<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
..................................
FORM 10-QSB
(Mark one)
X Quarterly report pursuant to Section 13 or 15 (d) of the Securities
- ---------
Exchange Act of 1934 for the quarterly period ended June 30, 1996 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 number 0-17099
------------------------------
HOME PORT BANCORP, INC.
---------------------------------------------------------------
(EXACT NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER)
Delaware 04-3016821
- --------------------------------- ---------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
104 Pleasant Street
Nantucket, Massachusetts 02554
- ---------------------------------------- ------------
(Address of principal executive office) (Zip Code)
(508) 228-0580
------------------------------------------------
(Issuer's telephone number, including area code)
Not applicable
----------------------------------------------------------------------
(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 Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes X No
----------- --------
The number of shares outstanding of each of the registrant's classes of common
stock as of June 30, 1996:
Common Stock $.01 par value 1,841,890
- ----------------------------- -------------------
(Title of Class) (Shares Outstanding)
Transitional Small Business Disclosure Format (check one)
Yes No X
----------- -----------
<PAGE>
HOME PORT BANCORP, INC.
INDEX
<TABLE>
<CAPTION>
Page No.
--------
<S> <C>
PART I - FINANCIAL INFORMATION
Consolidated Balance Sheet at June 30, 3
1996 and December 31, 1995
Consolidated Statement of Earnings for the three
months and six months ended June 30, 1996 and 1995. 4
Consolidated Statement of Changes in Stockholders'
Equity at June 30, 1996 5
Consolidated Statements of Cash Flows for the six
months ended June 30, 1996 and 1995 6
Notes to Consolidated Financial Statements 7-10
Management's Discussion and Analysis of Financial
Condition and Results of Operation 11-13
PART II - OTHER INFORMATION 14
Signatures 15
</TABLE>
2
<PAGE>
HOME PORT BANCORP, INC.
CONSOLIDATED BALANCE SHEET (UNAUDITED)
<TABLE>
<CAPTION>
(In Thousands, Except Per Share Data) June 30, December 31,
1996 1995
----------------------------------
<S> <C> <C>
ASSETS
Cash and due from banks $ 6,679 $ 4,886
Interest bearing deposits in banks 433 1,750
----------------------------
Total cash and cash equivalents 7,112 6,636
Securities held to maturity (market value $16,392 and $18,089) (note 2) 16,859 18,330
Securities available for sale (amortized cost of $6,706 and $7,681) (note 2) 6,602 7,695
Loans, net of allowance for possible loan losses of $2,262 and $2,249 (note 3) 140,659 120,540
Loans held for sale 3,475 8,607
Land, buildings and equipment, net 1,406 1,244
Accrued income receivable 1,174 1,104
Net deferred tax asset 113 85
Stock in FHLB-Boston, at cost 2,321 2,321
Prepaid expenses and other assets 730 710
----------------------------
Total assets $180,451 $167,272
============================
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Deposits (Note 4) $118,218 $114,357
Borrowed funds 41,464 32,837
Accrued expenses 1,266 1,106
Other liabilities 285 593
-----------------------------
Total liabilities 161,233 148,893
-----------------------------
Commitments and contingencies (notes 3 and 5)
Stockholders' equity
Preferred stock, $.01 par value, 2,000,000 shares authorized, none issued - -
Common stock, $.01 par value, 10,000,000 shares authorized, 2,325,494
shares issued 23 23
Additional paid-in capital 17,473 17,473
Retained earnings 6,181 5,271
Unrealized gain (loss) on securities available for sale, net of taxes (note 2) (62) 9
Less: Treasury stock, at cost (483,604 shares) (4,397) (4,397)
---------------------------
Total stockholders' equity 19,218 18,379
---------------------------
Total liabilities and stockholders' equity $180,451 $167,272
===========================
See accompanying notes to unaudited consolidated financial statements.
</TABLE>
3
<PAGE>
HOME PORT BANCORP, INC.
CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)
<TABLE>
<CAPTION>
(In Thousands, Except Share and Per Three Month Ended Six Month Ended
Share Data) June 30, June 30,
--------------------------------------
1996 1995 1996 1995
--------------------------------------
<S> <C> <C> <C> <C>
Interest and dividend income:
Interest on loans $3,216 $2,844 $6,193 $5,434
Interest on securities 327 416 679 813
Dividends 39 41 77 80
Federal funds sold and interest
bearing deposits 6 4 18 34
--------------------------------------
Total interest and dividend income 3,588 3,305 6,967 6,361
--------------------------------------
Interest expense:
Interest on depositors' accounts 992 860 1,976 1,717
Interest on borrowed funds 575 684 1,091 1,261
--------------------------------------
Total interest expense 1,567 1,544 3,067 2,978
--------------------------------------
Net interest and dividend income 2,021 1,761 3,900 3,383
Provision for possible loan losses - - - -
--------------------------------------
Net interest and dividend income
after provision for possible
loan losses 2,021 1,761 3,900 3,383
Non interest income:
Deposit servicing fees 95 80 173 153
Loan servicing fees 71 57 153 105
Other fees and income 64 70 125 169
Net gain (loss) from sale of
mortgage loans (3) 13 (9) 13
Net gain (loss) from securities - - - (3)
--------------------------------------
Total non interest income 227 220 442 437
--------------------------------------
Non interest expense:
Salaries and employee benefits 553 483 1,076 957
Building and equipment expenses 128 95 233 188
Loss (gain) on other real estate
owned - 7 - 3
Deposit insurance fees 4 72 7 144
Professional fees 90 54 168 103
Other 234 201 466 401
--------------------------------------
Total non interest expense 1,009 912 1,950 1,796
--------------------------------------
Income before income taxes 1,239 1,069 2,392 2,024
Provision for income taxes (note 6) 482 430 929 822
Net Income $ 757 $ 639 $1,463 $1,202
======================================
Earnings per common share $0.41 $0.35 $0.79 $0.65
======================================
Weighted number of common shares
outstanding 1,842 1,842 1,842 1,842
======================================
See accompanying notes to unaudited consolidated financial statements
</TABLE>
4
<PAGE>
HOME PORT BANCORP, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED)
<TABLE>
<CAPTION>
(In Thousands) Net
Unrealized
Gain (Loss)
on
Additional Securities Total
Common Paid-in Retained Treasury Available Stockholders'
Stock Capital Earnings Stock For Sale Equity
------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Balance at December 31, 1994 $23 $17,473 $ 5,462 $(4,397) $(37) $18,524
Change in unrealized loss on securities
available for sale - - - - 46 46
Cash dividends paid at $.60 per share - - (1,105) - - (1,105)
Special dividend paid at $1.00 per share - - (1,842) - - (1,842)
Net income - - 2,756 - - 2,756
-----------------------------------------------------------------------------
Balance at December 31, 1995 23 17,473 5,271 (4,397) 9 18,379
Change in unrealized loss on securities
available for sale - - - - (71) (71)
Cash dividends paid at $.30 per share - - (553) - - (553)
Net income - - 1,463 - - 1,463
-----------------------------------------------------------------------------
Balance at June 30, 1996 $23 $17,473 $ 6,181 $(4,397) $(62) $19,218
=============================================================================
See accompanying notes to unaudited consolidated financial statements
</TABLE>
5
<PAGE>
HOME PORT BANCORP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
<TABLE>
<CAPTION>
(In Thousands) Six Months Ended
June 30,
