<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1999
Commission File No. 0-27448
GOLDEN ISLES FINANCIAL HOLDINGS, INC.
(Exact name of small business issuer as specified in its charter)
Georgia 58-1756713
(State of Incorporation) (I.R.S. Employer Identification No.)
3811 Frederica Road, St. Simons Island, Georgia 31522
(Address of Principal Executive Offices)
(912) 638-0667
(Issuer's Telephone Number, Including Area Code)
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last
Report)
Check whether the issuer (1) 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 that the issuer was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days.
Yes X No
APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding
of each of the issuer's classes of common equity as of the latest practicable
date.
Common Stock, no par value per share: 2,489,153 shares issued and outstanding as
of August 11, 1999.
Transitional Small Business Disclosure Format:
Yes No X
PART I - FINANCIAL INFORMATION
Item I. Financial Statements
<PAGE>
<TABLE>
<CAPTION>
GOLDEN ISLES FINANCIAL HOLDINGS, INC.
CONSOLIDATED BALANCE SHEETS
===============================================================================================================================
June 30, December 31,
1999 1998
(Unaudited) (Audited)
----------------------- -----------------------
<S> <C> <C>
Assets
- ------
Cash and due from banks $ 2,962,358 $ 3,131,141
Federal funds sold 8,000,000 2,550,000
Securities available for sale, at fair value 22,905,032 22,490,648
Loans 89,448,555 90,774,151
Less allowance for loan losses 1,685,486 1,825,319
----------------------- -----------------------
Loans, net 87,763,069 88,948,832
Premises and equipment, net 2,876,401 3,015,992
Other assets 2,010,982 2,096,009
----------------------- -----------------------
Total assets $ 126,517,842 $ 122,232,622
======================= =======================
Liabilities and Stockholders' Equity
- ------------------------------------
Deposits
Noninterest-bearing deposits $ 10,271,392 $ 9,743,289
Interest-bearing deposits 95,852,668 91,528,632
----------------------- -----------------------
Total deposits 106,124,060 101,271,921
Federal Home Loan Bank borrowings 6,194,664 6,500,500
Other liabilities 525,331 997,325
----------------------- -----------------------
Total liabilities 112,844,055 108,769,746
----------------------- -----------------------
Stockholders' equity
Common stock, no par value; 50,000,000
shares authorized; 2,489,153 and 2,474,377
shares issued and outstanding 1,094,338 1,094,338
Capital surplus 11,600,515 11,482,666
Retained earnings 1,043,118 724,462
Accumulated other comprehensive income (loss) (64,184) 161,410
----------------------- -----------------------
Total stockholders' equity 13,673,787 13,462,876
----------------------- -----------------------
Total liabilities and stockholders' equity $ 126,517,842 $ 122,232,622
======================= =======================
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE>
GOLDEN ISLES FINANCIAL HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF INCOME
THREE MONTHS ENDED JUNE 30, 1999 AND 1998
(Unaudited)
<TABLE>
<CAPTION>
==============================================================================================================================
1999 1998
----------------------- ----------------------
<S> <C> <C>
Interest income $ 2,445,623 $ 2,461,411
Interest expense 1,297,897 1,302,308
----------------------- ----------------------
Net interest income 1,147,726 1,159,103
Provision for loan losses 70,000 84,000
----------------------- ----------------------
Net interest income after provision for loan losses 1,077,726 1,075,103
----------------------- ----------------------
Other income 166,939 199,184
----------------------- ----------------------
Other expense
Salaries and employee benefits 498,681 440,850
Depreciation and amortization 73,036 68,900
Regulatory fees and assessments 7,705 7,647
Supplies and printing 25,138 23,500
Legal and professional 53,191 45,945
Advertising 22,846 18,357
Other operating expenses 232,289 210,299
----------------------- ----------------------
Total other expense 912,886 815,498
----------------------- ----------------------
Income from continuing operations
before income tax 331,779 458,789
Applicable income tax 108,632 207,997
----------------------- ----------------------
Income from continuing operations 223,147 250,792
Discontinued operations
Loss from operations, less applicable
income tax benefit of $14,734 - (28,601)
----------------------- ----------------------
Net income $ 223,147 $ 222,191
======================= ======================
Income per share - basic $ 0.09 $ 0.09
