<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------------------
FORM 10-Q
Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended March 31, 1998.
Commission file number 0-15839
EMPIRE BANC CORPORATION
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Michigan
--------------------------------------------------------------
(State or other jurisdiction of incorporation or organization)
1227 E. Front Street
Traverse City, Michigan
----------------------------------------
(Address of principal executive offices)
38-2727982
------------------------------------
(IRS Employer Identification Number)
49686-2928
----------
(Zip code)
(616) 922-2111
----------------------------------------------------
(Registrant's telephone number, including area code)
Not applicable
--------------------------------------------------------------------
(Former name, address and 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, and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
The number of shares outstanding of each of the issuer's classes of common
stock was 1,963,182 shares of common stock, par value $5, outstanding as
of March 31, 1998.
<PAGE> 2
Empire Banc Corporation - Consolidated Balance Sheet
<TABLE>
<CAPTION>
March 31 December 31 March 31
(in thousands, except share data) 1998 1997 1997
<S> <C> <C> <C>
Assets
Cash and due from banks $ 23,201 $ 25,433 $ 18,934
Federal funds sold 19,000 6,800 950
-------- -------- --------
Cash and cash equivalents 42,201 32,233 19,884
Securities
Available for sale, at fair value 42,604 42,183 33,305
Held to maturity 32,000 32,979 33,165
(fair value: 3/31/98-$32,218,
12/31/97-$33,234, 3/31/97-$33,145)
Mortgage-backed securities
Available for sale, at fair value 21,964 23,592 25,244
Loans 298,949 302,469 281,743
Less: Allowance for loan losses (4,325) (4,125) (3,800)
-------- -------- --------
Net loans 294,624 298,344 277,943
Premises and equipment, net 5,043 4,985 4,401
Other real estate 204 177 --
Accrued income and other assets 8,955 8,460 7,341
-------- -------- --------
Total assets $447,595 $442,953 $401,283
======== ======== ========
Liabilities
Deposits
Non-interest-bearing $ 55,561 $ 62,492 $ 50,312
Interest-bearing 329,231 324,178 299,275
-------- -------- --------
Total deposits 384,792 386,670 349,587
Federal Home Loan Bank advances 17,000 12,000 12,000
Accrued expense and other liabilities 8,540 8,084 6,670
-------- -------- --------
Total liabilities 410,332 406,754 368,257
Shareholders' equity
Preferred stock-$1 par value,
2,000,000 shares authorized, none outstanding
Common stock-$5 par value, 5,000,000 shares authorized,
shares outstanding: 3/31/98-1,963,182;
12/31/87-1,943,081; 3/31/97-1,924,460 9,816 9,715 8,748
Paid-in-capital 20,127 19,810 12,397
Retained earnings 6,965 6,321 11,988
Net unrealized gain on securities, net of tax 355 353 (107)
-------- -------- --------
Total shareholders' equity 37,263 36,199 33,026
-------- -------- --------
Total liabilities and shareholders' equity $447,595 $442,953 $401,283
======== ======== ========
- -------------------------------------------------------------------------------------------
See accompanying notes.
</TABLE>
<PAGE> 3
Empire Banc Corporation - Consolidated Statement of Income
<TABLE>
<CAPTION>
Year to Date
March 31
(in thousands, except share data) 1998 1997
<S> <C> <C>
Interest income
Loans, including fees $ 7,081 $ 6,255
Taxable securities 1,414 1,422
Tax-exempt securities 71 72
Federal funds sold 142 28
------- -------
Total interest income 8,708 7,777
Interest expense
Deposits 3,749 3,397
Federal funds purchased 8 22
Federal Home Loan Bank advances 222 193
------- -------
Total interest expense 3,979 3,612
------- -------
Net interest income 4,729 4,165
Provision for loan losses 282 398
------- -------
Net interest income after
provision for loan losses 4,447 3,767
Non-interest income
Mortgage sales and servicing 720 324
Service charges on deposit accounts 358 330
Trust income 760 652
Other service charges and fees 146 130
Other income 110 85
Security gains(losses) -- (6)
------- -------
Total non-interest income 2,094 1,515
Non-interest expense
Salaries and employee benefits 2,936 2,108
Premises and equipment 513 483
Other 1,101 931
------- -------
Total non-interest expense 4,550 3,522
------- -------
Income before federal income taxes 1,991 1,760
Federal income taxes 654 579
------- -------
Net income $ 1,337 $ 1,181
======= =======
- ----------------------------------------------------------------
Earnings per share $ .68 $ .61
Diluted earnings per share .64 .57
Average shares outstanding 1,967,642 1,925,197
Diluted average shares outstanding 2,104,363 2,073,439
- ----------------------------------------------------------------
See accompanying notes.
