INVESTORS BANK CORP
10-Q, 1994-08-12
STATE COMMERCIAL BANKS
Previous: COCA COLA ENTERPRISES INC, 10-Q, 1994-08-12
Next: TENNECO CREDIT CORP, 10-Q, 1994-08-12



<PAGE>
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

                [ X ]  QUARTERLY REPORT UNDER SECTION 13 OR 15(D)
                    of the Securities and Exchange Act of 1934

                       For the Quarter Ended June 30, 1994
                                       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. (0-16163)

                              INVESTORS BANK CORP.
               --------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


Delaware                                                              41-1566301
- - ----------------                                                      ----------
(state or other jurisdiction of                                    (IRS employer
incorporation or reorganization)                                  identification
                                                                         number)

                     200 East Lake Street, Wayzata, MN 55391
           ----------------------------------------------------------
           (Address of Principal Executive Offices Including Zip Code)

                                 (612) 475-8500
              ----------------------------------------------------
              (Registrant's Telephone Number, Including Area Code)

               Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period and 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 practicable date: 3,490,406 at July
31, 1994.                                                   ---------

<PAGE>

<TABLE>
<CAPTION>

                                                   PART I.  FINANCIAL INFORMATION

ITEM 1.  Financial Statements

                                                 INVESTORS BANK CORP. AND SUBSIDIARY
                                                 CONSOLIDATED STATEMENTS OF EARNINGS

                                                             (Unaudited)


                                                                 Three months ended                 Six months ended
                                                                      June 30                            June 30
                                                                -----------------------         --------------------------
                                                                1994           1993                1994           1993
                                                             -----------    -----------         -----------    -----------

<S>                                                         <C>            <C>                 <C>            <C>
INTEREST INCOME:
    Interest on loans                                       $ 14,373,845   $ 13,678,163        $ 28,113,843   $ 26,388,260
    Interest on cash and investments                             580,889        605,241           1,227,865      1,145,236
    Interest and dividends on other assets                       335,221        263,173             668,993        516,998
                                                             -----------    -----------         -----------    -----------
        TOTAL INTEREST INCOME                                 15,289,955     14,546,577          30,010,701     28,050,494
                                                             -----------    -----------         -----------    -----------

INTEREST EXPENSE:
    Interest on deposits                                       5,343,150      4,861,675          10,324,530      9,887,427
    Interest on borrowings                                     3,415,721      3,137,594           6,640,818      5,770,533
                                                             -----------    -----------         -----------    -----------
        TOTAL INTEREST EXPENSE                                 8,758,871      7,999,269          16,965,348     15,657,960
                                                             -----------    -----------         -----------    -----------

NET INTEREST INCOME                                            6,531,084      6,547,308          13,045,353     12,392,534
PROVISION FOR LOAN LOSSES                                        106,000        171,025             223,800        360,325
                                                             -----------    -----------         -----------    -----------

NET INTEREST INCOME AFTER
     PROVISION FOR LOAN LOSSES                                 6,425,084      6,376,283          12,821,553     12,032,209

NONINTEREST INCOME:
    Mortgage banking                                           2,742,574      2,987,269           6,192,704      5,995,781
    Loan servicing fees                                        1,308,009        567,898           2,615,188      1,391,556
    Commissions on title insurance sales                          89,058        269,721             303,171        355,749
    Commissions on annuity sales                                 189,481        148,163             349,392        328,220
    Other                                                        306,138        195,450             500,288        461,091
                                                             -----------    -----------         -----------    -----------
        TOTAL NONINTEREST INCOME                               4,635,260      4,168,501           9,960,743      8,532,397
                                                             -----------    -----------         -----------    -----------

NONINTEREST EXPENSE:
    Employee compensation and benefits                         3,777,112      3,784,880           7,952,380      7,087,121
    Occupancy and equipment                                      990,710        909,862           1,995,559      1,792,070
    Advertising                                                  352,310        305,690             620,628        485,690
    Federal deposit insurance premiums                           342,501        255,255             685,002        587,085
    Other                                                      1,424,494      1,214,956           2,834,662      2,398,885
                                                             -----------    -----------         -----------    -----------
        TOTAL NONINTEREST EXPENSE                              6,887,127      6,470,643          14,088,231     12,350,851
                                                             -----------    -----------         -----------    -----------