======================= ======================
Income per share - diluted $ 0.09 $ 0.09
======================= ======================
Average shares outstanding 2,477,434 2,363,976
======================= ======================
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE>
GOLDEN ISLES FINANCIAL HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
THREE MONTHS ENDED JUNE 30, 1999 AND 1998
(Unaudited)
<TABLE>
<CAPTION>
==================================================================================================
1999 1998
---------------- ---------------
<S> <C> <C>
Net income $ 223,147 $ 222,191
Other comprehensive income, net of tax
Net unrealized holding losses arising during period,
net of tax benefit of $67,537 and $25,462 (131,102) (49,426)
---------------- ---------------
Comprehensive income $ 92,045 $ 172,765
================ ===============
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE>
GOLDEN ISLES FINANCIAL HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF INCOME
SIX MONTHS ENDED JUNE 30, 1999 AND 1998
(Unaudited)
<TABLE>
<CAPTION>
===============================================================================================================
1999 1998
--------------- ---------------
<S> <C> <C>
Interest income $ 4,909,049 $ 4,827,907
Interest expense 2,573,771 2,556,663
--------------- ---------------
Net interest income 2,335,278 2,271,244
Provision for loan losses 140,000 125,357
--------------- ---------------
Net interest income after provision for loan losses 2,195,278 2,145,887
--------------- ---------------
Other income 339,765 346,518
--------------- ---------------
Other expense
Salaries and employee benefits 986,739 891,142
Depreciation and amortization 146,149 133,767
Regulatory fees and assessments 15,762 15,282
Supplies and printing 48,871 50,045
Legal and professional 94,755 89,967
Advertising 41,047 38,793
Other operating expenses 415,538 408,433
--------------- ---------------
Total other expense 1,748,861 1,627,429
--------------- ---------------
Income from continuing operations
before income tax 786,182 864,976
Applicable income tax 268,845 335,062
--------------- ---------------
Income from continuing operations 517,337 529,914
Discontinued operations
Loss from operations, less applicable
income tax benefit of $7,616 - (14,783)
--------------- ---------------
Net income $ 517,337 $ 515,131
=============== ===============
Income per share - basic $ 0.21 $ 0.22
=============== ===============
Income per share - diluted $ 0.21 $ 0.22
=============== ===============
Average shares outstanding 2,487,553 2,338,949
=============== ===============
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE>
GOLDEN ISLES FINANCIAL HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
SIX MONTHS ENDED JUNE 30, 1999 AND 1998
(Unaudited)
<TABLE>
<CAPTION>
====================================================================================================
1999 1998
---------------- ---------------
<S> <C> <C>
Net income $ 517,337 $ 515,131
Other comprehensive income, net of tax
Net unrealized holding losses arising during period,
net of tax benefit of $116,215 and $1,438 (225,594) (2,792)
---------------- ---------------
Comprehensive income $ 291,743 $ 512,339
================ ===============
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE>
GOLDEN ISLES FINANCIAL HOLDINGS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED JUNE 30, 1999 AND 1998
(Unaudited)
<TABLE>
<CAPTION>
================================================================================================================
1999 1998
---------------- ---------------
<S> <C> <C>
OPERATING ACTIVITIES
Net income $ 517,337 $ 515,131
Add back loss from discontinued operations - 14,783
---------------- ---------------
Income from continuing operations 517,337 529,914
Adjustments to reconcile income from continuing operations
to net cash provided by continuing operations:
Depreciation and amortization 146,149 133,767
Provision for loan losses 140,000 125,357
Net change in other prepaids and accruals (273,375) (300,030)
---------------- ---------------
Net cash provided by continuing operations 530,111 489,008
Net cash used in discontinued operations - (4,627)
---------------- ---------------
Net cash provided by operating activities 530,111 484,381
---------------- ---------------
INVESTING ACTIVITIES
Increase in Federal funds sold (5,450,000) (4,320,000)
Available for sale securities:
Proceeds from maturities and paydowns 8,750,252 5,089,393
Purchases (9,506,445) (7,470,306)
Decrease in loans held for sale - 307,457
(Increase) decrease in loans, net 1,045,763 (2,707,188)
Purchase of premises and equipment (3,935) (174,966)
