SECURITIES AND EXCHANGE COMMISSION
Washington, D.C., 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1997
COMMISSION FILE NO: 0-17411
PARKVALE FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
PENNSYLVANIA 25-1556590
(State of incorporation) (I.R.S. Employer
Identification Number)
4220 William Penn Highway, Monroeville, Pennsylvania 15146
(Address of principal executive offices; zip code)
Registrant's telephone number, including area code: (412) 373-7200
Securities registered pursuant to Section 12(b) of the Act:
Not Applicable
Securities registered pursuant to Section 12(g) of the Act:
Common Stock ($1.00 par value)
Title of Class
Indicate by check mark whether the registrant (1) has filed all reports
required 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 closing sales price of the Registrant's Common Stock on October 27, 1997
was $29.00 per share.
Number of shares of Common Stock outstanding as of October 27, 1997 was
5,105,905.
<PAGE>
PARKVALE FINANCIAL CORPORATION
INDEX
Part I. Financial Information Page
- --------------------------------- ----
Consolidated Statements of Financial Condition as
of September 30, 1997 and June 30, 1997 3
Consolidated Statements of Operations for the
three months ended September 30, 1997 and 1996 4
Consolidated Statements of Cash Flows for the
three months ended September 30, 1997 and 1996 5-6
Consolidated Statements of Shareholders' Equity
as of September 30, 1997 6
Notes to Unaudited Interim Consolidated Financial
Statements 7-8
Management's Discussion and Analysis of Financial
Condition and Results of Operations 9-12
Part II - Other Information 13
Signatures 13
2<PAGE>
PARKVALE FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(Dollar amounts in thousands, except share data)
September 30, June 30,
ASSETS 1997 1997
---------- -------
Cash and noninterest-earning deposits $7,777 $12,104
Federal funds sold 106,163 107,832
Interest-earning deposits in other banks 184 219
Investment securities available for sale
(cost of $7,223 at September 30 and June 30) 13,756 13,546
Investment securities held to maturity (fair
value of $132,311 at September 30 and
$136,834 at June 30) 131,148 136,034
Loans, net of allowance of $14,365 at
September 30 and $14,266 at June 30 736,099 710,868
Foreclosed real estate, net of allowance of
$-0- at September 30 and June 30 16 165
Office properties and equipment, net 2,120 2,125
Intangible assets and deferred charges 502 553
Prepaid expenses and other assets 7,675 7,793
---------- --------
Total Assets $1,005,440 $991,239
========== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES
Savings deposits $895,411 $881,244
Advances from Federal Home Loan Bank
and other debt 21,867 20,196
Escrow for taxes and insurance 4,940 10,104
Other liabilities 5,612 4,512
--------- ---------
Total Liabilities 927,830 916,056
SHAREHOLDERS' EQUITY
Preferred Stock ($1.00 par value; 5,000,000
shares authorized; 0 shares issued) - -
Common Stock ($1.00 par value; 10,000,000 shares
authorized; September-5,388,084* shares issued,
June - 4,310,679 shares issued) 5,388 4,311
Additional Paid in Capital 6,904 8,034
Treasury Stock at cost (282,179* shares in
September and 319,421* shares in June) (3,304) (3,676)
Employee Stock Ownership Plan debt (387) (330)
Unrealized gains on securities available for sale 4,148 4,015
Retained earnings 64,861 62,829
---------- ----------
Total Shareholders' Equity 77,610 75,183
---------- ----------
Total Liabilities and Shareholders' Equity $1,005,440 $991,239
========== ========
* Reflect the effect of the 5-for-4 stock split on October 14, 1997.