EARNINGS BEFORE INCOME TAX EXPENSE AND
  CUMULATIVE EFFECT OF ACCOUNTING CHANGE                       4,173,217      4,074,141           8,694,065      8,213,755
INCOME TAX EXPENSE                                             1,724,258      1,633,915           3,581,524      3,292,431
                                                             -----------    -----------         -----------    -----------
NET EARNINGS BEFORE CUMULATIVE EFFECT OF
  ACCOUNTING CHANGE                                            2,448,959      2,440,226           5,112,541      4,921,324
CUMULATIVE EFFECT OF ACCOUNTING CHANGE                                                                             125,000
                                                             -----------    -----------         -----------    -----------

NET EARNINGS                                                $  2,448,959   $  2,440,226        $  5,112,541   $  5,046,324
                                                             -----------    -----------         -----------    -----------
                                                             -----------    -----------         -----------    -----------

NET EARNINGS AVAILABLE FOR COMMON
    STOCKHOLDERS                                            $  2,240,206   $  2,198,262        $  4,695,036   $  4,562,398
                                                             -----------    -----------         -----------    -----------
                                                             -----------    -----------         -----------    -----------

EARNINGS PER COMMON SHARE:
    BEFORE CUMULATIVE EFFECT OF
        ACCOUNTING CHANGE                                          $0.60          $0.61               $1.26          $1.23
    CUMULATIVE EFFECT OF ACCOUNTING CHANGE                          0.00           0.00                0.00           0.03
                                                                    ----           ----                ----           ----
    NET EARNINGS                                                   $0.60          $0.61               $1.26          $1.26
                                                                   -----          -----               -----          -----
                                                                   -----          -----               -----          -----

AVERAGE COMMON AND COMMON
    EQUIVALENT SHARES                                          3,726,339      3,626,563           3,731,568      3,612,795
                                                             -----------    -----------         -----------    -----------
                                                             -----------    -----------         -----------    -----------


                                           See Notes to Consolidated Financial Statements

</TABLE>


<PAGE>

<TABLE>
<CAPTION>

                                         INVESTORS BANK CORP. AND SUBSIDIARY
                                             CONSOLIDATED BALANCE SHEETS

                                                     (Unaudited)


                                                      June 30,                December 31,
                                                        1994                      1993
                                                   --------------            -------------

<S>                                               <C>                       <C>
ASSETS

    Cash and cash equivalents                     $    18,323,100           $   58,314,515
    Investment securities                              27,995,403               27,778,989
    Mortgage loans held for sale                       43,104,203               88,351,696
    Mortgage loans                                    768,185,387              698,895,887
    Consumer loans                                    106,460,479               91,124,400
    Federal Home Loan Bank stock                       16,250,000               16,250,000
    Capitalized servicing rights                        4,132,887                4,425,281
    Office properties and equipment                    16,273,256               15,731,333
    Accrued interest receivable                         4,379,947                3,653,453
    Foreclosed real estate                              5,168,301                6,674,799
    Prepaid income taxes                                  632,810
    Other assets                                        7,360,477                5,884,713
                                                   --------------            -------------

TOTAL ASSETS                                      $ 1,018,266,250           $ 1,017,085,06
                                                   --------------            -------------
                                                   --------------            -------------




LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES:
    Deposits                                      $   621,212,556           $  603,412,708
    Notes payable                                     310,000,000              325,000,000
    Advances and loan payments from borrowers
        held under escrow                               5,472,245                8,409,797
    Income taxes payable                                                           549,263
    Subordinated debt                                  23,391,000               25,800,000
    Other liabilities                                   6,089,680                6,760,035
                                                   --------------            -------------

          TOTAL LIABILITIES                           966,165,481              969,931,803
                                                   --------------            -------------

