declared: common ($.13 per share) (889) (889)
Exercise of stock options 30 30
Common stock issued - dividend reinvestment plan 661 661
================================================================
Balance, March 31, 1998 $ - $ 29,993 $ (793) $ 2,274 $ 49,503 $ 80,977
================================================================
</TABLE>
-5-
<PAGE> 6
Second Bancorp, Inc. and Subsidiary
Consolidated Statement of Cash Flows
<TABLE>
<CAPTION>
For the Three Months Ended March 31
-----------------------------------
(Dollars in Thousands) 1998 1997
- ---------------------- ---- ----
OPERATING ACTIVITIES
- ----------------------------------------------------------
<S> <C> <C>
Net Income $2,489 $2,150
Adjustments to Reconcile Net Income to Net
Cash Provided by Operating Activities:
Provision for Loan Losses 785 761
Provision for Depreciation 494 375
Provision for Amortization of Intangibles 160 188
Amortization of Investment Discount and Premium (325) 6
Deferred Income Taxes (23) (28)
Securities Gains (128) (31)
Other Gains, net (228) (215)
Increase in Interest Receivable (585) (536)
Increase in Interest Payable 317 279
Originations of Loans Held-for-Sale (7,678) (4,372)
Proceeds from Sale of Loans Held-for-Sale 7,906 4,581
Decrease (Increase) in Other Assets 2,170 (123)
Increase in Other Liabilities 1,509 762
------------------------------------
Net Cash Provided by (Used by) Operating Activities 6,863 3,797
INVESTING ACTIVITIES
- ----------------------------------------------------------
Proceeds from Maturities of Securities - 25,229 12,505
Available-for-Sale
Proceeds from Sales of Securities - Available-for-Sale 3,164 7,937
Purchases of Securities - Available-for-Sale (47,468) (31,451)
Net Decrease (Increase) in Revolving Credit Receivables 10 (249)
Net Increase in Loans (6,145) (3,706)
Net Increase in Premises and Equipment (527) (707)
------------------------------------
Net Cash Provided by (Used by) Investing Activities (25,737) (15,671)
FINANCING ACTIVITIES
- ----------------------------------------------------------
Net Decrease in Demand Deposits, Insured Money Market
and Interest Checking Accounts, and Savings Deposits (23,519) (18,009)
Net (Decrease) Increase in Time Deposits (14,570) 9,444
Net Increase in Federal Funds Purchased and Securities
Sold Under Agreements to Repurchase 14,338 8,153
Net (Decrease) Increase in Borrowings (389) 409
Net Advances from Federal Home Loan Bank 38,571 7,354
Cash Dividends (889) (813)
Repurchase of Common Shares into Treasury 0 (474)
Redemption of Preferred Stock 0 (2)
Issuance of Common Stock 691 527
------------------------------------
Net Cash Provided by Financing Activities 14,233 6,589
------------------------------------
Increase in Cash and Cash Equivalents (4,641) (5,285)
------------------------------------
Cash and Cash Equivalents at Beginning of Year 34,367 37,934
------------------------------------
Cash and Cash Equivalents at End of Period $29,726 $32,649
====================================
</TABLE>
Supplementary Cash Flow Information:
Cash paid for 1) Federal Income taxes - $0 and $0 for the three months
ended March 31, 1998 and 1997, respectively and 2) Interest - $8,346,000
and $7,773,000 for the three months ended March 31, 1998 and 1997,
respectively.
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<PAGE> 7
SECOND BANCORP, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
March 31, 1998
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 period ended March 31, 1998
are not necessarily indicative of the results that may be expected for the year
ended December 31, 1998. 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, 1997.
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 - COMPREHENSIVE INCOME
As of January 1, 1998, the Company adopted Statement of Financial Accounting
Standard (SFAS) No. 130, "Reporting Comprehensive Income". SFAS No. 130
establishes new rules for the reporting and display of comprehensive income and
its components; however, the adoption of this Statement had no impact on the
Company's net income or shareholders' equity. SFAS No. 130 requires unrealized
gains or losses on the Company's available-for-sale securities to be included in
other comprehensive income. Prior year financial statements have been
reclassified to conform to the requirements of SFAS No.
130.