------------------------
1996 1995
------------------------
<S> <C> <C>
Net cash flows from operating activities:
Net income $ 1,463 $ 1,202
Adjustments to reconcile net income to
net cash provided by operating activities:
Net (increase) decrease in accrued income
receivable (70) (241)
Net increase (decrease) in accrued expenses 160 (275)
Net amortization of securities premiums
(accretion of discounts) 55 273
(Gain) Loss from other real estate owned - 3
Net (increase) decrease in loan held
for sale 5,123 (847)
Amortization of deferred loan
origination fees (141) (160)
Depreciation of building and equipment 100 86
Net (increase) decrease in prepaid
expenses and other assets (20) (63)
Net increase (decrease) in other
liabilities (308) 147
Deferred income taxes 19 (1)
Net loss (gain) on securities and other
assets - (3)
Net (gain) loss on sale of
mortgage loans 9 13
Net cash provided by (used for) operating
activities 6,390 134
-----------------------------
Cash flows from investing activities
Purchases of securities held to maturity - -
Purchases of securities available
for sale (1,496) (1,997)
Proceeds from sales of securities
available for sale - 750
Proceeds from maturities of securities 3,325 2,215
Principal payments on mortgage-backed
securities 562 502
Net (increase) decrease in loans (19,978) (5,778)
Purchases of land, buildings and equipment (263) (123)
Proceeds from the sales of other real
estate owned - -
Purchase of Federal Home Loan Bank stock - (607)
------------------------------
Net cash provided by (used for) investing (17,850) (5,038)
activities
------------------------------
Cash flows from financing activities:
Net increase (decrease) in deposits 3,861 1,622
Federal Home Bank advances 10,000 6,000
Federal Home Loan Bank repayments (12,901) (7,500)
Net (decrease) increase in short
term borrowings 11,528 8,169
Cash dividends paid (552) (5,157)
-----------------------------
Net cash provided by (used for) financing
activities 11,936 3,134
-----------------------------
Net (decrease) increase in cash and cash
equivalents 476 (1,770)
Cash and cash equivalents at beginning
of period 6,636 9,513
Cash and cash equivalents at end of period $ 7,112 $ 7,743
=============================
Supplemental disclosures of cash flow
information:
Cash paid during the period for:
Interest 1,493 2,766
Income taxes 303 1,071
Loans foreclosed and in-substance
foreclosures transferred to other
real estate owned - 365
Dividends declared 276 552
Non-cash gains on sales of loans - -
See accompanying notes to unaudited consolidated financial statements
</TABLE>
6
<PAGE>
HOME PORT BANCORP, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
1. CONSOLIDATED FINANCIAL STATEMENTS
The unaudited consolidated financial statements of Home Port Bancorp, Inc. ("The
Company") and its wholly owned subsidiaries, Nantucket Bank ("the Bank") and
N.B. Securities, Inc. ("a Massachusetts Securities Corporation") have been
prepared in accordance with regulations of the Securities and Exchange
Commission. Certain information, required by generally accepted accounting
principles, has been condensed or omitted pursuant to such rules and
regulations. Inter-company accounts and transactions have been eliminated.
The financial statements for the periods ended June 30, 1996 and 1995 are
unaudited, but include normal recurring adjustments which management considers
necessary for a fair presentation of results. Interim results are not
necessarily indicative of the results to be expected for the entire year. It is
recommended that these statements be read in conjunction with the audited
financial statements for the year end December 31, 1995.