STOCKHOLDERS' EQUITY:
    Preferred stock                                         3,036                    3,036
    Common stock                                           34,902                   33,255
    Additional paid-in capital                         20,650,481               19,111,504
    Unamortized restricted stock                       (1,103,153)                (675,808)
    Retained earnings                                  32,515,503               28,681,276
                                                   --------------            -------------

      TOTAL STOCKHOLDERS' EQUITY                       52,100,769               47,153,263
                                                   --------------            -------------

TOTAL LIABILITIES AND
  STOCKHOLDERS' EQUITY                            $ 1,018,266,250           $1,017,085,066
                                                   --------------            --------------
                                                   --------------            -------------



                                           See Notes to Consolidated Financial Statements

</TABLE>




<PAGE>

<TABLE>
<CAPTION>

                                         INVESTORS BANK CORP. AND SUBSIDIARY
                                        CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                     (Unaudited)


                                                                             Six months ended June 30
                                                                 -------------------------------------------
                                                                           1994                     1993
                                                                 ------------------       ------------------
<S>                                                              <C>                      <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings                                                            $5,112,541               $5,046,324
Adjustments to reconcile net earnings to net cash
  provided (used) by operating activities:
    Depreciation and amortization                                        1,013,186                1,678,673
    Amortization of deferred loan fees and discounts                      (816,140)                (853,125)
    Gain on sales of loan servicing rights                              (3,564,651)              (1,773,803)
    Proceeds from sales of loan servicing rights                         5,252,131                2,560,729
    Gain on sales of mortgage loans                                     (2,313,276)              (3,941,035)
    Provision for loan and real estate losses                              232,696                  428,500
    Prepaid income taxes                                                   236,690                  150,226
    Change in:
      Capitalized servicing rights                                      (1,799,863)              (1,054,701)
      Accrued interest receivable                                         (726,494)                (320,342)
      Interest payable on deposit accounts                                 810,405                 (228,554)
      Mortgage loans held for sale                                      47,560,769              (31,814,212)
      Other, net                                                        (3,428,728)              (1,266,538)
                                                                 ------------------       ------------------
      NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES                  47,569,266              (31,387,858)

CASH FLOWS FROM INVESTING ACTIVITIES:
  Net increase in loans                                                (84,412,854)             (79,945,479)
  Purchase of investment securities                                     (3,276,413)              (5,675,807)
  Maturities of investment securities                                    3,060,000                3,225,000
  Purchase of FHLB stock                                                                         (1,588,000)
  Sale of foreclosed real estate                                         1,877,217                2,070,813
  Increase in office properties and equipment                           (1,150,332)                (561,706)
                                                                 ------------------       ------------------
      NET CASH USED BY INVESTING ACTIVITIES                            (83,902,382)             (82,475,179)

CASH FLOWS FROM FINANCING ACTIVITIES:
  Net increase in deposits                                              16,989,443               35,212,947
  Proceeds from FHLB advances                                          165,000,000              232,000,000
  Repayment of FHLB advances                                          (180,000,000)            (182,000,000)
  Redemption of subordinated capital notes                              (2,409,000)
  Net proceeds from common stock transactions                              977,124                   85,653
  Dividends on preferred stock                                            (417,505)                (483,926)
  Dividends on common stock                                               (860,809)                (617,284)
  Net increase (decrease) in advances and loan payments
    from borrowers held under escrow                                    (2,937,552)                 987,952
                                                                 ------------------       ------------------
      NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES                  (3,658,299)              85,185,342
                                                                 ------------------       ------------------

NET DECREASE IN CASH AND CASH EQUIVALENTS                              (39,991,415)             (28,677,695)

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                        58,314,515               40,179,006
                                                                 ------------------       ------------------

CASH AND CASH EQUIVALENTS AT END OF PERIOD                             $18,323,100              $11,501,311
                                                                 ------------------       ------------------
                                                                 ------------------       ------------------


SUPPLEMENTAL DISCLOSURES:
  Cash paid during the year for:
    Interest                                                           $16,235,310              $15,686,372
    Income taxes                                                         4,037,000                4,185,000

  Noncash transfer of loans to foreclosed real estate                      379,615                  939,248


                                           See Notes to Consolidated Financial Statements.

