<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM IO-QSB
X Quarterly report under Section 13 of 15 (d) of the Securities Exchange Act
- --- of 1934 for the quarterly period ended June 30, 1996.
-------------
Transition report under Section 13 or 15 (d) of the Exchange Act for the
- --- transition period from to .
--------- --------
COMMISSION FILE NUMBER 0-18827
-------
FAYETTE COUNTY BANCSHARES, INC.
(Exact name of small business issuer as specified in its charter)
Georgia 58-1835725
------- ----------
(State or other Jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
300 Peachtree Parkway South, Peachtree City, Georgia 30269
----------------------------------------------------------
(Address of principal executive offices)
Issuer's telephone number, including area codes (770)631-2265
-------------------------------------------------------------
Not Applicable
--------------
(Former name, former address and former fiscal year, if changed since last
report)
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15 (d) of the Securities Exchange Act during the preceding 12
months, and (2) has been subject to such filing requirements, for the past 90
days. Yes X No
--- ---
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:
Class Outstanding at August 10, 1996
- ----------------------------- ------------------------------
Common Stock, $1.00 Par Value 643,062 shares
Transitional Small Business Disclosure Format:
Yes No
----- -----
<PAGE> 2
PART 1. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
The following financial statements are provided for Fayette County
Bancshares, Inc. and subsidiary:
A. Consolidated Balance Sheets as of June 30, 1996 and December
31, 1995.
B. Consolidated Statements of Operations for the six month
periods ended June 30, 1996 and 1995.
C. Consolidated Statements of Cash Flows for the six month
periods ended June 30, 1996 and 1995.
D. Notes to Consolidated Financial Statements.
2
<PAGE> 3
FAYETTE COUNTY BANCSHARES, INC. AND SUBSIDIARY
Consolidated Balance Sheets
June 30, 1996, and December 31, 1995
(Unaudited)
<TABLE>
<CAPTION>
June 30, December 31,
1996 1995
---------------------
ASSETS
<S> <C> <C>
Cash and due from banks $ 5,489,473 $ 2,972,249
Federal funds sold 4,310,000 2,880,000
Interest-bearing deposits in other financial institutions 195,000 195,000
Investment securities held to maturity (market value
of $1,615,629 and $1,861,509, respectively) 1,659,091 1,858,720
Investment securities available for sale 13,531,917 10,891,420
Other investments 273,200 251,000
Loans, net of deferred loan fees 77,289,301 67,771,350
Less: Allowance for loan losses 999,606 918,036
------------ -----------
Loans, net 76,289,695 66,853,314
Premises and equipment, net 3,392,859 3,266,404
Other real estate 399,199 68,931
Accrued interest receivable 773,812 700,771
Intangible assets, net of accumulated amortization of
$490,298 and $441,369, respectively 519,702 568,631
Other assets 433,225 426,163
------------ -----------
TOTAL ASSETS $107,267,173 $90,932,603
============ ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES:
Deposits:
Non-interest bearing demand $ 17,436,213 $13,650,114
Interest-bearing demand and money market 22,864,413 21,964,114
Savings 6,481,207 5,333,685
Time deposits of $100,000 or more 15,382,055 12,301,137
Other time deposits 35,264,670 28,187,826
------------ -----------
TOTAL DEPOSITS 97,428,558 81,436,876
Federal funds purchased and securities sold under agreements
to repurchase -0- 1,161
Accrued interest payable 1,184,132 1,169,413
Other liabilities 179,950 189,550
------------ -----------
TOTAL LIABILITIES 98,792,640 82,797,000
------------ -----------
STOCKHOLDERS' EQUITY
Common stock - $1.00 par value: 5,000,000 shares
authorized, 643,062 and 612,440 issued and outstanding 643,062 612,440
Surplus 5,561,016 5,561,016
Retained earnings 2,425,209 2,058,615
Market valuation reserve on investment securities
available for sale (154,754) (96,468)
------------ -----------
TOTAL STOCKHOLDERS' EQUITY 8,474,533 8,135,603
------------ -----------
TOTAL LIABILITIES AND STOCKHOLDERS EQUITY $107,267,173 $90,932,603
============ ===========
</TABLE>
See Notes to Consolidated Financial Statements
3
<PAGE> 4
FAYETTE COUNTY BANCSHARES, INC. AND SUBSIDIARY
Consolidated Statements of Operations
For the Three and Six Month Periods Ended June 30,1996 and 1995
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
1996 1995 1996 1995
--------------------------------------------------------------
<S> <C> <C> <C> <C>
INTEREST INCOME