</TABLE>
<PAGE> 4
Empire Banc Corporation - Consolidated Statement of Comprehensive Income
<TABLE>
<CAPTION>
Year to date
March 31
-------------------
(in thousands) 1998 1997
<S> <C> <C>
- ---------------------------------------------------------------
Net income $1,337 $1,181
Other comprehensive income, net of tax:
Unrealized gains/(losses) on available
for sale securities arising during
period 2 (285)
Reclassification adjustment for
amounts realized on security sales
included in net income 4
------ ------
Comprehensive income $1,339 $ 900
====== ======
- ---------------------------------------------------------------
See accompanying notes.
</TABLE>
<PAGE> 5
Empire Banc Corporation - Consolidated Statement of Cash Flows
<TABLE>
<CAPTION>
Year to Date March 31
(in thousands) 1998 1997
<S> <C> <C>
Operating activities
Net income $ 1,337 $ 1,181
Adjustments to reconcile net income to net
cash from operating activities:
Depreciation and amortization 201 167
Provision for loan losses 282 398
Mortgage loans originated for sale (35,252) (9,767)
Sale of mortgage loans 36,442 8,827
Net realized loss on securities -- 6
Net amortization/accretion on securities 29 28
Change in
Deferred taxes -- 281
Interest receivable (157) (183)
Interest payable 73 72
Other assets (366) (298)
Other liabilities 656 305
------- -------
Total adjustments 1,908 (164)
------- -------
Net cash from operating activities 3,245 1,017
Investing activities
Securities available for sale
Proceeds from sales -- 1,000
Proceeds from maturities 7,594 3,756
Purchases (6,411) (1,976)
Securities held to maturity
Proceeds from maturities 3,965 3,624
Purchases (2,987) --
Loans granted net of repayments 2,248 (8,744)
Premises and equipment expenditures (259) (583)
------- -------
Net cash from investing activities 4,150 (2,923)
Financing activities
Net increase in deposits (1,878) 5,233
Net decrease in federal funds purchased -- (5,500)
Cash dividends paid (686) (611)
Federal Home Loan Bank advances 5,000 --
Issuance of common stock 137 65
------- -------
Net cash from financing activities 2,573 (813)
------- -------
Net change in cash and cash equivalents 9,968 (2,719)
Beginning cash and cash equivalents 32,233 22,603
------- -------
Ending cash and cash equivalents $42,201 $19,884
======= =======
- ------------------------------------------------------------------------------------------
Interest paid $ 3,906 $3,540
Income taxes paid -- --
- ------------------------------------------------------------------------------------------
See accompanying notes.
</TABLE>
<PAGE> 6
Empire Banc Corporation - Consolidated Statement of Changes in
Shareholders' Equity
<TABLE>
<CAPTION>
(in thousands) 1998 1997
<S> <C> <C>
- -------------------------------------------------------------------------------------------
Balance January 1 $36,199 $32,673
Net income 1,337 1,181
Common stock issued 418 65
Dividends declared (693) (612)
Net change in security valuation 2 (281)
------- -------
Balance March 31 $37,263 $33,026
======= =======
- ------------------------------------------------------------------------------------------
See accompanying notes.