2. SECURITIES (in thousands)
Securities held to maturity consist of the following:
<TABLE>
<CAPTION>
June 30, 1996 December 31, 1995
------------------ -------------------
Book Market Book Market
Value Value Value Value
------------------ -------------------
<S> <C> <C> <C> <C>
United States Government and agency
obligations $3,287 $ 3,243 $3,528 $3,521
Mortgage-backed securities 8,102 7,725 8,699 8,480
State and municipal obligations 701 697 707 702
Other bonds and notes 4,769 4,727 5,396 5,386
Total securities held to maturity $16,859 $16,392 $18,330 $18,089
================== ==================
Securities available for sale consist
of the following:
June 30, 1996 December 31, 1995
------------------ -------------------
Book Market Book Market
Value Value Value Value
------------------ -------------------
United States Government and agency $ 4,301 $ 4,200 $ 4,901 $ 4,895
obligations
State and municipal obligations 803 801 807 807
Other bonds and notes 1,490 1,488 1,861 1,880
Marketable equity securities 112 113 112 113
------------------ -------------------
Total securities available for sale $ 6,706 $ 6,602 $ 7,681 $ 7,695
================== ===================
</TABLE>
7
<PAGE>
HOME PORT BANCORP, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
3. LOANS, NET (in thousands)
The composition of the balances of loans is as follows:
<TABLE>
<CAPTION>
June 30, December 31,
1996 1995
---------------------------
<S> <C> <C>
Mortgage loans:
Residential
Fixed $ 18,638 $ 15,888
Adjustable 57,610 51,632
Residential construction 38,070 34,021
Commercial 31,433 28,660
Commercial construction 8,036 5,547
----------------------
Total principal balances 153,787 135,748
Less:
Due borrowers on uncompleted loans
Residential (22,573) (21,948)
Commercial (5,139) (4,304)
Deferred loan origination fees (474) (427)
-----------------------
Total mortgage loans 125,601 109,069
Other loans:
Commercial business 10,925 7,195
Second mortgage 1,823 2,145
Home equity 1,851 1,834
Passbook and stock secured 1,267 1,342
Consumer 1,454 1,204
----------------------
Total other loans 17,320 13,720
Less: Allowance for possible loan losses (2,262) (2,249)
Loans, net $140,659 $120,540
======================
</TABLE>
The Federal Home Loan Bank has a blanket lien covering residential and
commercial mortgage loans as collateral for the Bank's borrowing from the FHLB.
Effective January 1, 1996 the Bank adopted Statement of Financial Accounting
Standards ("SFAS") No. 122 "Accounting for Mortgage Servicing Rights." The
Statement requires that a mortgage banking enterprise recognize as separate
assets rights to service mortgage loans for others, regardless of how those
servicing rights are acquired. Additionally, the Statement requires that the
capitalized mortgage servicing rights be assessed for impairment based on the
fair value of those rights, and that impairment be recognized through a
valuation allowance. The adoption of this statement did not have a material
effect on the Bank's financial condition or results or operations.
8
<PAGE>
HOME PORT BANCORP, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
A summary of the transactions in the allowance for possible loan losses is as
follows:
<TABLE>
<CAPTION>
Six Months Ended
1996 1995
----------------------
<S> <C> <C>
Balance at beginning of period $ 2,249 $ 2,154
Provisions - -
Recoveries 115 50
Realized losses
charged to allowance (102) (9)
----------------------
Balance at end of period $ 2,262 $ 2,195
======================
</TABLE>
The allowance for possible loan losses is allocated as follows:
<TABLE>
<CAPTION>
Six Months Ended
----------------------
1996 1995
----------------------
<S> <C> <C>
Residential mortgage loans $ 518 $ 457
Commercial real estate
loans 1,212 1,149
Commercial loans 174 257
All other loans 223 197
Unallocated 135 135
----------------------
Total $ 2,262 $ 2,195
======================
</TABLE>
Non-performing loans are summarized as follows:
<TABLE>
<CAPTION>
June 30, December 31,
1996 1995
--------------------------
<S> <C> <C>
Loans accounted for on
a non-accrual basis $65 $-
Accruing loans 90 days
past due 345 -
Restructured loans - -
</TABLE>
4. DEPOSITS (in thousands)
A summary of deposit balances, by type, is as follows:
<TABLE>
<CAPTION>
June 30, December 31,
1996 1995
------------------------
<S> <C> <C>
Non-interest bearing deposits:
Demand $ 9,131 $ 6,034
Official checks 1,986 1,318
Total non-interest -----------------------
bearing deposits 11,117 7,352
-----------------------
Interest bearing deposits:
NOW accounts 23,700 25,212
Money market accounts 19,281 17,985
Savings, special notice and
escrow accounts 13,455 13,305
Time certificates of deposit 50,665 50,503
-----------------------
Total interest bearing
deposits 107,101 107,005
-----------------------
Total deposits $118,218 $114,357
=======================
</TABLE>
9
<PAGE>
HOME PORT BANCORP, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
5. COMMITMENTS (in thousands)
In the normal course of business, there are outstanding commitments that are
not reflected in the balance sheet. Firm commitments to originate mortgage and
commercial loans were $10,579 at June 30, 1996.