---------------- ---------------
Net cash used in investing activities (5,164,365) (9,275,610)
---------------- ---------------
FINANCING ACTIVITIES
Net increase in deposits 4,852,139 5,795,795
Net increase (decrease) in notes payable and
other borrowings (305,836) 2,464,707
Dividends paid to stockholders (198,677) -
Proceeds from exercise of stock warrants - 1,424,715
Proceeds from exercise of stock options 99,263 -
Vesting of restricted stock, net 18,582 16,232
---------------- ---------------
Net cash provided by financing activities 4,465,471 9,701,449
---------------- ---------------
Net increase (decrease) in cash and due from banks (168,783) 910,220
Cash and due from banks at beginning of period 3,131,141 3,224,761
---------------- ---------------
Cash and due from banks at end of period $ 2,962,358 $ 4,134,981
================ ===============
</TABLE>
See Notes to Consolidated Financial Statements.
<PAGE>
GOLDEN ISLES FINANCIAL HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accounting and reporting policies of Golden Isles Financial
Holdings, Inc. ("the Company") conform to generally accepted
accounting principles and to general practices within the banking
industry. The interim consolidated financial statements included
herein are unaudited, but reflect all adjustments which, in the
opinion of management, are necessary for a fair presentation of the
consolidated financial position and results of operations for the
interim periods presented. All adjustments reflected in the interim
financial statements are of a normal, recurring nature. Such financial
statements should be read in conjunction with the financial statements
and notes thereto and the report of the independent auditors included
in the Company's Form 10-KSB Annual Report for the year ended December
31, 1998. The results of operations for the six months ended June 30,
1999 are not necessarily indicative of the results to be expected for
the full year.
NOTE 2. DISCONTINUED OPERATIONS
During 1998, the Company discontinued the operations of its consumer
finance subsidiary and disposed of its assets. The gain on disposal of
the assets and the operations of the discontinued business segment
have been accounted for as discontinued operations. The prior period's
consolidated financial statements have been restated to reflect the
discontinuation of the consumer finance segment.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
LIQUIDITY AND CAPITAL RESOURCES
Liquidity is the Company's ability to meet all deposit withdrawals
immediately, while also providing for the credit needs of customers. The June
30, 1999 consolidated financial statements evidence a fair liquidity position as
total cash and Federal funds sold amounted to $11.0 million, representing 8.7%
of total assets. Investment securities amounted to $22.9 million, representing
18.1% of total assets. These securities provide a secondary source of liquidity
since they can be converted into cash in a timely manner. The Company's ability
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<PAGE>
to maintain and expand its deposit base and borrowing capabilities would provide
an additional source of liquidity. For the six-month period ended June 30, 1999,
total deposits increased 4.8% from $101.3 million to $106.1 million. Management
is also in the process of evaluating additional funding sources for the fourth
quarter of 1999 in the event extra liquidity is needed due to Year 2000
concerns. Management closely monitors and maintains appropriate levels of
interest-earning assets and interest-bearing liabilities, so that maturities of
assets are such that adequate funds are provided to meet customer withdrawals
and loan demand. There are no trends, demands, commitments, events or
uncertainties that will result in or are reasonably likely to affect the
Company's liquidity position in any material way.
The Company is subject to various regulatory capital requirements
administered by the federal and state banking agencies. Failure to meet minimum
capital requirements can initiate certain mandatory, and possibly additional
discretionary, actions by regulators that, if undertaken, could have a direct
material effect on the financial statements. Under capital adequacy guidelines
and the regulatory framework for prompt corrective action, the Company must meet
specific capital guidelines that involve quantitative measures of the assets,
liabilities, and certain off-balance sheet items as calculated under regulatory
accounting practices. The Company's capital amounts and classification are also
subject to qualitative judgments by the regulators about components, risk
weightings and other factors.