</TABLE>
Notes to Consolidated Financial Statements
Note-1 The consolidated financial statements include the accounts of Empire
Banc Corporation and its wholly-owned subsidiary, Empire National Bank, after
elimination of significant inter-company transactions and accounts. The
statements have been prepared by management without audit by independent
certified public accountants. However, these statements reflect all
adjustments (consisting of normal recurring accruals) and disclosures which
are, in the opinion of management, necessary for a fair presentation of the
results for the interim periods presented and should be read in conjunction
with the notes to financial statements included in the Empire Banc
Corporation's Form 10-K for the year ended December 31, 1997.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to the rules and
regulations of the Securities and Exchange Commission.
Because the results of operations are so closely related to and responsive
to changes in economic conditions, the results for any interim period are
not necessarily indicative of the results that can be expected for the
entire year.
Note-2 Earnings per share of common stock is computed by dividing net
income by the weighted average number of common stock and common stock
equivalents outstanding during the period. Common stock equivalents
consist of common stock issuable under the assumed exercise of stock
options granted under the Corporation's stock option plan, using the
treasury stock method.
Note-3 Under a new accounting standard, comprehensive income is now
reported for all periods. Comprehensive income includes both net income
and other comprehensive income. Other comprehensive income includes
the change in unrealized gains and losses on securities available
for sale.
<PAGE> 7
Empire Banc Corporation
Financial Review
First Quarter 1998
Compared with
First Quarter 1997
Summary
Empire Banc Corporation's 1998 first quarter earnings were $1,337,000,
a 13% increase over 1997 first quarter results. Earnings per share
increased from $.61 per share in 1997 to $.68 in 1998. The return
on assets was 1.22% for the quarter versus 1.19% in 1997. The return on
equity was 14.47% compared to 14.40% in the prior year quarter.
Our operating results were achieved with growth in total revenues of 20%
over the first quarter of 1997. Net interest income grew 14%,
attributable to a 10% increase in average earning assets and increased
net interest margin. Mortgage loan related fee grew 122% and coupled
with a 16% increase in trust revenues, non-interest income increased 38%
over the same period in 1997. With these increased activity levels,
non-interest expense increased 29% over the first quarter of 1997.
In measuring asset quality net charge-offs were .11% of average loans
in the first quarter of 1998 and non-performing assets were .54% of loans
at March 31, 1998. The allowance for loan losses increased $525,000 during
the last twelve months and was 1.45% of loans at March 31, 1998.
Total shareholders' equity increased 13% during the last twelve months
to $37.3 million, improving book value per share to $18.98 from the
$17.16 at March 31, 1997.
<PAGE> 8
<TABLE>
<CAPTION>
Net Interest Income
Quarter Ending
March 31
(in thousands) 1998 1997
<S> <C> <C>
- -----------------------------------------------------------
Interest income $8,708 $7,777
Taxable equivalent adjustment 40 36
------ ------
Interest income (TE) 8,748 7,813
Interest expense 3,979 3,612
------ ------
Net interest income (TE) $4,769 $4,201
====== ======
Increase (decrease) due to change in:
Volume $ 469 $ 256
Rate 99 (113)
------ ------
Total $ 568 $ 143
====== ======
- -----------------------------------------------------------
</TABLE>
First quarter net interest income on a taxable equivalent ("TE")
basis was $4.8 million, a 14% increase from the $4.2 million earned
in the year ago quarter. Average earning assets increased 10% or
$37 million while net interest margin, the other principal determinant
of net interest income, increased from 4.59% to 4.73% in the quarter to
quarter comparison.
Average loans increased $27.9 million or 10%, to $302.3 million for the
current quarter. The mortgage portfolio grew 13% or $9 million, the
commercial portfolio grew 8% or $10 million and average consumer loans
increased 11% or $9 million. The average rate earned on the loan
portfolio increased 26 basis points ("bp") to average 9.51% in the current
quarter.
The security portfolio outstandings remained comparable to the prior year
quarter while the rate earned decreased 10 bp to average 6.34%. Average
overnight funds sold increased $8 million or 390% and the rate earned
increased 28 bp from the prior year's first quarter.
Incremental funding for the earning asset growth came mainly from the
$27 million or 9% growth in interest bearing deposits. Time deposits
grew $4 million, or 3%, money market accounts increased $16 million,
or 18%, and money market checking grew $8 million, or 11%. Federal
funds purchased decreased $1 million and Federal Home Loan Bank advances
increased $2 million. The average rate paid on interest bearing funds
was 4.76%, comparable to the 4.71% average in the first quarter of 1997.