6. INCOME TAXES
The effective rate for the three and six months ended June 30, 1996 is 39%,
which is less than the statutory rate of 43% primarily due to a change in the
valuation allowance.
10
<PAGE>
HOME PORT BANCORP, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
Unaudited Interim Information for June 30, 1996
CONSOLIDATED BALANCE SHEET
--------------------------
Total assets of Home Port Bancorp, Inc. (the "Company") increased $13.2
million, or 7.9%, to $180.5 million at June 30, 1996 from $167.3 million at
December 31, 1995. For the comparable six month period in 1995 total assets
increased at a 2.6% rate. The most significant factor accounting for the
increased growth in 1996 is an increase in the loan portfolio. Major balance
sheet categories are discussed in detail below.
Net loans outstanding (including loans held for sale) were $144.1 million at
June 30, 1996, an increase of $15.0 million, or 11.6%, from the $129.1 million
at December 31, 1995. Real estate loan originations, including both residential
and commercial properties, increased to $42.3 million in the first six months of
1996 compared to $25.7 million in the comparable 1995 period. This increase in
originations is attributed to an increase in real estate and business activity
on Nantucket. Loan sales totaled $15.6 million during the first six months of
1996 as compared to $14.5 million in the 1995 period.
Total deposits increased by $3.9 million, or 3.4%, to $118.2 million at June
30, 1996 from $114.4 million at December 31, 1995. This increase was
substantially in line with management's expectations. Deposits increased by $1.6
million, or 1.5%, in the comparable six month period in 1995. The Bank usually
experiences a seasonal increase in deposits during the summer months.
During the first six months of 1996 borrowed funds increased by $8.6 million to
$41.5 million from $32.8 million at December 31, 1995. During the first six
months of 1996 borrowings were utilized to fund loan growth. Management
anticipates that seasonal deposit growth during the third quarter will provide
funds to enable these borrowings to be reduced. For the comparable six month
period in 1995 borrowed funds increased by $6.7 million to $39.8 million.
Borrowed funds consist of Federal Home Loan Bank advances.
Total stockholders' equity increased by $839 thousand to $19.2 million at June
30, 1996 from $18.4 million at December 31, 1995. This increase reflects net
income of $1.5 million less cash dividends declared of $553 thousand and a $71
thousand unrealized loss on securities available for sale.
RESULTS OF OPERATIONS
---------------------
For the quarter ended June 30, 1996, net income totaled $757 thousand, or $0.41
per share, compared to $639 thousand, or $0.35 per share, for the quarter ended
June 30, 1995. For the six months ended June 30, 1996 net income totaled $1.5
million, or $0.79 per share, compared to $1.2 million, or $0.65 per share, for
the comparable 1995 period.
An increase in net interest income had a favorable impact on both the quarterly
and year to date results. Net interest income increased by $260 thousand, or
14.8%, in the second quarter of 1996 as compared to the same period in the
prior year. For the six months ending June 30, 1996, net interest income
increased by $517 thousand, or 15.3%, as compared to the prior year. This
improvement was primarily due to an increase in the interest rate spread and net
interest margin to 4.11% and 4.72%, respectively, in 1996 compared to 3.98% and
4.35% in 1995. The increases in the interest rate spread and margin were due
primarily to repricing of adjustable rate assets.
11
<PAGE>
HOME PORT BANCORP, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
Unaudited Interim Information for June 30, 1996
Partially offsetting the increases in the interest income were increases in
non-interest expense. In the second quarter of 1996 total non-interest expenses
increased by $97 thousand, or 10.6%, compared to the same period in the prior
year. For the six months ending June 30, 1996 total non-interest expenses
increased $154 thousand, or 8.6%, compared to the prior year. These increases
were primarily due to increases in employee training, personnel administration
costs, promotions, public relations and computer hardware and software costs.
Offsetting these increases was a reduction in deposit insurance expense of $68
thousand in the second quarter and $137 thousand for the six month period.