</TABLE>


<PAGE>
                              INVESTORS BANK CORP.
                                 AND SUBSIDIARY



                   Notes to Consolidated Financial Statements
                                   (Unaudited)




NOTE 1. BASIS OF PRESENTATION

     The consolidated financial statements include the accounts of Investors
Bank Corp., a Delaware corporation (the Company) and its wholly owned subsidiary
Investors Savings Bank, F.S.B. (the Bank), a federally chartered savings bank
with deposits insured by the Federal Deposit Insurance Corporation (FDIC)
through the Savings Association Insurance Fund.  The statements have been
prepared in accordance with the instructions to Form 10-Q and therefore do not
include all information and footnotes necessary for a complete presentation of
financial position, results of operations, and changes in cash flows.  The data
presented herein is unaudited, but in the opinion of management of the Company,
includes all adjustments, consisting only of normal recurring adjustments
necessary for a fair presentation of the financial position of the Company and
its subsidiary and the results of their operations and cash flows.  The Company
believes such presentation of the financial position is adequate to make the
information presented not misleading.  Results for the interim periods are not
necessarily indicative of results for the entire year.

NOTE 2. INVESTMENT SECURITIES


     The Company adopted the provisions of Statement of Financial Accounting
Standards (SFAS) No. 115, ACCOUNTING FOR CERTAIN INVESTMENTS IN DEBT AND EQUITY
SECURITIES, as of January 1, 1994.  Under SFAS No. 115, the Company must
classify its debt and marketable equity securities in one of three categories:
trading, available for sale, or held to maturity.  Trading securities are bought
and held principally for the purpose of selling them in the near term.
Securities available for sale include securities that management intends to use
as part of its asset/liability strategy or that may be sold in response to
changes in interest rate, changes in prepayment risk, the need to increase
regulatory capital, or similar factors.  The Company has the ability and intent
to hold its securities to maturity.  Accordingly, there are no securities held
in a trading account or available for sale and the adoption of SFAS No. 115 had
no impact on the Company's consolidated financial statements as of January 1,
1994.

<PAGE>

NOTE 3. IMPAIRED LOANS

     The Company adopted the provisions of SFAS No. 114, "ACCOUNTING BY
CREDITORS FOR IMPAIRMENT OF A LOAN", as of January 1, 1994.  SFAS No. 114
specifies how reserves for losses related to "impaired" loans should be
measured.  A loan is considered impaired if it is probable that the Company will
be unable to collect all amounts due according to the contractual terms of the
loan agreement.  When a loan is impaired, the Company will measure the amount of
impairment based on the present value of expected future cash flows, the loan's
observable market price or the fair value of any collateral.  If foreclosure is
probable, the Company shall measure impairment based on the fair value of the
collateral.  SFAS No. 114 does not apply to large groups of small balance,
homogeneous loans that are collectively evaluated for impairment.  The adoption
of SFAS No. 114 had no effect on the consolidated financial statements as of
January 1, 1994.

NOTE 4. RESERVES FOR LOAN LOSSES

     Included in mortgage loans are reserves for losses of $2,741,114 and
$2,414,254 at June 30, 1994 and December 31, 1993, respectively.  Included in
consumer loans are reserves for losses of $457,224 and $566,332 at June 30, 1994
and December 31, 1993.


<PAGE>


ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
          AND RESULTS OF OPERATIONS


RESULTS OF OPERATIONS

     Investors Bank Corp.'s (the Company) net earnings were $2.4 million for the
three months ended June 30, 1994.  Net earnings were also $2.4 million for the
second quarter of 1993.  Net earnings for common shareholders were $2.2 million
for both the 1994 and 1993 second quarter.  Earnings per share were $.60 for the
1994 second quarter compared to $.61 per share on 100 thousand fewer average
outstanding shares in the same quarter of 1993.  For the first six months of
1994, the Company's net earnings before cumulative effect of accounting change
were $5.1 million, a 4% increase from the $4.9 million for the same period in
1993.  Earnings per share were $1.26 for both six month periods.  The 1993
period included $.03 per share from recognition of the cumulative effect of a
change in accounting method to comply with Statement of Financial Accounting
Standards (SFAS) No. 109, "Accounting for Income Taxes".  Comparing the second
quarters of 1994 and 1993, an increase in noninterest income in the 1994 quarter
was offset by increases in noninterest expenses.  For the six month periods
ending June 30, 1994 and 1993, net interest income and noninterest income both
increased and were only partially offset by increased noninterest expense.

