<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
______________________________________________
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996 Commission File No. 33-24541
VINEYARD NATIONAL BANCORP
(Exact Name of Registrant as Specified in its Charter)
California 33-0309110
(State of other jurisdiction of (IRS employer
incorporation or organization) identification number)
9590 Foothill Boulevard 91730
Rancho Cucamonga, California (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (909) 987-0177
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (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 [ ]
APPLICABLE TO CORPORATE ISSUES
Indicate the number of shares outstanding of the issuer's classes
of common stock on the latest practicable date. 1,862,643 shares of common
stock as of March 29, 1996.
Page 1 of 13
<PAGE> 2
VINEYARD NATIONAL BANCORP AND SUBSIDIARY
MARCH 31, 1996 AND DECEMBER 31, 1995
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PART I
<S> <C>
FINANCIAL STATEMENTS
Consolidated Balance Sheets
March 31, 1996 and December 31, 1995 . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . 3
Consolidated Statements of Income
For the Three Months Ended March 31, 1996 and 1995 . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . 4
Consolidated Statements of Changes in Stockholders' Equity
For the Three Months Ended March 31, 1996 and 1995 . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . 5
Consolidated Statements of Cash Flows
For the Three Months Ended March 31, 1996 and 1995 . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . 6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . 8
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . 9
</TABLE>
<TABLE>
<CAPTION>
PART II
<S> <C>
OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . 12
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . 13
</TABLE>
Page 2 of 13
<PAGE> 3
VINEYARD NATIONAL BANCORP AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
MARCH 31, 1996 AND DECEMBER 31, 1995
<TABLE>
<CAPTION>
ASSETS
March 31, December 31,
1996 1995
------------- -------------
<S> <C> <C>
Cash and due from banks $ 7,004,168 $ 8,093,749
Federal funds sold 8,000,000 1,925,000
---------- ----------
Total Cash and Cash Equivalents 15,004,168 10,018,749
---------- ----------
Interest-bearing deposits in other financial institutions 792,000 792,000
Investment securities
Available-for-sale 9,669,781 13,431,518
Loans, net of unearned income 80,172,308 77,482,539
Direct lease financing 463,669 588,865
Less: Reserve for possible loan and lease losses (746,179) (783,466)
----------- -----------
79,889,798 77,287,938
Other real estate owned 895,605 608,694
Bank premises and equipment 3,693,017 3,703,294
Accrued interest 506,636 541,975
Cash surrender value of life insurance 547,601 741,834
Other assets 698,561 433,131
----------- ----------
Total Assets $ 111,697,167 $ 107,559,133
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Deposits
Demand deposits 26,651,549 25,691,559
Savings and NOW deposits 26,980,000 26,537,492
Money market deposits 15,378,342 16,295,843
Time deposits in denominations of $100,000 or more 6,478,850 8,932,511
Other time deposits 27,431,411 20,957,042
---------- ----------
102,920,152 98,414,447
Accrued employee salary benefits 231,241 443,013
Accrued interest and other liabilities 892,480 948,959
----------- ----------
Total Liabilities 104,043,873 99,806,419
----------- ----------
STOCKHOLDERS' EQUITY
Contributed Capital
Common stock - authorized 15,000,000 shares, no par 2,106,258 2,106,258
value, issued and outstanding 1,862,643 share in
1996 and 1995
Additional paid-in capital 3,306,684 3,306,684
Retained earnings 2,234,352 2,327,885
Valuation allowance for investments 6,000 11,887
----------- ----------
Total Stockholders' Equity 7,653,294 7,752,714
----------- ----------
Total Liabilities and Stockholders' Equity $ 111,697,167 $ 107,559,133
=========== ===========
</TABLE>
See accompanying notes to financial statements. Page 3 of 13
<PAGE> 4
VINEYARD NATIONAL BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
<TABLE>
<CAPTION>
March 31, March 31,
1996 1995
----------- -----------
<S> <C> <C>
INTEREST INCOME
Interest and fees on loans $ 1,837,162 $ 1,919,012
Interest on Investment Securities