Non-interest bearing funds supporting earning assets increased 14% or
$9 million compared to last year's first quarter.
<PAGE> 9
Net Interest Income
Average Balances, Interest Income/Expense, Average Rates
<TABLE>
<CAPTION>
Quarter Ending March 31, 1998 1997
- ------------------------------------------------------------------------------------------
Average Average
(in thousands, Balance Interest Rate Balance Interest Rate
taxable equivalent) --------------------------- -----------------------------
<S> <C> <C> <C> <C> <C> <C>
Assets
Loans, including fees*,** $302,347 $7,090 9.51% $274,469 $6,260 9.25%
Securities
Taxable 89,824 1,414 6.30 89,020 1,422 6.39
Tax-exempt* 5,852 102 6.97 5,822 104 7.12
-------- ------ -------- ------
Total 95,676 1,516 6.34 94,842 1,526 6.44
Federal funds sold 10,517 142 5.41 2,146 27 5.13
-------- ------ -------- ------
Total earning assets/
interest income 408,540 8,748 8.68% 371,457 7,813 8.53%
Cash and due from banks 16,817 13,331
Other assets 11,707 10,950
-------- --------
Total $437,064 $395,738
======== ========
Liabilities and equity
CDs over $100,000 $ 9,779 125 5.24% $ 10,016 126 5.04%
Savings & interest checking 69,733 387 2.25 62,821 339 2.19
Money market deposits 105,273 1,159 4.51 88,973 929 4.23
Time deposits 138,970 2,078 6.06 134,537 2,003 6.04
-------- ------ -------- ------
Total 323,755 3,749 4.72 296,347 3,397 4.65
Federal funds purchased 537 8 5.85 1,639 22 5.57
FHLB advances 15,000 222 5.83 12,889 193 6.06
-------- ------ -------- ------
Total interest-bearing
funds/interest expense 339,292 3,979 4.76% 310,875 3,612 4.71%
-------- ------ -------- ------
Demand deposits 52,959 45,541
Other liabilities 7,848 6,503
Shareholders' equity 36,965 32,819
-------- --------
Total $437,064 $395,738
======== ========
Net interest spread (TE) 3.92% 3.82%
==== ====
Net interest income (TE) $4,769 $4,201
====== ======
Net interest margin (TE) 4.73% 4.59%
==== ====
- ------------------------------------------------------------------------------------------
* Interest income on tax-exempt securities and certain tax-exempt
loans has been adjusted to a taxable-equivalent basis.
** Non-accrual loans are excluded.
</TABLE>
<PAGE> 10
<TABLE>
<CAPTION>
Non-Interest Income
Quarter Ending
March 31
Increase (decrease)
(in thousands) Amount %
<S> <C> <C>
- -----------------------------------------------------
Mortgage sales and servicing $ 396 122%
Service charges on deposit accounts 28 8
Trust income 108 17
Other service charges and fees 16 12
Other income 25 29
Securities (losses) gains 6 --
------ ----
$ 579 38%
====== ====
</TABLE>
Non-interest income for the first quarter totaled $2.1 million, a
$579,000 or 38% increase from the first quarter of 1997. The recent
interest rate environment led to record mortgage loans written in the
first quarter, resulting in record revenues earned from the origination,
sales and servicing of mortgage loans. Income from trust activities
also grew dramatically based on increasing trust assets, which totaled
$465 million as of March 31, 1998.
<TABLE>
<CAPTION>
Non-Interest Expense
Quarter Ending
March 31
Increase (decrease)
(in thousands) Amount %
<S> <C> <C>
- -----------------------------------------------------
Salaries and employee benefits $ 828 39%
Premises and equipment 30 6
Other 170 18
------ ----
$1,028 29%
====== ====
</TABLE>
Non-interest expenses for the first quarter totaled $4.6 million, an
increase of $1.0 million, or 29%, from the first quarter of 1997. The
majority of the increase is attributable to personnel related expenses,
influenced by activity based commissions, merit increases and benefit
costs related to the increase in the Corporation's stock price in the
current quarter. Other expense was impacted principally by increased
activity based expenses.