Interest & fees on loans $2,036,906 $1,361,980 $3,926,610 $2,555,665
Interest on taxable securities 203,243 232,535 383,516 437,530
Interest on tax exempt securities 19,418 21,399 40,213 42,909
Interest on federal funds sold 33,228 55,439 86,061 108,829
Interest on deposits with other banks 2,684 3,659 5,339 6,760
---------- ---------- ---------- ----------
TOTAL INTEREST INCOME 2,295,479 1,675,012 4,441,739 3,151,693
---------- ---------- ---------- ----------
INTEREST EXPENSE
Interest on deposits:
Demand 160,566 134,414 324,406 264,966
Savings 37,798 30,726 71,803 60,435
Time 699,375 473,138 1,372,689 802,741
Interest on federal funds purchased &
securities sold under agreement to
repurchase 4,656 3,036 5,167 10,324
---------- ---------- ---------- ----------
TOTAL INTEREST EXPENSE 902,395 641,314 1,774,065 1,138,466
---------- ---------- ---------- ----------
NET INTEREST INCOME 1,393,084 1,033,698 2,667,674 2,013,227
PROVISION FOR LOAN LOSSES 170,000 70,000 290,000 105,000
---------- ---------- ---------- ----------
NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES 1,223,084 963,698 2,377,674 1,908,227
---------- ---------- ---------- ----------
OTHER INCOME
Service charges and fees 118,862 117,181 232,173 206,895
Securities gains (losses), net 17 6 (950) 11
Gains on sale of SBA loans 0 38,678 0 38,678
Other 18,443 (3,878) 38,595 (3,408)
---------- ---------- ---------- ----------
TOTAL OTHER INCOME 137,322 151,987 269,818 242,176
---------- ---------- ---------- ----------
OTHER EXPENSE
Salaries and employee benefits 392,550 335,430 796,360 641,402
Occupancy expense 108,298 100,363 215,568 201,192
Other (Note B) 340,740 295,343 668,716 588,947
---------- ---------- ---------- ----------
TOTAL OTHER EXPENSE 841,588 731,136 1,680,644 1,431,541
---------- ---------- ---------- ----------
INCOME BEFORE INCOME
TAX EXPENSE 518,818 384,549 966,848 718,862
INCOME TAX EXPENSE 211,200 167,100 385,900 296,800
---------- ---------- ---------- ----------
NET INCOME $ 307,618 $ 217,449 $ 580,948 $ 422,062
========== ========== ========== ==========
NET INCOME PER SHARE
(NOTE C) $ .47 $ .33 $ .90 $ .65
========== ========== ========== ==========
WEIGHTED AVG NUMBER
OF SHARES OUTSTANDING 643,062 640,062 643,062 639,562
========== ========== ========== ==========
</TABLE>
See Notes to Consolidated Financial Statements
4
<PAGE> 5
FAYETTE COUNTY BANCSHARES, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOW
FOR THE SIX MONTH PERIODS ENDED JUNE 30, 1996 AND 1995
(UNAUDITED)
<TABLE>
<CAPTION>
1996 1995
-----------------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income $ 580,948 $ 422,062
Adjustments to reconcile net income
to net cash provided by operating activities:
Amortization of intangible 48,929 48,929
Depreciation, amortization and accretion 93,892 67,848
Provision for loan losses 290,000 105,000
Securities gains, net 950 (11)
Gains on sale of SBA Loans -0- 38,678
Change in:
Increase) decrease in interest receivable (73,041) (166,970)
Increase (Decrease) in interest payable 14,719 331,596
(Increase) decrease in other assets 22,963 (99,593)
Increase (Decrease) in other liabilities (9,600) 59,021
----------- -----------
NET CASH PROVIDED BY OPERATING ACTIVITIES 969,760 806,560
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Net change in interest-bearing deposits
with other banks -0- 199,000
Purchases of investment securities available for sale (6,232,250) (2,948,527)
Purchases of other investments (22,200) -0-
Proceeds from sales of investment securities
available for sale 1,257,161 15,435
Proceeds from maturities of investment securities 200,000 -0-
Proceeds from maturities of investment securities
available for sale 2,250,000 2,490,000
Proceeds from sale of SBA loans -0- 665,625
Net (increase) decrease in loans (10,125,580) (11,820,811)
Purchase of bank premises and equipment (225,387) (71,256)
Sale of other real estate 68,931 124,296
----------- -----------
NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES (12,829,325) (11,346,238)
----------- -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net increase (decrease) in Federal Funds purchased
and securities sold under agreements to repurchase (1,161) (767,348)
Net increase (decrease) in demand and savings
deposits 5,833,920 6,975,183
Net increase (decrease) in time deposits 10,157,762 11,493,772
Proceeds from Stock Sales -0- 30,000
Cash Dividend Payment (183,732) (152,360)
----------- -----------
NET CASH PROVIDED BY FINANCING ACTIVITIES 15,806,789 17,579,247