3<PAGE>
PARKVALE FINANCIAL CORPORATION
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollar amounts in thousands, except per share data)
Three months ended
September 30,
1997 1996
Interest Income: ------- -------
Loans $14,208 $12,520
Mortgage-backed securities 1,064 1,553
Investments 1,342 1,424
Federal funds sold 1,599 1,169
------- -------
Total interest income 18,213 16,666
------- -------
Interest Expense:
Savings deposits 10,561 9,414
Borrowings 276 323
-------- -------
Total interest expense 10,837 9,737
-------- -------
Net interest income 7,376 6,929
Provision for loan losses 93 135
-------- -------
Net interest income after
provision for losses 7,283 6,794
-------- -------
Noninterest Income:
Service charges on deposit accounts 354 291
Other fees and service charges 166 149
Miscellaneous 61 79
-------- -------
Total other income 581 519
-------- -------
Noninterest Expenses:
Compensation and employee benefits 1,898 1,756
Office occupancy 539 512
Marketing 135 80
FDIC insurance 136 462
FDIC special assessment -- 5,035
Office supplies, telephone, and postage 219 201
Miscellaneous 662 519
------- -------
Total other expenses 3,589 8,565
------- -------
Income (loss) before income taxes 4,275 (1,252)
Income tax expense (benefit) 1,579 (464)
------- -------
Net income (loss) $2,696 ($788)
======= =======
Net income (loss) per share $0.51 ($0.15)
Dividends per share $0.13 $0.104
All share amounts reflect the effect of the 5-for-4 stock split on October 14,
1997.
4<PAGE>
Parkvale Financial Corporation
CONSOLIDATED STATEMENTS OF CASH FLOWS
Increase (Decrease) in Cash and Cash Equivalents
(Dollar amounts in thousands)
Three months ended
September 30,
1997 1996
------- -------
Cash flows from operating activities:
Interest received $18,333 $17,727
Loan fees received 86 36
Other fees and commissions received 550 489
Interest paid (10,840) (9,739)
Cash paid to suppliers and others (3,232) (3,600)
Income taxes paid (1,048) (1,499)
------- -------
Net cash provided by operating activities 3,849 3,414
Cash flows from investing activities:
Proceeds from maturities of investments 11,922 29,639
Purchase of investment securities held to
maturity (7,024) (4,955)
Maturity (purchase) of deposits in other banks 35 (209)
Purchase of loans (33,039) (131)
Proceeds from sales of loans 1,359 1,255
Principal collected on loans 45,170 34,069
Loans made to customers, net of loans in
process (38,660) (30,518)
Other (75) --
--------- --------
Net cash (used in) provided by investing
activities (20,312) 29,150
Cash flows from financing activities:
Net decrease in checking and savings accounts (1,033) (4,044)
Net increase in certificates of deposit 15,201 16,613
Proceeds from FHLB advances 5,000 --
Repayment of FHLB advances (5,003) (5,003)
Net increase (decrease) in other borrowings 1,674 (1,138)
Decrease in borrowers' advances for tax &
insurance (5,164) (5,224)
Cash dividends paid (527) (421)
Allocation of treasury stock to retirement plans 319 41
Acquisition of treasury stock -- (320)
-------- --------
Net cash provided by financing activities 10,467 504
Net (decrease) increase in cash and cash
equivalents (5,996) 33,068
Cash and equivalents at beginning of period 119,936 77,462
-------- --------
Cash and equivalents at end of period $113,940 $110,530
======== ========
Reconciliation of net income to net cash provided Three months ended
by operating activities: September 30,
1997 1996
======= =======
Net income (loss) $2,696 ($788)
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 131 119
Accretion and amortization of loan fees and
discounts (101) 8
Loan fees collected and deferred 86 36
Provision for loan losses 93 135
Decrease in accrued interest receivable 112 967
Increase in other assets (62) (58)
Decrease in accrued interest payable (3) (2)
Increase in other liabilities 897 2,997
------- -------
Total adjustments 1,153 4,202
------- -------
Net cash provided by operating activities $3,849 $3,414
======= =======
For purposes of reporting cash flows, cash and cash equivalents include cash
and noninterest-earning deposits, and federal funds sold. Generally, federal
funds are purchased and sold for one-day periods. Loans transferred to
foreclosed assets aggregated $-0- for the three months ended September 30,
1997 and $3,000 in the three months ended September 30, 1996.