Return on Equity
Return on equity has increased to an annualized rate of 15.61% for the six
months ending June 30, 1996 from 12.75% for the same period in 1995. This
improvement is due to higher earnings combined with a lower equity base
resulting from the payment in 1995 of two special dividends totaling $6.4
million ($3.50 per share).
Provision for Loan Losses
The allowance for loan losses at June 30, 1996 was $2.3 million or 1.55% of
total loans compared to $2.2 million, or 1.71% of total loans, at December 31,
1995. During the six months ending June 30, 1996 the Bank had recoveries of
$115 thousand and charge-offs of $102 thousand. The Bank believes that the
current level of the allowance for loan losses is adequate and, hence, made no
provision for possible loan losses during the six months ending June 30, 1996 or
the year ended December 31, 1995. However, any unforeseen future economic
problems could lead to the Bank experiencing additional delinquencies requiring
additional provisions for possible loan losses.
Non-performing Loans and Other Real Estate Owned
The Bank's non-performing loans totaled $410 thousand at June 30, 1996, which
includes $345 thousand of accruing loans 90 days past due. There were no non-
performing loans at December 31,1995. None of these loans were to affiliated
persons. Substantially all of the non-performing loans consist of first
mortgage loans on residential real estate. The Bank had no other real estate
owned at either June 30, 1996 or December 31, 1995.
At June 30, 1996 management has identified $824 thousand of loans that, while
currently performing, may pose potential problems due to some doubts about the
ability of the borrowers to comply with all of their present loan repayment
terms. The resolution of these loans is not yet known. The Bank believes that
its allowance for loan losses is adequate to absorb any losses that may result
from these loans.
Income Taxes
The Company and its subsidiaries, on a consolidated basis are subject to
Federal income tax. The Company is also subject to a Delaware franchise tax and
a Massachusetts tax as a security corporation. The Bank and it's subsidiary are
subject to a Massachusetts income tax. For interim unaudited financial
statements, management calculated the provision for taxes using an estimated
combined Federal and state tax rate of 40% and made an adjustment decreasing the
deferred tax valuation reserve. The expected tax rate is reviewed and adjusted
as necessary on a quarterly basis.
12
<PAGE>
HOME PORT BANCORP, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
Unaudited Interim Information for June 30, 1996
Liquidity and Capital Resources
Substantially all of the Company's funds are generated through its banking
subsidiary, Nantucket Bank. The Bank's sources are customer deposits,
amortization and payoffs of loans, advances from the Federal Home Loan Bank of
Boston, sale of loans in the secondary market, maturities and sales of
securities and positive cash flows generated from operations. As a member of
the Depositors' Insurance Fund, the Bank also has a right to borrow from the
Depositors Insurance Fund for short-term cash needs by pledging certain assets,
although it has never exercised this right. The Bank's liquidity management
program is designed to assure that sufficient funds are available to meet it's
daily needs.
The Bank believes its capital resources, including deposits, scheduled loan
repayments, revenue generated from the sales of loans and securities, unused
borrowing capacity at the Federal Home Loan Bank of Boston, and revenue from
other sources will be adequate to meet its funding commitments.
At June 30, 1996 and December 31, 1995 the Company's and the Bank's capital
ratios were in excess of regulatory requirements.
13
<PAGE>
HOME PORT BANCORP, INC. AND SUBSIDIARIES
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
-----------------
The Company and its subsidiaries are not involved in any pending legal
proceedings other than those involved in the ordinary course of their
businesses. Management believes that the resolution of these matters
will not materially affect their businesses or the consolidated
financial condition of the Company and its subsidiary.
Item 2. Changes in Securities.
----------------------
Not applicable.
Item 3. Defaults Upon Senior Securities.
--------------------------------
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
---------------------------------------------------
a. The annual meeting of shareholders was held on May 14, 1996.
b. Set forth below is a brief description of each matter voted upon at
the meeting, including the number of votes cast for, against, or
withheld, as well as the number abstentions and including a separate
tabulation with respect to each nominee fort office:
(I) Election of directors:
Philip W. Read: 1,564,524 votes for, 4,300 votes withheld.