Obligations of U.S. Government Agencies and Corporations 163,262 103,873
Obligations of State and Political Subdivisions - 116
Interest on other securities 2,446 2,431
Interest on deposits 7,617 2,752
Interest on Federal funds sold 43,036 57,832
Direct lease financing income 10,905 25,457
--------- ---------
Total Interest Income 2,064,428 2,111,473
--------- ---------
INTEREST EXPENSE
Interest on savings deposits 55,073 86,101
Interest on NOW and money market deposits 127,684 155,499
Interest on time deposits in denominations of $100,000 or more 90,013 63,781
Interest on other time deposits 348,848 199,183
Interest on impound accounts 132 2,263
Interest on Federal funds purchased - 752
--------- ---------
Total Interest Expense 621,750 507,579
--------- ---------
Net Interest Income 1,442,678 1,603,894
PROVISION FOR LOAN AND LEASE LOSSES - -
--------- ---------
Net Interest Income After Provision 1,442,678 1,603,894
--------- ---------
for Loan and Lease Losses
OTHER INCOME
Fees and service charges 444,618 683,444
Net loss on sale of investment securities - (8,237)
Other Income 1,753 2,208
--------- ---------
Total Other Income 446,371 677,415
--------- ---------
OTHER EXPENSES
Salaries and employee benefits 911,678 998,757
Occupancy expense of premises 272,244 310,563
Furniture and equipment expenses 121,512 145,160
Other expenses (Note #2) 677,148 816,029
--------- ---------
Total Other Expenses 1,982,582 2,270,509
--------- ---------
INCOME/(LOSS) BEFORE INCOME TAXES (93,533) 10,800
INCOME TAXES - 1,600
--------- ---------
NET INCOME/(LOSS) $ (93,533) $ 9,200
========= =========
EARNINGS/(LOSS) PER SHARE(NOTE #3) $ (0.05) $ 0.01
========= =========
</TABLE>
See accompanying notes to financial statements. Page 4 of 13
<PAGE> 5
VINEYARD NATIONAL BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
<TABLE>
<CAPTION> Valuation
Number of Additional Allowance
Shares Common Paid-in Retained for
Outstanding Stock Capital Earnings Investments
----------- ------- ---------- -------- -----------
<S> <C> <C> <C> <C> <C>
BALANCE, January 1, 1995 1,862,643 $ 2,106,258 $ 3,306,684 $ 1,494,874 $ (47,672)
Change in net - - - - 16,237
unrealized
loss on investment
securities available-
for-sale
Net income for the - - - 9,200 -
three months
--------- ----------- ----------- ----------- ---------
BALANCE, March 31, 1995 1,862,643 $ 2,106,258 $ 3,306,684 $ 1,504,074 $ (31,435)
========= =========== =========== =========== =========
BALANCE, January 1, 1996 1,862,643 $ 2,106,253 $ 3,306,684 $ 2,327,885 $ 11,887
Change in net - - - - (5,887)
unrealized
loss on investment
securities available-
for-sale
Net loss for the - - - (93,533) -
three months
--------- ----------- ----------- ----------- ---------
BALANCE, March 31, 1996 1,862,643 $ 2,106,253 $ 3,306,684 $ 2,234,352 $ 6,000
========= =========== =========== =========== =========
</TABLE>
See accompanying notes to financial statements. Page 5 of 13
<PAGE> 6
VINEYARD NATIONAL BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
<TABLE>
<CAPTION>
March 31, March 31,
1996 1995
----------- -----------
<S> <C> <C>
INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS
CASH FLOWS FROM OPERATING ACTIVITIES
Interest and fees received $ 2,194,922 $ 1,708,620
Service fees and other income received 440,898 685,652
Financing revenue received under leases 10,905 25,457
Interest paid (587,374) (443,910)
Cash paid to suppliers and employees (2,230,483) (2,600,755)
Income taxes (11,424) (1,600)
----------- -----------
Net Cash Used in Operating Activities (182,556) (626,536)
----------- -----------
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sales and maturities of investment - 1,992,500
securities held-to-maturity
Proceeds from sales of investment securities 4,000,000 -
available-for-sale
Purchase of investment securities held-to-maturity - (1,961,797)
Purchase of investment securities (250,000) (1,974,172)
available-for-sale
Proceeds from maturities of deposits in other - 99,000
financial institutions
Purchase of deposits in other financial - (396,000)
institutions
Net (increase)/decrease in loans to customers (2,862,473) 6,102,948
Net decrease in leases to customers 125,196 223,321
Net (increase)/decrease in other real estate owned (286,911) 245,130
Recoveries on loans previously written off 30,943 53,643