Quantitative measures established by regulation to ensure capital
adequacy require the Company to maintain minimum amounts and ratios of total and
Tier 1 capital to risk-weighted assets and of Tier 1 capital to average assets.
Management believes, as of June 30, 1999, the Company meets all capital adequacy
requirements to which it is subject.
RESULTS FROM CONTINUING OPERATIONS
The Company's results of operations are determined by its ability to
effectively manage interest income and expense, to minimize loan and investment
losses, to generate noninterest income and to control noninterest expense. Since
interest rates are determined by market forces and economic conditions beyond
the control of the Company, the ability to generate net interest income is
dependent upon its ability to obtain an adequate spread between the rate earned
on interest-earning assets and the rate paid on interest-bearing liabilities.
The primary component of consolidated earnings is net interest income,
or the difference between interest income on interest-earning assets and
interest paid on interest-bearing liabilities. The net interest margin is net
interest income expressed as a percentage of average interest-earning assets.
Interest-earning assets consist of loans, investment securities and Federal
funds sold. Interest-bearing liabilities consist of deposits and other
borrowings.
-3-
<PAGE>
Net interest income increased $64,000 from $2,271,000 during the six
months ended June 30, 1998 to $2,335,000 during the six months ended June 30,
1999. Average loans outstanding increased from $81.4 million during the six
months ended June 30, 1998 to $87.7 million during the six months ended June 30,
1999. However, the increase in loan volume was offset by a decrease in average
loan yield of 79 basis points from 10.22% for the six months ended June 30, 1998
to 9.43% for the six months ended June 30, 1999. Net fees on loans decreased
from $210,000 for the six months ended June 30, 1998 to $134,000 for the same
period in 1999. Additionally, competitive pressure during 1999 forced the
Company to lower loan rates to compete in the local market. Excluding loan fee
income, the yield on loans would have been 9.12% and 9.72% during the six months
ended June 30, 1999 and 1998, respectively.
The net interest margin was 4.06% and 4.39% during the six months ended
June 30, 1999 and 1998, respectively, a decrease of 33 basis points. The
decrease is due primarily to a decrease in the yield on loans discussed
previously. The yield on average earning assets was 8.54% and 9.33% during the
six months ended June 30, 1999 and 1998, respectively. Cost of funds also
decreased to 5.30% for the six months ended June 30,1999 as compared to 5.68%
for the six months ended June 30, 1998.
The provision for loan losses was $140,000 for the first six months of
1999 as compared to $125,000 for the same period of 1998. The allowance for loan
losses as a percentage of total loans outstanding amounted to 1.9% at June 30,
1999 as compared to 1.6% at June 30, 1998. The determination of the amounts
allocated for loan losses is based upon management's judgment concerning factors
affecting loan quality and assumptions about the local and national economy.
Management considers the allowance for loan losses at June 30, 1999 adequate to
cover potential losses in the loan portfolio.
Noninterest income for the six months ended June 30, 1999 and 1998
amounted to $340,000 and $347,000, respectively. There was a decrease of $89,000
in service charges and overdraft charges from $282,000 for the first six months
of 1998 to $193,000 for the same period in 1999. Service charges decreased due
to a reduction in the monthly fee schedule on business accounts to compete with
local competition. Overdrafts charges decreased due to management's tightening
of credit review standards for deposit accounts. In an effort to increase
noninterest income, the Company started a mortgage loan department in its
subsidiary bank in 1999. Gross fees from the mortgage operations were $76,000
for the first six months of 1999. The Company had not established its mortgage
operations by June 30, 1998.
Noninterest expense for the six months ended June 30, 1999 and 1998
amounted to $1,749,000 and $1,627,000, respectively. Salaries and commissions
for the mortgage loan department totaled $57,000 for the first six months of
1999. As a percent of total average assets, noninterest expense amounted to 2.9%
in 1999 and 3.0% in 1998.