----------- -----------
NET INCREASE IN CASH AND CASH EQUIVALENTS 3,947,224 7,039,569
=========== ===========
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 5,852,249 2,774,407
----------- -----------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 9,799,473 $ 9,813,976
=========== ===========
SUPPLEMENTAL DISCLOSURES OF CASH PAID:
Interest $ 1,759,346 $ 806,870
=========== ===========
Income Taxes $ 419,000 $ 282,400
=========== ===========
SUPPLEMENTAL DISCLOSURES OF NONCASH FINANCING AND
INVESTING ACTIVITIES:
Acquisition of real estate in settlement of loans $ 399,199 $ -0-
=========== ===========
</TABLE>
5
<PAGE> 6
FAYETTE COUNTY BANCSHARES, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
(Unaudited)
NOTE A
BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information, and with the instructions to Form IO-QSB and Item 310 (b)
of Regulation S-B of the Securities and Exchange Commission. Accordingly, they
do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. In the
opinion of management, all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been included. Operating
results for the three month period ended June 30, 1996, are not necessarily
indicative of the results that may be expected for the year ended December 31,
1996. For further information refer to the consolidated financial statements and
footnotes thereto included in the Company's Annual Report on Form 10-K for the
year ended December 31, 1995.
PENDING ACCOUNTING PRONOUNCEMENTS
The Financial Accounting Standards Board has issued Statement of Financial
Accounting Standards No. 121 (SFAS 121), "Accounting for the Impairment of
Long-Lived Assets and for Long-Lived Assets to be Disposed of. The Company is
required to implement SFAS by December 31, 1996. The provisions of SFAS 121
will require the Company to review long-lived assets for impairment whenever
events or changes in circumstances indicate that the carrying amount of an asset
may not be recoverable. The adoption is not expected to have a significant
impact on the Company.
The Financial Accounting Standards Board has issued Statement of Financial
Accounting Standards No. 122 (SFAS 122). "Mortgage Servicing Rights," as
amendment to SFAS 65. The Company is required to implement SFAS 122 by December
31, 1996. The provisions of SFAS 122 eliminate the accounting distinction
between rights to service mortgage loans that are acquired through loan
origination and those acquired through purchase. The adoption is not expected to
have a significant impact on the Company.
The Financial Accounting Standards Board has issued Statement of Financial
Accounting Standards No. 123 (SFAS 123) in 1996. SFAS 123 establishes a method
of accounting for stock compensation plans based on fair value. Companies are
permitted to continue to use the existing method of accounting but are required
to disclose pro forma net income and earnings per share as if SFAS 123 had been
used to measure compensation cost. The adoption of SFAS 123 is not expected to
have a significant impact on the Company.
NOTE B
SUPPLEMENTAL FINANCIAL DATA
Components of other operating expenses of 1% of total interest and other income
for the periods ended June 30, 1996 and 1995 are as follows:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
1996 1995 1996 1995
- ---------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Printing and supplies $37,155 $30,286 $59,976 $58,018
Professional fees - 42,496 - 65,877
Data Processing fees 66,689 30,532 132,686 59,222
FDIC assessment - 36,495 - 72,990
Directors Fees 25,000 20,400 54,000 41,550
Amortization of intangibles 24,465 - 48,929 -
</TABLE>
6
<PAGE> 7
NOTE C
EARNINGS PER SHARE
Earnings per share have been computed on the weighted average number of common
shares outstanding during the period.
MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS
RESULTS OF OPERATIONS
Period ended June 30, 1996
Fayette County Bancshares, Inc. (the "Company"), reported net income of
$273,330 for the second quarter of 1996, a 33.58% increase as compared to
$204,612 for the same period in 1995. Net income for the six month period
ended June 30, 1996, was $580,948, an increase of $158,886, or 37.64% from the
same period in 1995. Net earnings per share for the second quarter of 1996 and
1995 were $.45 and $.34, respectively. The increase in net income is primarily
attributable to the increase in interest income and fees from loans. Total
assets increased $16,334,570 to $107,267,173 between December 31, 1995 and June
30, 1996, an increase of 17.96%.