Capital expenditures (99,958) (49,040)
Proceeds from sale of equipment 5,473 -
------------ ------------
Net Cash Provided by Investing 662,270 4,335,533
Activities
------------ ------------
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase/(decrease) in demand deposits, NOW 484,997 (1,435,236)
accounts, savings accounts, and money market
deposits
Net increase in certificates of deposit 4,020,708 4,873,394
Decrease in Federal funds purchased - (1,000,000)
------------ ------------
Net Cash Provided by Financing 4,505,705 2,438,158
Activities
------------ ------------
NET INCREASE IN CASH AND CASH EQUIVALENTS 4,985,419 6,147,155
CASH AND CASH EQUIVALENTS, Beginning of year 10,018,749 8,510,019
------------ ------------
CASH AND CASH EQUIVALENTS, End of quarter $ 15,004,168 $ 14,657,174
============ ============
</TABLE>
See accompanying notes to financial statements. Page 6 of 13
<PAGE> 7
VINEYARD NATIONAL BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
<TABLE>
<CAPTION>
March 31, March 31,
1996 1995
---------- ---------
<S> <C> <C>
RECONCILIATION OF NET INCOME/(LOSS) TO
NET CASH USED IN OPERATING ACTIVITIES
Net Income/(Loss) $ (93,533) $ 9,200
--------- ---------
Adjustments to Reconcile Net Income
to Net Cash Used in Operating Activities
Depreciation and amortization 111,821 110,975
Gain on sale of equipment (5,473) -
Loss on sale of other real estate owned - 40,070
Decrease in taxes payable (11,424) (1,600)
Increase in other assets (71,197) (160,622)
Increase/(decrease) in unearned loan fees 104,474 (363,220)
Decrease in interest receivable 35,339 3,364
Increase in interest payable 34,376 63,669
Decrease in accrued expense and other liabilities (286,939) (336,609)
Loss on sale of investments - 8,237
--------- ---------
Total Adjustments (89,023) (635,736)
--------- ---------
Net Cash Used in Operating Activities $(182,556) $(626,536)
========= =========
SUPPLEMENTARY INFORMATION
Change in valuation allowance for investment securities $ (5,887) $ 16,237
========= =========
</TABLE>
DISCLOSURE OF ACCOUNTING POLICY
For purposes of reporting cash flows, cash and
cash equivalents include cash on hand, amounts
due from banks and Federal funds sold.
Generally, Federal funds are purchased and
sold for one-day periods.
See accompanying notes to financial statements. Page 7 of 13
<PAGE> 8
VINEYARD NATIONAL BANCORP AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
MARCH 31, 1996 AND 1995
NOTE #1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The accompanying financial statements have been prepared in accordance with
generally accepted accounting principles for interim financial information.
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 considered necessary for a fair
statement of the results for the interim period presented have been included
and are of a normal recurring nature. For further information, refer to the
financial statements and footnotes thereto included in the Company's Annual
Report on Form 10-K for the year ended December 31, 1995. The results of
operations for the three month period ended March 31, 1996 are not necessarily
indicative of the results to be expected for the full year. Effective for
years beginning in 1995, the Company was required to implement SFAS No. 114, as
amended by SFAS No. 118, which changes the method of accounting for certain
loans identified as "impaired" and SFAS No. 119, which requires particular
disclosures for derivative financial instruments.
NOTE #2 - OTHER EXPENSES
The following is a breakdown of other expenses for each of the three month
periods ended March 31, 1996 and 1995:
<TABLE>
<CAPTION>
March 31, March 31,
1996 1995
---------- ---------
<S> <C> <C>
Data processing $ 199,784 $ 215,671
Marketing expenses 68,123 81,567
Office supplies, postage and telephone 67,483 74,244
Professional expenses 85,496 105,879
Bank insurance and assessments 41,575 118,091
Other 214,687 220,577
---------- ---------
Total Other Expenses $ 677,148 $ 816,029
========== =========
</TABLE>
NOTE #3 - EARNINGS/(LOSS) PER COMMON EQUIVALENT SHARE
Earnings/(loss) per share is based upon the weighted average number of shares
outstanding during each period. Stock options have been excluded from the
computation of earnings/ (loss) per share, as their effect is immaterial.