The current quarter review and testing continued within the Corporation's
plan relating to the Year 2000 issue. No material impact on the future
financial condition or results of operations is anticipated from costs
associated with addressing this issue.
<PAGE> 11
Asset Quality
<TABLE>
<CAPTION>
Non-Performing Assets
(in thousands) 3/31/98 12/31/97 3/31/97
<S> <C> <C> <C>
- -----------------------------------------------------------------------------------------
Non-accrual loans $1,213 $ 893 $2,710
Renegotiated loans 209 210 406
------ ------ ------
Total non-performing loans 1,422 1,103 3,116
Other real estate 204 177 --
------ ------ ------
Total non-performing assets $1,626 $1,280 $3,116
====== ====== ======
Non-performing assets as a percent of total loans .54% .42% 1.11%
Accruing loans 90 days or more past due $ 189 $ 367 $ 8
</TABLE>
Total non-performing assets at March 31, 1998 decreased $1.5 million, or
48% from March of 1997, primarily due to the decrease in non-accrual
loans. As previously reported in the December 31, 1997 Annual Report on
Form 10-K, an increase in problem loans in 1997 was due to one long term
credit relationship. In the third quarter of 1997 this credit was
resolved with a new borrower within the reserves established in 1996.
As a result, non-performing assets are .54% of total loans at March 31,
1998 as compared to 1.11% in the prior year quarter.
Loans identified as potential problem loans totaled $2.5 million at
March 31, 1998, $1.5 million at December 31, 1997 and $2.3 million
at March 31, 1997.
<PAGE> 12
<TABLE>
<CAPTION>
Allowance for Loan Losses
Quarter Ending
March 31
(in thousands) 1998 1997
<S> <C> <C>
- -----------------------------------------------------------
Balance beginning of period $ 4,125 $ 3,525
Charge-offs 119 183
Recoveries 37 60
------- -------
Net charge-offs 82 123
Provision charged to operations 282 398
------- -------
Balance March 31 $ 4,325 $ 3,800
======= =======
- --------------------------------------------------------------------------------------
3/31/98 12/31/97 3/31/97
------- -------- -------
Net loan losses as a percent of average loans .11% .30% .18%
Allowance for loan losses as a percent of end
of period loans 1.45% 1.36% 1.35%
- ---------------------------------------------------------------------------------------
</TABLE>
For the current quarter, net charge-offs decreased $41,000 from the same
period in 1997. The allowance for loan losses increased $525,000 over
the last twelve months and was 1.45% of total loans and 266% of non-
performing assets as of March 31, 1998. The increase in the allowance
for loan losses is due to the growth in loans over the last twelve months.
Under accounting guidance regarding impaired loans, at March 31, 1998
there were $1.13 million in impaired loans with $547,000 for which
an allowance for credit losses is allocated. Impaired loans totaled
$874,000 and $2.70 million at December 31, 1997 and March 31, 1997.
<PAGE> 13
Investment Securities
The following is a summary of investment securities, held-to-maturity and
available-for-sale, at March 31, 1998.
<TABLE>
<CAPTION>
Held-to-maturity
Unrealized
(in thousands) Cost Gain Loss Fair Value
<S> <C> <C> <C> <C>
- --------------------------------------------------------------------------------
U.S. government and agency $ 9,521 $ 76 $ -- $ 9,597
Commercial paper 989 -- -- 989
State and municipal 9,101 100 2 9,199
Corporate notes 12,389 49 5 12,433
------- ----- ----- -------
Total $32,000 $ 225 $ 7 $32,218
======= ===== ===== =======
</TABLE>
<TABLE>
<CAPTION>
Available-for-sale
Unrealized
(in thousands) Cost Gain Loss Fair Value
<S> <C> <C> <C> <C>
- --------------------------------------------------------------------------------
U.S. government and agency $39,379 $ 222 $ 26 $39,575
State and municipal 502 -- 1 501
Equity 2,330 198 -- 2,528
------- ---- ----- -------
Total $42,211 $ 420 $ 27 $42,604
======= ===== ===== =======
Mortgage-backed $21,818 $ 164 $ 18 $21,964
======= ===== ===== =======
</TABLE>
There were no sales of securities during the three months ended March 31,
1998.