     Net interest income for the second quarters of 1994 and 1993 was
approximately equal at $6.5 million despite a 12% increase in average interest-
earning assets to $936 million from $837 million.  The additional interest
income generated by the larger amount of interest-earning assets in the 1994
quarter was offset by a decline in the interest margin from 3.12% in the 1993
quarter to 2.78% in the 1994 quarter.  For the six months ended June 30, 1994,
net interest income was $13.0 million, up 5% from the same period in 1993.
Average interest-earning assets increased 17% to $931 million for the first six
months of 1994 compared to $798 million for the same period in 1993.  The
additional interest income generated by the increased average interest-earning
assets was more than enough to offset the decline in interest margin from 3.08%
to 2.78% between the 1993 and 1994 periods.

     Growth in average interest-earning assets was due primarily to increases in
adjustable rate mortgage loans (ARMs) and consumer loans partially offset by a
reduction in mortgage loans held for sale.  The Company's mortgage banking
operation originated significant amounts of ARMs in the latter months of 1993
and during the first six months of 1994 because of increased demand for these
products.  The demand for ARM loans increased more significantly in 1994 as
interest rates on fixed rate long term mortgages increased.  The Company's
average ARM portfolio increased $123 million to $691 million between the second
quarters of 1993 and 1994.  Between the same periods, average consumer home
equity loans increased $26 million through promotional efforts by the Company.
Offsetting a portion of the ARM and consumer loan growth was a drop in average
mortgage loans held for sale of $48 million.  The current interest rate
environment supports demand for ARM loans and the Company expects additional
growth in ARMs in the next few months as well as continued growth in consumer
loans from planned promotional efforts.

<PAGE>

     Reductions in net interest margins between the second quarter and first six
months of 1993 and the same periods in 1994 were caused primarily by significant
drops in the yields on interest-earning assets.  Asset yields declined 41 basis
points between the second quarters of 1993 and 1994 and 59 basis points between
the same six month periods, reflecting the repricing of ARM loans indexed to
market rates, the payoff of higher yielding ARM loans and the addition of new
ARM loans at lower initial yields.  The Company believes this trend has stopped
and that ARM yields will begin to climb as they reprice upward due to the
increase in market rates during the first two quarters of 1994.  Liability costs
declined 7 basis points between the 1993 and 1994 second quarters and 27 basis
points between the first six month periods of 1993 and 1994.  Between the six
month periods, deposit costs declined 28 basis points and Federal Home Loan Bank
(FHLB) advance costs were 10 basis points less as both repriced at lower rates.
However, this trend also has moderated.  Between the second quarters of 1993 and
1994, deposit costs declined 15 basis points but FHLB advances increased 31
basis points.  The Company's FHLB advances generally reprice more rapidly than
deposits.  Overall, the Company expects moderate increases during the remainder
of 1994 in its spread and margin as a result of recent increases in market
interest rates.

     The provision for loan losses was $106 thousand in the second quarter of
1994 compared to $171 thousand for the same quarter a year ago.  For the six
months ended June 30, 1994 and 1993, the provisions were $224 thousand and $360
thousand, respectively.  Based on management's review of the loan portfolio, the
1994 provisions were required only to increase general reserves to accommodate
for the Company's loan growth.

     Noninterest income for the 1994 second quarter increased 11% to $4.6
million from $4.2 million in the year ago quarter.  For the six months ended
June 30, 1994 noninterest income was $10.0 million, a 17% increase from the $8.5
million for the first six months of 1993.  The increases for both periods
resulted primarily from increased loan servicing fee income.