The weighted average number of shares used to compute earnings/(loss) per
common share was 1,862,643 in 1996 and 1995 (after giving retroactive effect
for the six-for-five stock split in 1995).
Page 8 of 13
<PAGE> 9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
GENERAL
Vineyard National Bancorp (the "Company") is a one-bank
holding company. Its principal asset is the common stock of, and its principal
operations are conducted by, Vineyard National Bank, a National banking
association (the "Bank").
RESULTS OF OPERATIONS
The Company incurred a net loss of $93,533 for the quarter
ended March 31, 1996, as compared to a net income of $9,200 for the same period
in 1995.
NET INTEREST INCOME
The principal determinant of the Bank's net results of
operations is its net interest income. Net interest income is the difference
or "margin" between interest earned on interest-earning assets, such as loans
and investment securities, and interest paid on interest-bearing liabilities,
principally deposits. The Bank's net interest income decreased $161,000 or
10.1% in the three month period ended March 31, 1996, as compared to the same
period in 1995. This decrease was due primarily to a $47,000 decrease in
interest income and a $114,000 increase in interest expense. The net change
was substantially a result of increases in interest rates paid on customer
deposits.
The decrease in interest income was attributable primarily to
a decease in the rates of interest and fees charged to the Bank's borrowers.
Outstanding loans and leases increased during the three month period ended
March 31, 1995 by $2,565,000 as a direct result of increased loan demand.
During this period total deposits increased by $3,438,000. The deposit mix
changed significantly as demand deposits increased by $960,000, savings and NOW
accounts increased $13,645,250, money market accounts decreased $978,000, time
deposits in excess of $100,000 decreased $2,453,000, and other time deposits
decreased $6,728,000. The net interest margin (net interest income expressed
as a percentage of interest income) has remained at 76 percent.
PROVISION FOR POSSIBLE LOAN LOSSES
The Bank follows the practice of maintaining a reserve for
potential losses on loan and leases (the "Loan Loss Reserve" or the "Reserve")
at an amount which, in Management's judgement, is adequate to absorb potential
losses on total loans and leases outstanding. Losses on loans or leases are
charged against the reserve and the reserve is adjusted periodically to
reflect changes in the volume of outstanding loans and leases and increases in
the risk of potential losses due to a deterioration in the condition of
borrowers, in the value of collateral securing loans or in general economic
conditions. Additions to the reserve are made through a charge against income
referred to as the "Provision for Loan and Lease Losses".
Page 9 of 13
<PAGE> 10
Effective January 1, 1995, the Bank adopted SFAS No. 114, (as
amended by SFAS No. 118), "Accounting by Creditors for Impairment of a Loan".
Under SFAS No. 114, a loan is impaired when it is "probable" that the creditor
will be unable to collect all contractual principal and interest payments due
in accordance with the terms of the loan agreement. All loans identified as
"impaired" are to be measured on the present value of expected future cash
flows discounted at the loan's effective interest rate, except that as a
practical expedient, a creditor may measure impairment based on a loan's
observable market price, or the fair value of the collateral if the loan is
collateral dependent. Loan impairment is evaluated on loan-by-loan basis as
part of normal loan review procedures at the Bank.
During the three month period ended March 31, 1996, no
provision was made because the balance in the reserve was deemed adequate by
Management. The net charge-offs on previously granted loans was approximately
$68,000 for the three months ended March 31, 1996, as compared to $116,000 for
the same period in 1995.
OTHER INCOME
The decrease of $231,000 in other income in the three month
period ended March 31, 1996, as compared to 1995, was due primarily to the
decrease in loan servicing income which resulted from the sale of the Bank's
mortgage rights during 1995. In addition, other fees and service charges
decreased as a result of the Bank no longer operating the Victorville branch
due to its sale during 1995.
OTHER EXPENSES
Other expenses, consisting primarily of (i) salaries and
other employee expenses, (ii) occupancy expenses, (iii) furniture and equipment
expenses, and (iv) insurance, data processing, professional fees and other
non-interest expense, decreased by approximately $290,000 or 13%, during the
three month period ended March 31, 1996, as compared to the same period in
1995. The decrease in other expenses was primarily a result of decreases in
salary and employee benefits, marketing expenses, FDIC assessment, and data
processing costs. In addition, occupancy expenses decreased as a result of the
Bank no longer operating the Victorville branch after its sale in 1995.