Charles F. DiGiovanna 1,562,743 votes for, 6,081 votes withheld.
(ii) Ratification of KPMG Peat Marwick LLP as independent auditors for
fiscal year 1996: 1,560,403 votes for, 5,396 votes against, 3,025
abstentions
Item 5. Other Information.
------------------
A cash dividend of $.15 per common share was declared on April 24, 1996.
The dividend was paid on May 29, 1996 to shareholders of record as of
May 15, 1996.
Declaration of dividends by the Board of Directors depends on a number
of factors, including capital requirements, regulatory limitations, the
Company's operating results and financial condition and general economic
conditions.
Item 6. Exhibits and Reports on Form 8-K.
---------------------------------
a. Exhibits -- None
--------
b. Reports on Form 8-K - No reports on Form 8-K were filed during
-------------------
the quarter ended June 30, 1996.
14
<PAGE>
HOME PORT BANCORP, INC. AND SUBSIDIARIES
Signatures
- ----------
In accordance with the requirements of the Securities Exchange Act, the
Registrant caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
Home Port Bancorp, Inc.
-------------------------------------------------------
(Registrant)
Date: August 12, 1996 By: /s/ William P. Hourihan, Jr.
-------------------------------------------------------
William P. Hourihan, Vice President
Date: August 12, 1996 By: /s/ John M. Sweeney
-------------------------------------------------------
John M. Sweeney, Treasurer
(chief financial & accounting officer)
15
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 6-MOS 6-MOS
<FISCAL-YEAR-END> DEC-31-1996 DEC-31-1995
<PERIOD-START> JAN-01-1996 JAN-01-1995
<PERIOD-END> JUN-30-1996 JUN-30-1995
<CASH> 6,679 4,886
<INT-BEARING-DEPOSITS> 433 1,750
<FED-FUNDS-SOLD> 0 0
<TRADING-ASSETS> 0 0
<INVESTMENTS-HELD-FOR-SALE> 6,602 7,695
<INVESTMENTS-CARRYING> 16,859 18,330
<INVESTMENTS-MARKET> 16,392 18,089
<LOANS> 144,134 129,147
<ALLOWANCE> 2,262 2,249
<TOTAL-ASSETS> 180,451 167,272
<DEPOSITS> 118,218 114,357
<SHORT-TERM> 41,464 32,837
<LIABILITIES-OTHER> 1,551 1,699
<LONG-TERM> 0 0
0 0
0 0
<COMMON> 23 23
<OTHER-SE> 19,195 18,356
<TOTAL-LIABILITIES-AND-EQUITY> 180,451 167,272
<INTEREST-LOAN> 6,193 5,434
<INTEREST-INVEST> 774 927
<INTEREST-OTHER> 0 0
<INTEREST-TOTAL> 6,967 6,361
<INTEREST-DEPOSIT> 1,976 1,717
<INTEREST-EXPENSE> 3,067 2,978
<INTEREST-INCOME-NET> 3,900 3,383
<LOAN-LOSSES> 9 (13)
<SECURITIES-GAINS> 0 (3)
<EXPENSE-OTHER> 1,950 1,796
<INCOME-PRETAX> 2,392 2,024
<INCOME-PRE-EXTRAORDINARY> 2,392 2,024
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 1,463 1,202
<EPS-PRIMARY> 0.79 0.65
<EPS-DILUTED> 0.79 0.65
<YIELD-ACTUAL> 4.72 4.35
<LOANS-NON> 65 0
<LOANS-PAST> 345 0
<LOANS-TROUBLED> 0 0
<LOANS-PROBLEM> 824 0
<ALLOWANCE-OPEN> 2,249 2,154
<CHARGE-OFFS> 102 9
<RECOVERIES> 115 50
<ALLOWANCE-CLOSE> 2,262 2,195
<ALLOWANCE-DOMESTIC> 2,262 2,195
<ALLOWANCE-FOREIGN> 0 0
<ALLOWANCE-UNALLOCATED> 0 0
</TABLE>