The return on average assets for the Company was 1.27% for the six month period
ended June 30, 1996, as compared to 1.30% for the same period last year. The
return on average shareholders' equity increased for the first six months of
1996 to 13.91 % as compared to 13.99% for the first six months of 1995. Book
value at June 30, 1996, was $13.19, a decrease of $.11 from December, 31, 1995.
Deposits grew $15,991,682 from December 31, 1995, an increase of 19.63%, to
$97,428,558. Noninterest bearing demand deposits accounted for $3,786,099 of
this increase, or 23.67%. Time deposits over $100,000 increased $3,080,918 to
$15,382,055, at June 30, 1996. Deposit growth is attributed to Fayette County
Bank, (the "Bank"), increasing its rates on time deposits in order to fund loan
demand. Loans, net of the allowance for loan losses, increased $9,436,381
during the six month period ended June 30, 1996.
Deposit funds in excess of those needed to support loan growth were allocated
to purchases of investment securities and to federal funds sold, which
increased from $2,880,000 at December 31, 1996 to $4,310,000 at June 30, 1996.
Investment securities available-for-sale increased $2,640,497 during the first
six months of 1996. The Statement of Cash Flows shows the Bank had $3,507,161
in available-for-sale securities to be sold or mature during the first months
of 1996, while the Bank purchased $6,232,250 of available-for-sale securities.
The Bank also had one held-to-maturity security to mature during the second
quarter of 1996 in the amount of $200,000.
The Bank's increase in earning assets, coupled with the faster repricing of
earning assets than interest-bearing liabilities in an increasing rate
environment, resulted in an increase in the Company's net interest income for
the first six months of 1996 as compared to the first six months of 1995. Net
interest income for the six month period ended June 30, 1996, increased 32.50%
to $2,667,674, as compared to $2,013,227 for the same period in 1995. Net
interest income for the three month period ended June 30, 1996 was $1,393,084,
up $359,386 or 34.69% from the same period ended 1995. The interest margin for
the first six months of 1996 declined only slightly to 6.01%, as compared to
6.07% for the same six month period in 1995.
Other income increased to $269,818, from $242,176, for the six month periods
ended June 30, 1996 and 1995, respectively. For the three month period ending
June 30, 1996, other income decreased $14,665 or 9.64% to $137,322 from
$151,987 for the same period ended June 30, 1995. This is due to the sale of
an SBA loan in the second quarter of 1995. Service charges on deposit accounts
increased to $232,173, up $25,278 or 12.21 % from $206,895 during the first
quarter of 1996, as compared to the same period of 1995. This is primarily
attributed to the increase in new accounts during this period. Other
miscellaneous income increased to $22,321, compared to $(3,878), for the six
month periods ended June 30, 1996 and 1995, respectively.
Other expenses increased $249,103 to $1,680,644, from $1,431,541, for the six
month periods ended June 30, 1996 and 1995, respectively. Salaries and
employee benefits accounted for approximately $155,000 of this increase.
Management attributes this increase to the addition of two senior lending
officers and support staff brought on during the second quarter of 1995.
7
<PAGE> 8
Asset Quality
Nonperforming assets (nonaccrual and restructured loans and real estate acquired
through foreclosure (OREO) declined to 1.18% of total loans and OREO at June
30, 1996, compared to 6.31% at December 31, 1995. This decline is primarily
attributable to increases in loans.
Nonperforming Assets
<TABLE>
<CAPTION>
June 30, December 31,
1996 1995
---- ----
<S> <C> <C>
Loans on nonaccrual $515,144 $ 118,130
Other real estate owned 399,199 68,931
Restructured/Impaired loans -0- 912,199
-------- ----------
Total non-performing assets $914,343 $1,099,260
Loans ninety days past due $136,584 $ 19,552
Total nonperforming assets as a percentage of total
loans and other real estate 1.17% 1.63%
Loans ninety days past due as a percentage of total loans 0.17% 0.03%
</TABLE>
The allowance for loan losses at June 30, 1996, increased $81,570 to $999,606
from December 31, 1995. The allowance at June 30, 1996, represented
1.29% of total loans compared to 1.36% at December 31, 1995. The allowance at
June 30, 1996 represented 194% of nonperforming loans (nonaccrual and
restructured) at June 30,1996, compared to 89.10% of non-performing loans at
December 31, 1995.