-4-
<PAGE>
For the six months ended June 30, 1999, the Company realized net income
from continuing operations of $517,000, as compared to $530,000 for the six
months ended June 30, 1998. After recording a net loss from discontinued
operations of $15,000, the Company realized net income of $515,000 for the six
months ended June 30, 1998.
RESULTS FROM DISCONTINUED OPERATIONS
Following is a condensed summary of the results from discontinued
operations for the six months ended June 30, 1998. There were no results from
discontinued operations during the six months ended June 30, 1999.
Interest income $ 987,000
Interest expense 389,000
---------------
Net interest income 598,000
Provision for loan losses 155,000
Other income 177,000
Other expense 643,000
---------------
Loss from discontinued operations
before tax benefit (23,000)
Applicable income tax benefit 8,000
==============
Net loss from discontinued operations $ (15,000)
==============
YEAR 2000 READINESS
The Company has developed and implemented a strategic plan to address
Year 2000 issues. The Year 2000 issue involves the risk that various problems
may result from the improper processing of dates and date-sensitive calculations
by computers and other equipment as the Year 2000 approaches.
The Company has developed a Year 2000 plan in accordance with Federal
Financial Institutions Examination Council (FFIEC) guidelines to address the
problem. The Company conducts ongoing employee education on the issue and has
identified all information technology (computers, software, etc.) and
non-information technology (alarms, vaults, etc.) that may be affected by the
year 2000 date change. Since the Company does not develop its
-5-
<PAGE>
own software, it has contacted the various third party software vendors it uses
to obtain written documentation from them confirming Year 2000 compliance. All
mission critical software has been inventoried and tested and remediation has
been completed. The Company has tested its equipment for compliance and items
found not in compliance have been remediated to be compliant. Hardware, software
and systems will be retested if any changes are made to those systems after
initial testing is complete.
The Company's core data processing is done on an in-house IBM AS 400
with Jack Henry Associates software. The hardware and software have been tested
and are Year 2000 compliant.
The Company has developed a communication and assessment plan for its
customers. The Company has communicated the Year 2000 issue to both borrower and
depositor clients by various methods. The Company has contacted its key loan
clients to determine their status and plans with respect to the Year 2000 issue
and to determine the Company's exposure to any such customer's failure to
remediate its own Year 2000 problems. This initial customer review is complete
and follow-up reviews of key clients will be conducted regularly.
To date, the Company has spent $288,000 on the Year 2000 project for
hardware and software upgrades, customer communications, testing and other items
required to complete the plan. Year 2000 project costs during the six months
ended June 30, 1999 were not material.
The Company believes that its mission critical systems are compliant
and that its customers are aware of and are addressing their own Year 2000
issues. However, in the Company's most reasonably likely worst case scenario,
some portion of a mission critical system may not function properly or some
borrowers may be unable to meet their loan commitments due to problems with
their systems. In the event that a mission critical system temporarily fails to
perform properly, the Company will invoke its contingency plan to correct the
problem. The Company will incur extra costs for salaries and for independent
expert assistance. These costs are not expected to be material. Some of the
Company's loan customers may experience financial difficulties if their mission
critical systems are not compliant and do not perform properly. There can be no
guarantee that customers will resolve their Year 2000 issues on a timely basis.
Significant business interruptions or failures by key clients resulting from
Year 2000 problems could have a material adverse effect on the Company.
The Company has developed contingency plans to mitigate the potential
effects of a disruption in normal operations resulting from Year 2000 problems.
The plan addresses, among other factors, the Company's potential increased
liquidity and currency requirements at the critical dates, security issues, and
business resumption planning. The Company has in place written procedures to
manually perform or outsource every mission critical task
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<PAGE>
relating to loan and deposit processing in the event some part of a system does
not function properly. The Company is developing forecasts of liquidity needs
and will inventory extra currency to meet any higher than normal demand during
the critical periods. Security will be augmented during these periods. Personnel
staffing will be carefully scheduled during the affected periods. These
contingency plans are frequently reviewed and updated as needed. Phase III of
the FDIC Year 2000 examination has begun and the Company has submitted its Year
2000 contingency plan for approval by the FDIC.