During the first quarter of 1998 and 1997, total comprehensive income amounted
to $1,747 and $445. The components of comprehensive income, net of tax, for the
three-month periods ended March 31, 1998 and 1997 are as follows:
<TABLE>
<CAPTION>
1998 1997
-----------------------
<S> <C> <C>
Net income $2,489 $2,150
Unrealized losses on available-for-sale securities (742) (1,705)
-------------------------
Comprehensive income $1,747 $ 445
=========================
</TABLE>
Accumulated other comprehensive income, net of related tax, at March 31, 1998
and December 31, 1997 totaled $2,274and $3,016, respectively and were comprised
entirely of accumulated changes in unrealized market value adjustments on
securities available-for-sale, net of tax.
Disclosure of reclassification amounts:
<TABLE>
<CAPTION>
January 1 to January 1 to
March 31, 1998 March 31, 1997
------------------------------
<S> <C> <C>
Unrealized holding losses arising during the period $(614) $(1,674)
Less: reclassification for gains included in net income (128) (31)
--------------------------
Net unrealized losses on available-for-sale securities $(742) $(1,705)
==========================
</TABLE>
-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 has received
approval to open a twenty-seventh office in Medina, Ohio. The branch is
scheduled to open in the third quarter of 1998.
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 March 31, 1998, the Company had consolidated total assets of $931 million,
deposits of $665 million and shareholders' equity of $81 million. Since March
31, 1997, total assets have grown by 6.4%. Asset growth has primarily centered
in the category of securities as total loan growth has moderated over the past
year. Securities have increased by 24% over the past year to $298 million at the
end of the first quarter of 1998. Net loans now total $565 million, an increase
of $5 million from a year ago. Within the loan totals, real estate loan balances
have increased by 39% to $92 million as of March 31, 1998 while consumer lending
has declined by $25 million to $171 million as of the same date. The decline in
consumer loan balances reflects the Bank's reduced focus on indirect automobile
lending and commitment to improved credit quality within that portfolio.
Funding growth has primarily been generated through advances from the Federal
Home Loan Bank and increases in retail repurchase agreements. The Bank has
recently allowed certain higher priced time deposits to roll off in favorable of
longer term and lower cost Federal Home Loan Bank advances. Retail repurchase
agreement accounts have increased, along with Federal funds purchased, to over
$125 million as of March 31, 1998 versus $95 million as of the same date in
1997.
Results of Operations
General. The Company achieved net income of $2,489,000 for the first quarter of
1998, 16% greater than the $2,150,000 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, diluted earnings for the quarter were $.36, 12.5% greater than the $.32
per share reported for the first quarter of 1997. Return on average assets (ROA)
and return on average total shareholders' equity (ROE) were 1.028 and 12.33%,
respectively for the first quarter of 1998 compared to .99% and 12.33% for last
year's first quarter. Net interest income increased by 5.5% to $8,881,000 for
the first quarter of 1998. Non-interest income increased 9.5% from a year ago
with increases in income from trust services, security gains and other operating
income all posting positive results. Non-interest expenses were only 2.8%
greater than the same period a year ago.
-8-
<PAGE> 9
Asset Quality. The reserve for loan losses was 1.23% of total loans at the end
of the first quarter of 1998. The reserve was 1.26% of total loans at March 31,
1997. Non-performing loans have declined significantly over the past year and
total $5,311,000 as of March 31, 998 versus $8,134,000 as of the same date last
year. Net charge-offs averaged an annualized .41% of average loans for the first
quarter which represents a substantial decrease from the level of .64% of
average loans for the first quarter of 1997. A $2.4 million receivable due the
Bank which was reclassified from loans to other assets at the end of 1997 was
substantially recovered during the first quarter of 1998 and further indicates
an improved credit quality position.
Net Interest Income. Net interest income for the first quarter of 1998 increased
by 5.5% from the same period last year to $8,881,000. The increase was derived
from an increase of 6.5% in average earning assets to $862 million. The net
interest margin was marginally lower in the first quarter of 1998 at 4.34%,
compared to 4.37% for the same period in 1997. A decrease in the loan to asset
ratio is primarily responsible for the slight decline in the net interest
margin. Loan represent 61% of total assets at the end of the third quarter 1997,
compared to 64% a year earlier.