Analysis of the Allowance for Loan Losses at
June 30, 1996
<TABLE>
<CAPTION>
Allowance for loan losses at December 31, 1995 $918,036
--------
<C> <C>
Charge offs:
Commercial 128,075
Real Estate 10,143
Installment 16,568
Credit Card Related 59,394
-------
Total 214,180
Recoveries:
Commercial 2,900
Real Estate -0-
Installment 2,850
Credit card related -0-
--------
Total 5,750
Net Charge-offs 208,430
--------
Provision charged to income 290,000
--------
Allowance for loan losses at June 30, 1996 $999,606
========
</TABLE>
8
<PAGE> 9
The loan portfolio is periodically reviewed to evaluate the outstanding loans
and to measure both the performance of the portfolio and the adequacy of the
allowance for loan losses. This analysis includes a review of delinquency
trends, actual losses, and internal credit ratings. Management's judgment as
to the adequacy of the allowance is based upon a number of assumptions about
future events which it believes to be reasonable, but which may or may not be
reasonable. However, because of the inherent uncertainty of assumptions made
during the evaluation process, there can be no assurance that loan losses in
future periods will not exceed the allowance for loan losses or that additional
allocations to the allowance will not be required.
LIQUIDITY AND CAPITAL ADEQUACY
The Bank's net loan to deposit ratio decreased by 4.62% at June 30, 1996, to
78.30%, as compared to 82.10% at December 31, 1995. This change is a result
of the Bank maintaining a level of loan growth below the level of deposit
growth. During the first six months of 1996, deposits grew by almost $16
million while gross loans increased by approximately $9.5 million. The Bank's
liquid assets as a percentage of total deposits were 9.58% at March 31, 1996,
compared to 6.66% at December 31, 1995. Management also analyzes the level of
off-balance sheet assets such as unfunded loan equivalents, liquid investments,
and available fund lines in an attempt to minimize the possibility that a
potential shortfall will exist. Based on this analysis, management believes
that the Company has adequate liquidity to meet short-term operating
requirements. However, no assurances can be given in this regard.
Shareholders equity increased 4.16% from December 31, 1995, to $8,474,533 at
June 30, 1996. The capital of the Company and the Bank exceeded all prescribed
regulatory capital guidelines. Regulations require that the most highly rated
banks maintain a minimum Tier I leverage ratio of 3% plus an additional cushion
of at least 1 to 2 percentage points. Tier I capital consists of common
shareholders' equity, less certain intangibles. The Bank's Tier I leverage
ratio was 7.68% at June 30, 1996, compared to 8.29% at December 31, 1995, a
decline which was due to growth in the Bank's assets. Regulations require that
the Bank maintain a minimum total riskweighted capital ratio of 8%, with
one-half of this amount, or 4%, made up of Tier 1 capital. Risk-weighted assets
consist of balance sheet assets adjusted by risk category, and off-balance sheet
asset equivalents similarly adjusted. At June 30, 1996, the Bank had a
risk-weighted total capital ratio of 11.25%, compared to 11.83% at December 31,
1995, and a Tier I risk-weighted capital ratio of 10.03%, compared to 10.58% at
December 31, 1995.
INVESTMENT SECURITIES
At June 30, 1996, the Bank had $13,531,917 in investment securities
available-for-sale and $1,659,091 in securities held-to-maturity. The net
unrealized loss on available-for-sale securities, net of deferred income taxes,
was $154,754 on June 30, 1996. Investment securities comprised approximately
14% of the Bank's assets on June 30, 1996 and December 31, 1995. The Bank
invests primarily in obligations of the United States or obligations guaranteed
as to principal and interest by the United States and other taxable and tax
exempt securities. The Bank has included in its investment portfolio
instruments described as a derivative, primarily, structured note derivatives.
Structured notes are debt securities whose cash flow characteristics depend on
one or more indexes. Structured notes carry high credit ratings and are issued
as floating-rate instruments. In a rising interest rate environment, the market
value of these securities can decrease due to the fact that the embedded
options, puts, calls, etc., become evident and in contrast to predictions.
There can be no assurance that as interest rates change in the future the amount
of unrealized loss will not increase, but if these securities are held until
they mature and are repaid in accordance with their terms, these principal
losses will not be realized. The Bank also engages in Federal Funds
transactions with its principal correspondent banks and primarily acts as a net
seller of such funds. The sale of Federal Funds amounts to a short-term loan
from the Bank to another Bank.