<PAGE> 14
Shareholders' Equity and Capital Resources
Total equity at March 31, 1998 was $37.3 million, compared to
$36.2 million and $33.0 million at December 31, 1997 and March
31, 1997. The Corporation declared $687,000, or $.35 per share,
in dividends for the first quarter of 1998 as compared to $612,000,
or $.32 per share in the first quarter of 1997.
<TABLE>
<CAPTION>
The following is a summary of risk-based capital amounts and ratios:
Risk-based capital amounts
Regulatory
Capital Standards
Well Capitalized Actual
----------------- --------------------------------
(in thousands) 3/31/98 3/31/98 12/31/97 3/31/97
<S> <C> <C> <C> <C>
- ---------------------------------------------------------------------------------
Tier 1 leverage $ 21,818 $ 36,561 $ 35,489 $ 32,746
Tier 1 risk-based 18,904 36,561 35,489 32,746
Total risk-based 31,506 40,504 39,460 36,329
Risk-weighted assets 315,059 317,559 286,410
Quarterly average assets 436,364 437,768 395,179
Risk-based ratios
Tier 1 leverage 5% 8.38% 8.11% 8.29%
Tier 1 risk-based 6% 11.60% 11.18% 11.43%
Total risk-based 10% 12.86% 12.43% 12.68%
</TABLE>
Risk-based capital ratios for the Corporation continue to be well above
the guidelines established for well-capitalized institutions, which is
the highest capital standard.
<PAGE> 15
Empire Banc Corporation
Part II - Other Information
Item 4. Submission of matters to a vote of security holders
(a) none
Item 6. Exhibits and reports on Form 8-K
(a) Exhibits - none
(b) Reports on Form 8-K - none
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.
Empire Banc Corporation
-----------------------
(Registrant)
<TABLE>
<S> <C>
Date: May 4, 1998
/s/ James E. Dutmers, Jr.
---------------------------------------
James E. Dutmers, Jr.
Chairman and Chief Executive Officer
Date: May 4, 1998
/s/ William T. Fitzgerald, Jr.
---------------------------------------
William T. Fitzgerald, Jr.
Secretary, Treasurer & Chief Financial
Officer
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 23,066
<INT-BEARING-DEPOSITS> 135
<FED-FUNDS-SOLD> 19,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 64,568
<INVESTMENTS-CARRYING> 32,000
<INVESTMENTS-MARKET> 32,218
<LOANS> 298,949
<ALLOWANCE> 4,325
<TOTAL-ASSETS> 447,595
<DEPOSITS> 384,792
<SHORT-TERM> 0
<LIABILITIES-OTHER> 8,540
<LONG-TERM> 17,000
0
0
<COMMON> 9,816
<OTHER-SE> 27,447
<TOTAL-LIABILITIES-AND-EQUITY> 447,595
<INTEREST-LOAN> 7,081
<INTEREST-INVEST> 1,485
<INTEREST-OTHER> 142
<INTEREST-TOTAL> 8,708
<INTEREST-DEPOSIT> 3,749
<INTEREST-EXPENSE> 3,979
<INTEREST-INCOME-NET> 4,729
<LOAN-LOSSES> 282
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 4,550
<INCOME-PRETAX> 1,991
<INCOME-PRE-EXTRAORDINARY> 1,991
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,337
<EPS-PRIMARY> .68
<EPS-DILUTED> .64
<YIELD-ACTUAL> 4.73
<LOANS-NON> 1,213
<LOANS-PAST> 189
<LOANS-TROUBLED> 209
<LOANS-PROBLEM> 2,545
<ALLOWANCE-OPEN> 4,125
<CHARGE-OFFS> 119
<RECOVERIES> 37
<ALLOWANCE-CLOSE> 4,325
<ALLOWANCE-DOMESTIC> 2,510
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 1,815
</TABLE>