<TABLE>
PARKVALE FINANCIAL CORPORATION
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
(Dollars in thousands, except share data)
<CAPTION>
Employee
Stock Unrealized Total
Common Paid-in Treasury Ownership Security Retained Shareholders'
Stock Capital Stock Plan Debt Gains Earnings Equity
<S> <C> <C> <C> <C> <C> <C> <C>
Balance, June 30, 1997 $4,311 $8,034 ($3,676) ($330) $4,015 $62,829 $75,183
Net income, three months
ended September 30, 1997 2,696 2,696
Dividends on common stock at
$.13 per share (664) (664)
Principal payments on employee
stock ownership plan debt 20 20
Additional borrowings on employee
stock ownership plan debt (77) (77)
Transfer to reflect 5-for-4 split 1,077 (1,077) 0
Unrealized security gains 133 133
Exercise of stock options (53) 372 319
Balance, September 30, 1997 $5,388 $6,904 ($3,304) ($387) $4,148 $64,861 $77,610
</TABLE>
NOTES TO UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
1. Statements of Operations
- ----------------------------
The statements of operations for the three months ended September 30, 1997 and
1996 are unaudited, but in the opinion of management, reflect all adjustments
6 <PAGE>
(consisting of only normal recurring accruals) necessary for a fair
presentation of the results of operations for those periods. The results of
operations for the three months ended September 30, 1997 are not necessarily
indicative of the results which may be expected for fiscal 1998. The Annual
Report on Form 10-K for the year ended June 30, 1997 contains additional
information and should be read in conjunction with this report.
2. Stock Split
- ---------------
On September 16, 1997, the Board of Directors declared a 5-for-4 stock split
of Parkvale's common stock. The additional shares were paid on October 14,
1997 to stockholders of record at the close of business on September 30, 1997.
This increased the outstanding shares by 1,077,405. No fractional shares were
issued. All share amounts in this report have been restated to reflect this
stock split.
3. Earnings Per Share
- ----------------------
Primary earnings per share are based upon the weighted average number of
issued and outstanding common shares including shares subject to stock
options, which are deemed common stock equivalents. Earnings per share for
the three months ended September 30, 1997 was $0.51, based upon 5,266,238
average shares outstanding, assuming all 257,517 option shares outstanding
were exercised. For the three months ended September 30, 1996, the restated
loss per share was ($0.15) based upon 5,258,234 average shares outstanding,
assuming all 354,991 option shares then outstanding were exercised.
4. Loans:
- ----------
Loans are summarized as follows: September 30, June 30,
(Dollar amounts in thousands) 1997 1997
----------- --------
First mortgage loans:
Residential:
1-4 Family $605,385 $586,735
Multifamily 15,191 16,825
Commercial 20,543 17,724
Other 8,905 9,329
--------- --------
650,024 630,613
Consumer loans 94,939 90,305
Commercial business loans 7,995 8,332
Loans on savings accounts 3,124 3,076
-------- --------
Less: 756,082 732,326
Loans in process 4,904 6,393
Allowance for loan losses 14,365 14,266
Unamortized discount and deferred loan fees 714 799
-------- --------
Loans, net $736,099 $710,868
======== ========
The following summary sets forth the activity in the allowance for loan losses
for the three months ended September 30:
1997 1996
------- -------
Beginning balance $14,266 $13,990
Provision for losses - mortgage loans -- 26
Provision for losses - consumer loans 93 109
Loans recovered 21 60
Loans charged off (15) (27)
------- -------
Ending balance $14,365 $14,158
======= =======
Nonaccrual loans $2,607 $2,208
as a percent of total assets 0.26% 0.24%
Loans are placed on nonaccrual status when in the judgement of management, the
probability of collection of interest is deemed to be insufficient to warrant
further accrual. All loans which are 90 or more days delinquent are treated
as nonaccrual loans. The amount of interest income of nonaccrual loans that
had not been recognized in interest income was $287 at September 30, 1997 and
$285 at June 30, 1997.