Non-interest Income. Non-interest income showed significant improvement over the
past year. For the first quarter of 1998, fees from trust services increased by
$69,000, or 11%, over the first quarter of 1997. Other income totaled $760,000
for the first quarter of 1998 versus $677,000 for the same period in 1997. 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 $128,000 in income versus $31,000 in gains for the first quarter of
1997.
Non-interest Expense. The expenses for the first quarter of 1998 were 2.8%
greater than for the same period in 1997. Increases in salaries and employee
benefits (4.5%) along with equipment expense (20.6%) related to the companies
migration of data processing and information management systems and professional
services (9%) were the primary factors affecting the increase in expenses. Net
occupancy and assessments on deposits and other taxes were marginally higher
while amortization of goodwill and other intangibles and other operating
expenses were lower from a year ago.
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. The Company also has available to it $15 million in lines of credit from
other financial institutions.
Shareholders' equity has increased by 17.5% over the past year, with retained
earnings also increasing by 14%. Accumulated other comprehensive income, which
consists of unrealized gains on available-for-sale securities, totaled
$2,274,000 as of March 31, 1998. The tier I leverage ratio was 8.25% as of March
31, 1998, up from 7.75% as of the same date in 1997. Similarly, the risk-based
capital ratio increased from 11.97% as of March 31, 1997 to 13.04 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 12, 1998. The results of the votes on the matters presented to shareholders
will be disclosed in the Form 10-Q for the quarter ended June 30, 1998.
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 Company filed a Form 8-K on April 17, 1998 in conjunction with the
announcement of the acquisition of Enfin, Inc. by Second Bancorp, Incorporated,
The Company also filed a Form 8-K on May 7, 1998 in conjunction with the
announcement of the acquisition of Trumbull Financial Corporation by Second
Bancorp, Incorporated.
-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: May 13, 1998 /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> 12
Statement 11 Re: Computation of Earnings Per Share
Second Bancorp, Inc. and Subsidiary
<TABLE>
<CAPTION>
For the Three Months Ended
----------------------------------------
March 31 March 31
1998 1997
---- ----
<S> <C> <C>
(Dollars in thousands, except per share data)
BASIC:
Weighted average shares issued 6,871,878 6,743,162
Less: Treasury shares (50,400) (43,156)
----------------------------------------
Net Weighted average shares outstanding 6,821,478 6,700,006
========================================
Net income $2,489 $2,150
========================================
Basic Earnings Per Share $0.36 $0.32
DILUTED:
Weighted average shares issued 6,871,878 6,743,162
Less: Treasury shares (50,400) (43,156)
Net effect of dilutive stock options -
based on the treasury stock method
using average market price 105,054 101,020
Assumed conversion of $1.50 Preferred
Stock Series A-1 0 224
----------------------------------------
6,926,532 6,801,250
========================================
Net income $2,489 $2,150
Diluted Earnings Per Share $0.36 $0.32
</TABLE>
-12-
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<CASH> 26,726
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 3,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 296,748
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 571,368
<ALLOWANCE> 7,059
<TOTAL-ASSETS> 928,250
<DEPOSITS> 665,177
<SHORT-TERM> 7,103
<LIABILITIES-OTHER> 6,618
<LONG-TERM> 48,435
0
0
<COMMON> 7,050
<OTHER-SE> 57,965
<TOTAL-LIABILITIES-AND-EQUITY> 928,250
<INTEREST-LOAN> 12,811
<INTEREST-INVEST> 4,432
<INTEREST-OTHER> 42
<INTEREST-TOTAL> 17,286
<INTEREST-DEPOSIT> 6,525
<INTEREST-EXPENSE> 8,664
<INTEREST-INCOME-NET> 8,622
<LOAN-LOSSES> 785
<SECURITIES-GAINS> 88
<EXPENSE-OTHER> 6,719
<INCOME-PRETAX> 3,317
<INCOME-PRE-EXTRAORDINARY> 3,317
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,534
<EPS-PRIMARY> .36
<EPS-DILUTED> .36
<YIELD-ACTUAL> 4.25
<LOANS-NON> 2,941
<LOANS-PAST> 1,136
<LOANS-TROUBLED> 13
<LOANS-PROBLEM> 8,956
<ALLOWANCE-OPEN> 6,855
<CHARGE-OFFS> 734
<RECOVERIES> 153
<ALLOWANCE-CLOSE> 7,059
<ALLOWANCE-DOMESTIC> 7,059
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