     Mortgage banking, the most significant source of noninterest income,
decreased 8% between the June quarters to $2.7 million, but was up 3% to $6.2
million for the first six months of 1994 compared to the same period last year.
Mortgage banking income consists primarily of gain on sale of mortgage loans and
gain on sale of loan servicing rights.

     Gain on sales of mortgage loans declined substantially to $804 thousand in
the 1994 second quarter from $2.8 million in the 1993 second quarter.  For the
first six months of 1994 the gain on sales of mortgage loans was $2.3 million
compared to $3.9 million for the same 1993 period.  The decreases in income
reflect the significantly reduced amounts of mortgage loans sold in the 1994
periods which in turn result from reduced mortgage originations as market
interest rates have risen since 1993.  In addition, pricing gains on refinanced
loans were significantly higher for the prior year periods.

<PAGE>

     To compensate for the reduced income from gain on sales of mortgage loans,
the Company sold increased amounts of loan servicing rights.  While no loan
servicing rights were sold in the second quarter of 1993, the Company sold $178
million in servicing rights during the 1994 second quarter for a gain of $1.8
million.  For the first six months of 1994, the Company generated income of $3.6
million on the sales of $342 million in servicing rights compared to income of
$1.8 million on sales of $139 million in the first six months of 1993.  Although
the Company has sold more servicing rights in 1994, market pricing for these
rights has been less favorable than in 1993.

     While the Company's strategy is to continue generating mortgage banking
income, the amounts of such income are affected by external factors such as
market pricing, general demand for mortgage products and the competitive
environment in the markets in which it originates mortgages.  Because of the
increase in market interest rates in 1994, mortgage refinancing activity has
declined to a very low level and has significantly reduced the amount of loans
generated by the Company's mortgage banking activity.  As a result, the Company
expects reduced amounts of sales of mortgage loans and reduced gross additions
to its portfolio of loans serviced for others.

     The Company's servicing fee income was $1.3 million in the June 1994
quarter compared to $568 thousand in the June 1993 quarter.  The increase
results both from a 21% increase in average loans serviced for others to $1.3
billion and elimination of the need to adjust servicing fee income for higher
than anticipated prepayments.  In the June 1993 quarter servicing fee income was
reduced $414 thousand by such adjustments.  Servicing fee income for the first
six months of 1994 was $2.6 million, an 88% increase from the $1.4 million of
servicing fee income in the first six months of 1993.  Between these periods,
average loans serviced for others increased 27%.  The 1993 servicing fee income
was adjusted by $617 thousand for higher than anticipated prepayments.  Because
of the significantly reduced mortgage refinancing activity in 1994, the Company
does not anticipate that significant adjustments to its servicing fee income
will be required during 1994.  Because of the continued sales of loan servicing
rights and the reduced level of mortgage originations, the Company does not
expect the portfolio of loans serviced for others to increase during the last
half of 1994.

     The other categories of noninterest income declined in total 5% to $585
thousand in the 1994 second quarter.  Income from commissions on title insurance
sales was reduced because of the Company's reduced mortgage originations.  For
the first six months of 1994, the other categories of noninterest income were
$1.2 million, almost the same as for the 1993 period, as slight reductions in
title insurance commission were offset by slight increases in annuity sales and
other income.

     Noninterest expense was $6.9 million for the June 1994 quarter, a 6%
increase compared to the same quarter last year.  Employee compensation and
benefits were almost the same between quarters as the cost of staff added to
support new banking offices was offset by staff reductions in the mortgage
banking operation.  Occupancy and equipment increased $81 thousand from the
costs of three banking offices opened in late 1993 and a new mortgage banking
office opened in early 1994.  Advertising increased $47 thousand from greater
promotional efforts.  The Federal deposit insurance premium expense was $87
thousand greater in the 1994 quarter because the 1993 quarter benefited from a
$75 thousand refund from the FDIC.  The Company expects that its deposit
insurance premium rate will remain at 23 basis points for the remainder of 1994.
Other expenses were $210 thousand higher because of increased data processing
expenses and greater than normal foreclosure expenses on commercial real estate.