Nonaccrual, substandard and doubtful commercial and other real estate loans
are considered impaired. At September 30, 1997, the Bank had $545 of impaired
loans and recorded $82 of reserves related to these loans. Additionally, the
loans have been included in management's assessment of the adequacy of general
valuation allowances. The average recorded investment in impaired loans
during the September 1997 quarter was $655.
PARKVALE FINANCIAL CORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
(Dollar amounts in thousands, except per share data)
Balance Sheet Data: September 30,
1997 1996
--------- --------
Total assets $1,005,440 $924,365
Loans, net 736,099 620,710
Interest-earning deposits and federal
funds sold 106,347 103,512
Total investments 144,904 180,772
Savings deposits 895,411 819,657
FHLB advances and other debt 21,867 20,770
Shareholders' equity 77,610 68,560
Book value per share $15.20 $13.57
Statistical Profile: Three Months Ended
September 30, (1)
1997 1996
------- -------
Average yield earned on all
interest-earning assets 7.51% 7.41%
Average rate paid on all
interest-bearing liabilities 4.78% 4.66%
Average interest rate spread 2.73% 2.75%
Net yield on average
interest-earning assets 3.04% 3.08%
Other expenses to average assets 1.44% 3.71%
Other expenses to average assets without
special assessment 1.44% 1.53%
Taxes to pre-tax income 36.94% 37.06%
Return on average assets 1.08% -0.34%
Return on average assets without
special assessment 1.08% 1.03%
Return on average equity 14.80% -4.66%
Return on average equity without
special assessment 14.80% 13.89%
Average equity to average total assets 7.29% 7.33%
At September 30,
1997 1996
------- -------
One year gap to total assets -3.32% 0.39%
Intangibles to total equity 0.65% 0.35%
Capital to assets ratio 7.72% 7.42%
Ratio of nonperforming assets to total assets 0.26% 0.26%
Number of full-service offices 29 28
(1)The applicable income and expense figures have been annualized in
calculating the percentages.
Results of Operations - Comparison of Three Months Ended September 30, 1997
and 1996
For the three months ended September 30, 1997, Parkvale reported net income of
$2.7 million or $0.51 per share up 13.2% from adjusted net income of $2.4
million or $0.45 per share for the quarter ended September 30, 1996. The
prior year quarter was adjusted for a one-time Savings Association Insurance
Fund (SAIF) assessment of $5.0 million ($3.2 million net of tax), which
resulted in a net loss of $788,000 or $0.15 per share for the quarter ended
September 30, 1996. The $315,000 increase in net income excluding the
assessment primarily reflects increased net interest income of $447,000. Net
interest income for the quarter ended September 30, 1997 increased to $7.4
million from $6.9 million for the quarter ended September 30, 1996.
Interest Income:
Parkvale had interest income of $18.2 million during the three months ended
September 30, 1997 versus $16.7 million during the comparable period in 1996.
The $1.5 million increase is the result of a $69.9 million or 7.8% increase in
the average balance of interest-earning assets, coupled with a 10 basis point
increase in the average yield from 7.41% in 1996 to 7.51% in 1997. Interest
income from loans increased $1.7 million or 13.5% resulting from an increase
in the average outstanding loan balances of $89.2 million or 14.3%, offset by
a 6 basis point decrease in the average yield from 8.04% in 1996 to 7.98% in
1997. Interest income on mortgage-backed securities decreased $489,000 from
the 1996 quarter due to a decrease of $31.6 million or 33.7% in the average
balance, offset by a 22 basis point increase in the average yield from 6.62%
in 1996 to 6.84% in 1997. Investment interest income decreased by $82,000 or
5.8% from the 1996 quarter due to a decrease of $15.0 million or 15.6% in the
average balance, offset by a 69 basis point increase in the average yield from
5.93% in 1996 to 6.62% in 1997. Interest income earned on federal funds sold
increased $430,000 or 36.8% from the 1996 quarter due to an increase in the
average balance of $27.2 million or 31.22%, combined with a 23 basis point
increase in the average yield from 5.37% to 5.60%. At September 30, 1997, the
weighted average yield on all interest earning assets was 7.46% compared to
7.45% at September 30, 1996.