FINANCIAL CONDITION AND LIQUIDITY
During the three months ended March 31, 1996, the Company's
assets increased by approximately $4.1 million or 4%, compared to December 31,
1995. The Company continued to have adequate cash resources with approximately
$7,004,000 of cash held on deposit at other financial institutions, $9,670,000
of investment securities, and $8,000,000 in Federal Funds Sold at March 31,
1996. Liquidity was up and resulted in the increase in cash and cash
equivalents of $5.0 million. The increased liquidity resulted primarily from
the decrease in total non-liquid assets, an increase in total deposits and an
increase in Federal Funds Sold. The Bank's investment portfolio contains
$10,000 of unrealized losses on estimated fair values when compared to book
values at March 31, 1996. Investment securities totaling $4,000,000 matured
during the three month period ended March 31, 1996. The total loans placed on
non-accrual status (not generating income currently) amounted to approximately
$460,000 at March 31, 1996. All loans on non-accrual status are considered to
be impaired.
Page 10 of 13
<PAGE> 11
Total shareholders' equity decreased from approximately $7,753,000 at
December 31, 1995 to $7,653,000 at March 31, 1996, as a result of the net loss
generated for the three months then ended and an increase in the valuation
allowance for investment securities.
The Company's and the Bank's primary regulators, the Federal Reserve
Board, and the Office of the Comptroller of the Currency, respectively, adopted
risk-based capital guidelines which require bank holding companies and banks to
maintain minimum total capital of 8% (of which 4% must consist of Tier 1
capital) of risk-weighted assets, respectively. Further, the Federal Reserve
Board and Comptroller generally require bank and bank holding companies to
have a minimum leverage ratio of at least 4% to be considered "adequately
capitalized" for federal regulatory purposes. As of March 31, 1996, the
Company had a ratio of capital to risk-weighted assets of 9.72%, a ratio of
Tier 1 capital to risk-weighted assets of 8.85%, and a leverage capital ratio
of 7.17%. The Company's management believes that, under current regulations,
the Bank will continue to meet these minimum capital requirements in the
foreseeable future.
Page 11 of 13
<PAGE> 12
PART II
OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a) Exhibits: Exhibit 27. Data Schedule
b) Reports on Form 8-K: None
Page 12 of 13
<PAGE> 13
SIGNATURES
Pursuant to the requirements of the Security Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized on this 6th day of May 1996.
VINEYARD NATIONAL BANK
By: /s/ Soule Claude
-----------------------------------
Soule Claude
Corporate Secretary
Page 13 of 13
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE MARCH 31,
1996 UNAUDITED FINANCIAL STATEMENTS OF VINEYARD NATIONAL BANCORP AND SUBSIDIARY
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 7,004,168
<INT-BEARING-DEPOSITS> 792,000
<FED-FUNDS-SOLD> 8,000,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 9,669,781
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 80,635,977
<ALLOWANCE> 746,179
<TOTAL-ASSETS> 111,697,167
<DEPOSITS> 102,920,152
<SHORT-TERM> 0
<LIABILITIES-OTHER> 1,123,721
<LONG-TERM> 0
0
0
<COMMON> 2,106,258
<OTHER-SE> 5,547,036
<TOTAL-LIABILITIES-AND-EQUITY> 111,697,167
<INTEREST-LOAN> 1,848,067
<INTEREST-INVEST> 173,325
<INTEREST-OTHER> 43,036
<INTEREST-TOTAL> 2,064,428
<INTEREST-DEPOSIT> 621,750
<INTEREST-EXPENSE> 621,750
<INTEREST-INCOME-NET> 1,442,678
<LOAN-LOSSES> 0
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1,982,582
<INCOME-PRETAX> (93,533)
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (93,533)
<EPS-PRIMARY> (0.05)
<EPS-DILUTED> 0
<YIELD-ACTUAL> 6.3
<LOANS-NON> 459,560
<LOANS-PAST> 138,000
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 2,654,849
<ALLOWANCE-OPEN> 783,466
<CHARGE-OFFS> 68,230
<RECOVERIES> 30,943
<ALLOWANCE-CLOSE> 746,179
<ALLOWANCE-DOMESTIC> 674,500
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