-7-
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings. As of June 30, 1999, there are no material pending
legal proceedings to which the Company or any of its subsidiaries is a party or
of which any of their property is the subject.
Item 2. Changes in Securities.
(a) None.
(b) None.
Item 3. Defaults Upon Senior Securities. None.
Item 4. Submission of Matters to a Vote of Security Holders. None.
(a) The annual meeting of shareholders of Golden Isles Financial
Holdings, Inc. was held on Wednesday, June 16, 1999 at 10:00
a.m. at the Comfort Inn, 5308 New Jesup Highway, Brunswick,
Georgia 31525 for the purpose of electing directors.
(b) Proxies were solicited pursuant to Regulation 14A under the
Exchange Act.
(c) The sole item voted on at the meeting was the election of
directors.
All directors nominated were elected by the following votes:
FOR AGAINST ABSTAIN
C. Ray Acosta 1,714,920 7,799 0
James M. Fiveash 1,714,920 7,799 0
L. McRee Harden 1,714,920 7,799 0
Michael D. Hodges 1,714,920 7,799 0
Russell C. Jacobs, Jr. 1,714,920 7,799 0
Claude Kermit Keenum 1,711,161 11,558 0
Jimmy D. Veal 1,714,920 7,799 0
Charles K. Werk 1,712,670 10,049 0
J. Thomas Whelchel 1,714,920 7,799 0
Item 5. Other Information. None
-8-
<PAGE>
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
Exhibit No: Description
27 Financial Data Schedule
(b) Reports on Form 8-K - There were no reports on Form 8-K
filed during the quarter ended June 30, 1999.
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.
GOLDEN ISLES FINANCIAL HOLDINGS, INC.
(Registrant)
Date: August 13, 1999
By: /s/ Sharon D. Hundley
Sharon D. Hundley
Chief Financial Officer
-9-
<PAGE>
INDEX TO EXHIBITS
Exhibit Sequential
Number Description Page Number
27 Financial Data Schedule 11
-10-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM GOLDEN ISLES
FINANCIAL HOLDINGS, INC. UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE
PERIOD ENDED JUNE 30, 1999, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> JUN-30-1999
<CASH> 2,925,358
<INT-BEARING-DEPOSITS> 37,000
<FED-FUNDS-SOLD> 8,000,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 22,905,032
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 89,448,555
<ALLOWANCE> 1,685,486
<TOTAL-ASSETS> 126,517,842
<DEPOSITS> 106,124,060
<SHORT-TERM> 0
<LIABILITIES-OTHER> 525,331
<LONG-TERM> 6,194,664
0
0
<COMMON> 1,094,338
<OTHER-SE> 12,579,449
<TOTAL-LIABILITIES-AND-EQUITY> 126,517,842
<INTEREST-LOAN> 4,101,958
<INTEREST-INVEST> 807,091
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 4,909,049
<INTEREST-DEPOSIT> 2,386,887
<INTEREST-EXPENSE> 2,573,771
<INTEREST-INCOME-NET> 2,335,278
<LOAN-LOSSES> 140,000
<SECURITIES-GAINS> 240
<EXPENSE-OTHER> 1,748,861
<INCOME-PRETAX> 786,182
<INCOME-PRE-EXTRAORDINARY> 786,182
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 517,337
<EPS-BASIC> .21
<EPS-DILUTED> .21
<YIELD-ACTUAL> 4.06
<LOANS-NON> 1,876,000
<LOANS-PAST> 68,000
<LOANS-TROUBLED> 399,000
<LOANS-PROBLEM> 6,262,110
<ALLOWANCE-OPEN> 1,825,319
<CHARGE-OFFS> 305,842
<RECOVERIES> 25,669
<ALLOWANCE-CLOSE> 1,685,486
<ALLOWANCE-DOMESTIC> 1,503,744
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 181,742
</TABLE>