9<PAGE>
Interest Expense:
Interest expense increased $1.1 million or 11.3% from the 1996 to the 1997
quarter. The increase was due to a 12 basis point increase in the average rate
paid on deposits and borrowings from 4.66% in 1996 to 4.78% in 1997, combined
with an increase in the average deposits and borrowings of $69.7 million. At
September 30, 1997, the average rate payable on liabilities was 4.74% for
deposits, 5.81% for borrowings and 4.76% for combined deposits and borrowings.
Provision for Loan Losses:
Parkvale's provision for loan losses decreased by $42,000 or 31.1% from the
1996 to the 1997 quarter. Total reserves were 1.91% and 1.97% of gross loans
at September 30, 1997 and June 30, 1997, respectively.
Nonperforming loans and real estate owned were $2.6 million, $2.7 million and
$2.4 million at September 30, 1997, June 30, 1997 and September 30, 1996,
representing 0.26%, 0.27% and 0.26% of total assets at the respective balance
sheet dates. Total loan loss reserves at September 30, 1997 were $14.4
million, which represents 1.91% of the gross loan portfolio.
Other Income:
Total other income increased by $62,000 in 1997 primarily from modest
increases in the number of deposit accounts and the service fees thereon.
Other Expense:
Total other expense decreased by $5.0 million from 1996 as a direct result of
the one-time SAIF assessment previously mentioned. Without this nonrecurring
charge, other expenses would have increased only slightly by $59,000 or 1.67%
from 1996. Annualized noninterest expenses as a percentage of average assets
were 1.44% for the quarter ended September 30, 1997 as compared to 1.53%
without the special assessment for the quarter ended September 30, 1996.
Liquidity and Capital Resources:
Federal funds sold increased $1.7 million or 1.6% from June 30, 1997 to
September 30, 1997 resulting primarily from funds available as a result of an
increase in deposit balances of $14.2 million. Investment securities held to
maturity decreased $4.9 million from June 30, 1997 to September 30, 1997.
Escrow for taxes and insurance decreased by $5.2 million or 51.1% as a result
of the remittance of property taxes to the various taxing districts during the
quarter.
Shareholders' equity was $77.6 million or 7.72% of total assets at September
30, 1997. The Bank is required to maintain Tier I (Core) capital equal to at
least 4% of the institution's adjusted total assets, and Tier II
(Supplementary) risk-based capital equal to at least 8% of the risk-weighted
assets. At September 30, 1997, Parkvale was in compliance with all applicable
regulatory requirements, with Tier I and Tier II ratios of 7.09% and 14.52%,
respectively.
10<PAGE>
Tier I Tier I TierII
Core Risk-Base Risk-Based
Capital Capital Capital
------- -------- ------
Equity Capital (1) $76,164 $76,164 $76,164
Less non-allowable intangible assets (502) (502) (502)
Less unrealized securities gains (3,804) (3,804) (3,804)
Plus general valuation allowances (2) -- -- 6,866
Total regulatory capital 71,858 71,858 78,724
Minimum required capital 40,567 21,971 43,377
------- -------- --------
Excess regulatory capital $31,291 $49,887 $35,347
Adjusted total assets $1,014,166 $549,267 $542,214
Regulatory capital as a percentage 7.09% 13.08% 14.52%
Minimum capital required as a
percentage 4.00% 4.00% 8.00%
----- ----- -----
Excess regulatory capital as a % 3.09% 9.08% 6.52%
====== ====== =====
Well capitalized requirement 5.00% 6.00% 10.00%
===== ===== =====
(1) Represents equity capital of the consolidated Bank as reported to the
Pennsylvania Department of Banking and FDIC on Form 032 for the quarter ended
September 30, 1997.