The Financial Accounting Standards Board has issued Statement of Financial
Accounting Standards No. 115 (SFAS 115) on the accounting and reporting for
investments in all debt and equity securities that have readily determinable
fair values. SFAS 115 requires that investments are to be classified as
held-to-maturity, available-for-sale or trading securities. Held-to-maturity
securities are to be reported at amortized cost, while available-for-sale and
trading securities are to be reported at fair value. The Bank elected to adopt
SFAS 115 as of December 31, 1993, as permitted. Retroactive application of
SFAS 115 to prior years is not allowed.
9
<PAGE> 10
PART 11. OTHER INFORMATION
Item 1. Legal Proceedings
There are no material pending legal proceedings to which the Company is a party
or of which its property is the subject.
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
There were no matters submitted to a vote of security holders during the
quarter ended June 30, 1996.
Item 5, Other information
Not applicable.
Item 6. Exhibits and Report on Form 8-K
a). Exhibits.
Exhibit
Number Description
------- ------------
3.1* Articles of Incorporation
3.2* Bylaws
10.1** Settlement Agreement and Release with Fayette County
Bancshares, Inc. and Terry L. Miller as of October 21,
1994.
10.2** Fayette County Bancshares, Inc. Stock Option Plan.
27 Financial Data Schedule (for SEC use only)
*Items 3.1 and 3.2 were previously filed by the Company as Exhibits (with the
same respective Exhibit Numbers as indicated herein) to the Company's
Registration Statement on Form S-18 (Registration No. 33-26658-A) and such
documents are incorporated herein by reference.
**Items 10.1 and 10.2 were previously filed by the Company as Exhibits 10.5
and 10.6 respectively, to the Company's Annual Report on Form 10-K for the year
ended December 31, 1994, and such documents are incorporated herein by
reference.
b) Reports on Form 8-K. No report on Form 8-K was filed during the quarter
ended June 30, 1996.
10
<PAGE> 11
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant has
duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
FAYETTE COUNTY BANCSHARES, INC.
(Registrant)
Date: August 19, 1996
Ira Pat Shepherd,
Principal Executive Officer
Date: August 19, 1996
Mark Kearsley,
Principal Financial Officer
11
<PAGE> 12
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit
Number Description
------- ------------
<S> <C>
3.1 Articles of Incorporation of Company (Incorporated by reference to
Exhibit 3.1 of Registration Statement on Form S-1 8,
File No. 33-26658-A).
3.2 Bylaws of Company (incorporated by reference to Exhibit 3.2
of Registration Statement on Form S-1 8, File No. 33-26658-A).
10.1 Settlement Agreement and Release with Company and Terry L.
Miller as of October 21, 1994, (incorporated by reference to Exhibit
10.5 on the Annual Report on Form 10-K for the year ended December 3
1, 1994).
10.2 Company Stock Option Plan (incorporated by reference to
Exhibit 10.6 of the Annual Report on Form 10-K for the year ended
December 31, 1994).
27 Financial Data Schedule (for SEC use only)
</TABLE>
12
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 5,489,473
<INT-BEARING-DEPOSITS> 195,000
<FED-FUNDS-SOLD> 4,310,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 13,531,917
<INVESTMENTS-CARRYING> 1,659,091
<INVESTMENTS-MARKET> 1,615,629
<LOANS> 77,289,301
<ALLOWANCE> 999,606
<TOTAL-ASSETS> 107,267,173
<DEPOSITS> 97,428,558
<SHORT-TERM> 0
<LIABILITIES-OTHER> 1,364,082
<LONG-TERM> 0
0
0
<COMMON> 643,062
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<INTEREST-INVEST> 509,790
<INTEREST-OTHER> 5,339
<INTEREST-TOTAL> 4,441,739
<INTEREST-DEPOSIT> 1,768,898
<INTEREST-EXPENSE> 1,774,065
<INTEREST-INCOME-NET> 2,667,674
<LOAN-LOSSES> 290,000
<SECURITIES-GAINS> (950)
<EXPENSE-OTHER> 1,680,644
<INCOME-PRETAX> 966,848
<INCOME-PRE-EXTRAORDINARY> 966,848
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 580,948
<EPS-PRIMARY> .90
<EPS-DILUTED> .79
<YIELD-ACTUAL> 0
<LOANS-NON> 515,144
<LOANS-PAST> 136,584
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<ALLOWANCE-OPEN> 918,036
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<RECOVERIES> 5,750
<ALLOWANCE-CLOSE> 999,606
<ALLOWANCE-DOMESTIC> 999,606
<ALLOWANCE-FOREIGN> 0
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</TABLE>