<PAGE>

FINANCIAL CONDITION

     Total assets of the Company were $1.0 billion at June 30, 1994, which was
the same level as at December 31, 1993.  Cash and cash equivalents declined $40
million reflecting reduced liquidity levels at June 30, 1994.  During the six
months ended June 30, 1994, $48 million was provided by operating activities
primarily by the reduction in mortgage loans held for sale which in turn was the
result of reduced mortgage banking originations.  Cash was applied in investing
activities to fund an $84 million increase in loans.  Of the increase, $69
million was in ARM loans and $15 million was in consumer home equity loans.
Financing activities used a net $4 million in cash.  FHLB advances were reduced
by $15 million.  Maximum FHLB borrowings were $325 million during the period
and were incurred during January 1994.  Deposits increased by $17 million
primarily in certificates of deposits as customers responded to promotional
efforts.  As part of its continuing effort to increase deposits, the Company has
acquired land in the St. Paul area and plans to build and open a branch in late
1994 or early 1995.  Additional cash was used to repay $2.4 million in
subordinated notes prior to its original maturity.  The current market interest
rate environment has increased demand for the Company's ARM loan products and
the Company expects increases during the next few months in its ARM portfolio.
While the Company continues to promote its deposit products and expects deposit
growth from its twelve existing offices, it plans to continue using advances
from the FHLB as a funding source when necessary.

     Nonperforming assets were $6.2 million at June 30, 1994, down from $8.6
million at December 31, 1993.  The Company has disposed of approximately $1.6
million in properties including one commercial real estate property for $1.0
million.  Nonperforming residential real estate loans were at an unusually low
$1.0 million at June 30, 1994 which accounts for the remaining decrease in
nonperforming assets.  Through sales during the remainder of 1994, the Company
expects continued reduction of nonperforming commercial real estate assets,
which were $3.6 million at June 30, 1994.

     The Company intends to support the Bank's efforts to maintain a capital
level adequate to support its projected growth as well as maintain its "well
capitalized" status.  Approximately $3.0 million in funds attained during the
$23 million December 1992 subordinated debt offering remains in the parent
company and is available for future capital needs.

     At June 30, 1994, the Bank met each of the three regulatory capital
standards to continue to be classified as a "well capitalized" institution.  The
following is a summary of the Bank's capital position:

<TABLE>
<CAPTION>

     <S>                                                          <C>
     Tier 1 leverage (core) capital standard:
          Adjusted total assets                                   $1,015,871,126
          Tier 1 capital                                              69,305,184
          Tier 1 capital ratio                                              6.82%

     Tier 1 risk based capital standard:
          Risk adjusted total assets                                $607,716,288
          Tier 1 capital                                              69,305,184
          Tier 1 risk based capital ratio                                  11.40%


<PAGE>

     Risk based capital standard:
          Risk adjusted assets                                      $607,716,288
          Risk based capital                                          72,138,608
          Risk based capital ratio                                         11.87%

</TABLE>

     Management believes the Bank will continue to meet all three "well
capitalized" standards in 1994.

     In 1993, the Office of Thrift Supervision (OTS) issued its final
regulations on interest rate risk.  Under this rule, effective January 1, 1994,
institutions deemed to have an "above normal" level of interest rate risk as
calculated by the OTS based on quarterly reports submitted by the Bank are
subject to a capital charge and must deduct a portion of that risk from total
risk based regulatory capital.  At December 31, 1993, the Bank's required risk
based regulatory capital was not impacted by the interest rate risk rule.  While
the Bank has not yet been notified by the OTS as to the impact of the rule on
its June 30, 1994 risk based capital, management does not believe the Bank will
be impacted by this rule during 1994.


<PAGE>

                                    PART II.






ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K
- - -----------------------------------------

     (a)  Exhibits

          11.  Computation of Earnings per Share


<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.



                                             INVESTORS BANK CORP.