(2) Limited to 1.25% of risk adjusted total assets.
Management is not aware of any trends, events, uncertainties or current
recommendations by any regulatory authority that will have (if implemented),
or that are reasonably likely to have, material effects on Parkvale's
liquidity, capital resources or operations.
Impact of Inflation and Changing Prices:
The financial statements and related data presented herein have been prepared
in accordance with generally accepted accounting principles, which require the
measurement of financial position and operating results in terms of historical
dollars without considering changes in the relative purchasing power of money
over time due to inflation. Unlike most industrial companies, substantially
11<PAGE>
all of the assets and liabilities of a financial institution are monetary in
nature. As a result, interest rates have a more significant impact on a
financial institution's performance than the effects of general levels of
inflation. Interest rates do not necessarily move in the same direction or in
the same magnitude as the prices of goods and services as measured by the
consumer price index.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings None
Item 2. Changes in Securities
Refer to above Part I, "Notes to Unaudited Interim Consolidated Financial
Statements," under Note 2, "Stock Split."
Item 3. Defaults Upon Senior Securities N/A
Item 4. Submission of Matters to a Vote
of Security Holders None
(a)The 1997 Annual Meeting of Shareholders of Parkvale Financial Corporation
was held on October 23, 1997. Of 4,084,935 shares eligible to vote, 94.8% or
3,874,337 were voted by proxy.
(b)The shareholders voted to approve the re-election of the two nominees for
directors, as described in the Proxy Statement for the Annual Meeting. The
results for the re-election of Robert D. Pfischner as a director were
3,751,678 shares in favor and 99,956 withheld. The results for the re-
election of Paul A. Mooney as director were 3,749,993 shares in favor and
101,641 shares withheld.
(c)The recommendation by the Board of Directors to ratify the appointment of
Ernst & Young LLP as the Corporation's independent auditors, as described in
the Proxy Statement for the Annual Meeting, was approved with 3,837,553 shares
in favor, 7,479 against and 6,602 abstaining.
Item 5. Other Information 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.
Parkvale Financial Corporation
DATE: October 29, 1997 By: Robert J. McCarthy, Jr.
------------------- --------------------------
Robert J. McCarthy, Jr.
President and
Chief Executive Officer
DATE: October 29, 1997 By: Timothy G. Rubritz
----------------- --------------------------
Timothy G. Rubritz
Vice President, Treasurer and
Chief Financial Officer
13 <PAGE>
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FIRST QUARTER 10-Q AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
10-Q.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1997
<PERIOD-END> SEP-30-1997
<CASH> 7,777
<INT-BEARING-DEPOSITS> 184
<FED-FUNDS-SOLD> 106,163
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 13,756
<INVESTMENTS-CARRYING> 131,148
<INVESTMENTS-MARKET> 132,311
<LOANS> 750,464
<ALLOWANCE> 14,365
<TOTAL-ASSETS> 1,005,440
<DEPOSITS> 895,411
<SHORT-TERM> 6,187
<LIABILITIES-OTHER> 10,552
<LONG-TERM> 15,680
0
0
<COMMON> 5,388
<OTHER-SE> 72,222
<TOTAL-LIABILITIES-AND-EQUITY> 1,005,440
<INTEREST-LOAN> 14,208
<INTEREST-INVEST> 4,005
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 18,213
<INTEREST-DEPOSIT> 10,561
<INTEREST-EXPENSE> 10,837
<INTEREST-INCOME-NET> 7,376
<LOAN-LOSSES> 93
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 3,589
<INCOME-PRETAX> 4,275
<INCOME-PRE-EXTRAORDINARY> 4,275
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,696
<EPS-PRIMARY> .51
<EPS-DILUTED> .51
<YIELD-ACTUAL> 3.04
<LOANS-NON> 2,607
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 14,266
<CHARGE-OFFS> 15
<RECOVERIES> 21
<ALLOWANCE-CLOSE> 14,365
<ALLOWANCE-DOMESTIC> 14,365
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 13,908
</TABLE>