                                             /s/ James M. Burkholder
                                             ----------------------------------
                                             James M. Burkholder
                                             President
                                             Chief Executive Officer




Dated:  August 12, 1994
      ---------------------



<PAGE>
                                       EXHIBIT 11
                                  INVESTORS BANK CORP.
                        COMPUTATION OF EARNINGS PER COMMON SHARE


<TABLE>
<CAPTION>



                                                               Three months ended              Six months ended
                                                                      June 30                       June 30
                                                          ---------------------------   ---------------------------
                                                                  1994       1993 (1)           1994       1993 (1)
                                                          ------------   ------------   ------------   ------------
<S>                                                       <C>            <C>            <C>            <C>
PRIMARY:
- - -------
    Average shares outstanding                               3,450,273      3,295,058      3,421,149      3,290,617
    Net effect of the assumed purchase of stock
        under the stock option plan based on the
        treasury stock method using average
        market price                                           198,510        279,496        227,910        276,379
    Net effect of the assumed exercise of common
        stock warrants based on the treasury
        stock method using average market price                 77,556         52,009         82,509         45,799
                                                          ------------   ------------   ------------   ------------
                                                             3,726,339      3,626,563      3,731,568      3,612,795
                                                          ------------   ------------   ------------   ------------
                                                          ------------   ------------   ------------   ------------

    Earnings before preferred stock dividends and
        cumulative effect of accounting change              $2,448,959     $2,440,226     $5,112,541     $4,921,324
    Preferred stock dividends                                  208,753        241,964        417,505        483,926
                                                          ------------   ------------   ------------   ------------
    Earnings for common stockholders before
        cumulative effect of accounting change               2,240,206      2,198,262      4,695,036      4,437,398
    Cumulative effect of accounting change                                                                  125,000
                                                          ------------   ------------   ------------   ------------
    Net earnings available for common stockholders          $2,240,206     $2,198,262      4,695,036     $4,562,398
                                                          ------------   ------------   ------------   ------------
                                                          ------------   ------------   ------------   ------------

    Per common share:
        Earnings for common stockholders before
            cumulative effect of accounting change               $0.60          $0.61          $1.26          $1.23
        Cumulative effect of accounting change                                                                 0.03
                                                                 -----          -----          -----          -----
        Net earnings available for common stockholders           $0.60          $0.61          $1.26          $1.26
                                                                 -----          -----          -----          -----
                                                                 -----          -----          -----          -----


FULLY DILUTED:
- - -------------
    Average shares outstanding                               3,450,273      3,295,057      3,421,149      3,290,617
    Net effect of the assumed purchase of stock
        under the stock option plan based on the
        treasury stock method using ending
        market price                                           198,801        283,228        228,714        286,608
    Net effect of the assumed exercise of common
        stock warrants based on the treasury
        stock method using ending market price                  77,916         55,884         82,509         55,884
                                                          ------------   ------------   ------------   ------------
                                                             3,726,990      3,634,169      3,732,372      3,633,109
                                                          ------------   ------------   ------------   ------------
                                                          ------------   ------------   ------------   ------------

    Earnings before preferred stock dividends and
        cumulative effect of accounting change              $2,448,959     $2,440,226     $5,112,541     $4,921,324
    Preferred stock dividends                                  208,753        241,964        417,505        483,926
                                                          ------------   ------------   ------------   ------------
    Earnings for common stockholders before
        cumulative effect of accounting change               2,240,206      2,198,262      4,695,036      4,437,398
    Cumulative effect of accounting change                                                                  125,000
                                                          ------------   ------------   ------------   ------------
    Net earnings available for common stockholders          $2,240,206     $2,198,262     $4,695,036     $4,562,398
                                                          ------------   ------------   ------------   ------------
                                                          ------------   ------------   ------------   ------------

    Per common share:
        Earnings for common stockholders before
            cumulative effect of accounting change               $0.60          $0.60          $1.26          $1.23
        Cumulative effect of accounting change                                                                 0.03
                                                                 -----          -----          -----          -----
        Net earnings available for common stockholders           $0.60          $0.60          $1.26          $1.26
                                                                 -----          -----          -----          -----
                                                                 -----          -----          -----          -----
<FN>


NOTE 1.  Restated for the effects of the four-for-three common stock split on
December 31, 1993.

</TABLE>



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission