SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended
March 31, 1997
Commission File Number 34-0-18162
PEOPLE'S SAVINGS FINANCIAL CORP.
(Exact name of registrant as specified in its charter)
Connecticut 06-1259026
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
123 Broad Street, New Britain, CT 06053
(Address of principal executive offices) (ZIP Code)
(860) 224-7771
(Registrant's telephone number, including area code)
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
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
2,545,824 shares issued and
outstanding, (including
636,961 shares in treasury)
as of April 30, 1997
Common Stock, par value $1.00 per share
PEOPLE'S SAVINGS FINANCIAL CORP.
Table of Contents
PART I - FINANCIAL INFORMATION PAGE NO.
Item 1. Financial Statements (Unaudited)
(a) Condensed Consolidated Balance Sheets -
March 31, 1997 and December 31, 1996 3
(b) Condensed Consolidated Statements of Income -
Three months ended March 31, 1997 and 1996 4
(c) Condensed Consolidated Statements of Cash Flows -
Three months ended March 31, 1997 and 1996; 5
(d) Notes to the Condensed Consolidated Financial
Statements - March 31, 1997 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 11
PART II - OTHER INFORMATION
Item 1. Legal Proceedings 15
Item 2. Changes in Securities 15
Item 3. Defaults Upon Senior Securities 15
Item 4. Submission of Matters to a Vote of Security
Holders 15
Item 5. Other Information 15
Item 6. Exhibits and Reports on Form 8-K 15
Part I. Financial Information
Item 1. Financial Statements
<TABLE>
PEOPLE'S SAVINGS FINANCIAL CORP.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollar amounts in thousands)
<CAPTION>
March 31, December 31,
1997 1996
(Unaudited)
<S> <C> <C>
Non-interest bearing deposits and cash $5,081 $5,113
Federal funds sold and FHLB overnight deposits 4,934 4,509
Cash and Cash Equivalents 10,015 9,622
Investment securities
Available for sale (at market) 164,689 171,667
Held to maturity (market value: $25,619 at
March 31, 1997 and $28,015 at
December 31, 1996) 26,619 28,513
Capital stock of the Federal Home Loan Bank 3,583 2,736
Loans held for sale 432 1,143
Loans, net (allowance for loan losses
1997-$1,816; 1996-$1,577) 261,367 256,913
Bank premises and equipment 2,071 2,136
Foreclosed real estate 287 223
Accrued income receivable 4,484 4,030
Goodwill 2,910 3,006
Other assets 2,642 2,405
Total Assets $479,099 $482,394
Liabilities and Shareholders' Equity
Liabilities
Non-interest bearing demand deposits $7,515 $8,301
Interest bearing deposits 352,338 349,759
Total deposits 359,853 358,060
Mortgagors' escrow accounts 1,621 2,659
Advances from Federal Home Loan Bank of Boston 46,045 49,750
Securities sold under repurchase agreements 21,500 21,500
Accrued expenses 1,483 1,548
Other liabilities 2,572 2,676
Total Liabilities 433,074 436,193
Shareholders' Equity
Common stock, ($1.00 par value), 10,000,000
shares authorized; 2,543,824, and 2,542,824
shares issued and outstanding at March 31,
1997 and December 31, 1996, respectively
(including shares in treasury of 636,961 at
March 31, 1997 and December 31, 1996,
respectively) 2,544 2,543
Additional paid in capital 22,293 22,140
Retained earnings 30,337 29,701
Unrealized gains (losses) on securities available
for sale, net of taxes (310) 656
Cost of treasury stock (8,839) (8,839)
Total Shareholders' Equity 46,025 46,201
Total Liabilities and Shareholders' Equity $479,099 $482,394
See notes to the condensed consolidated financial statements.
</TABLE>
<TABLE>
PEOPLE'S SAVINGS FINANCIAL CORP.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Dollar amounts in thousands, except per share data)
unaudited
<CAPTION>
Three Months Ended
March 31,
1997 1996
<S> <C> <C>
Interest Income:
Loans, including fees $5,120 $4,781
Investment Securities 3,371 2,101
Short-term Investments 25 177
Total Interest Income 8,516 7,059
Interest Expense:
Interest on deposits 3,641 3,557
Interest on borrowings 1,013 215
Total Interest Expense 4,654 3,772
Net Interest Income 3,862 3,287
Provision for Loan Losses 240 64
Net Interest Income after Provision
for Loan Losses 3,622 3,223
Other Income:
Service charges and fees 237 260
Trust fees 418 318
Net Investment Securities Gains
(Losses) 10 (20)
Trading Account Gains - -
Gains (Losses) on Loans Sold (5) (69)
Other Operating Income 81 77
Total Other Income 741 566
Other Expenses:
Salaries and Benefits 1,295 1,249
Occupancy 275 268
Furniture and Equipment 254 221
FDIC Deposit Insurance 5 1
Other Real Estate Expenses 35 (1)
Other Operating Expenses 748 630
Total Other Expenses 2,612 2,368
Income Before Income Taxes 1,751 1,421
Income Taxes 677 533
Net Income $1,074 $888
Per Share Data:
Primary
Net Income $0.54 $0.45
Weighted Average Common Shares
Outstanding 1,978,934 1,963,923
Fully Diluted
Net Income $0.54 $0.45
Weighted Average Common Shares
Outstanding 1,967,826 1,968,574
Dividends Declared Per Share $0.23 $0.22
See notes to condensed consolidated financial statements.
</TABLE>
<TABLE>
PEOPLE'S SAVINGS FINANCIAL CORP.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollar amounts in thousands)
(Unaudited)
<CAPTION>
Three months ended
March 31,
1997 1996
<S> <C> <C>
Operating activities
Net Income $1,074 $888
Adjustments to reconcile net income to net cash
provided by operating activities:
Provision for depreciation 128 122
Accretion and amortization of bond premiums
and discounts, net 104 30
Provision for loan losses 240 64
Amortization of net deferred loan fees 4 (43)
Decrease in loans held for sale 961 -
Realized investment securities (gains) losses (10) 20
Writedowns on foreclosed real estate - 8
Goodwill amortization 96 96
Increase (decrease) in accrued expenses (65) 43
Other items, net (124) (741)
Net cash provided by operating activities 2,408 487
Investing activities
Purchases of available-for-sale securities (2,492) (14,366)
Proceeds from sale of available-for-sale securities 315 14
Proceeds from maturities of available-for-sale
securities 7,438 14,364
Purchases of held-to-maturity securities - -
Proceeds from maturities of held-to-maturity securities 1,880 2,157
Purchases of Federal Home loan Bank stock (847) -
Net increase in loans (5,061) (5,327)
Purchases of premises and equipment, net (63) (73)
Foreclosed real estate sold 49 176
Net cash provided (used) by investing activities 1,219 (3,055)
Financing activities
Net increase (decrease) in demand deposits, NOW accounts,
savings accounts, and mortgagors' escrow accounts 102 (141)
Net increase in time deposits 653 2,000
Net decrease in borrowings from
the Federal Home Loan Bank of Boston (3,705) (4,342)
Cash Dividends paid (438) (423)
Acquisition of treasury stock - (936)
Issuance of Common Stock 154 95
Net cash used by financing activities (3,234) (3,747)
Increase (decrease) in cash and cash equivalents 393 (6,315)
Cash and cash equivalents at January 1 9,622 28,162
Cash and cash equivalents at March 31 10,015 21,847
Non-cash investing and financing activities
Increase (decrease) in net unrealized holding gains
(losses) on securities carried at market (1,637) (700)
Transfer of loans to foreclosed real estate 113 97
See notes to condensed consolidated financial statements.
</TABLE>
PEOPLE'S SAVINGS FINANCIAL CORP.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
March 31, 1997
Note A - BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and
Article 10 of Regulation S-X. 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 March 31, 1997 are not necessarily indicative of
the results that may be expected for the year ending December 31, 1997. For
further information, refer to the consolidated financial statements and
footnotes thereto included in the Corporation's Annual Report on Form 10-K
for the year ended December 31, 1996.
Certain 1996 amounts have been reclassified to conform with the 1997
presentation. These reclassifications had no impact on net income.
Note B - CHANGES IN ACCOUNTING PRINCIPLES
On January 1, 1997, the Corporation adopted Statement of Financial Accounting
Standards No. 125, "Accounting for Transfers and Servicing of Financial
Assets and Extinguishment of Liabilities" ("SFAS 125"). SFAS 125 provides
accounting and reporting standards for transfers and servicing of financial
assets and extinguishment of liabilities. The adoption of this standard did
not have a material impact on the Corporation's financial condition or its
results of operations.
Note C - SECURITIES
The amortized cost and estimated market values of investment securities for
March 31, 1997 and December 31, 1996 are as follows.
<TABLE>
<CAPTION>
Net
Estimated Gross Gross Unrealized
(in thousands) Amortized Market Unrealized Unrealized Gains/
March 31, 1997 Cost Value Gains Losses (Losses)
<S> <C> <C> <C> <C> <C>
Available for sale
United States Government
and agency obligations $53,511 $52,711 $- $800 ($800)
Corporate securities 5,592 5,585 - 7 (7)
Mortgage-backed securities 91,362 91,089 - 273 (273)
Total debt securities 150,465 149,385 - 1,080 (1,080)
Marketable equity
securities 5,927 6,415 488 - 488
Mutual funds 8,819 8,889 70 - 70
$165,211 $164,689 $558 $1,080 ($522)
Held to maturity
United States Government
and agency obligations $2,999 $2,966 $- $33 ($33)
Mortgage-backed securities 23,620 22,647 - 973 (973)
$26,619 $25,613 $- $1,006 (1,006)
Net
Estimated Gross Gross Unrealized
(in thousands), Amortized Market Unrealized Unrealized Gains/
December 31, 1996 Cost Value Gains Losses (Losses)
Available for sale
United States Government
and agency obligations $55,522 $55,389 $177 $310 ($133)
Corporate securities 5,640 5,650 12 2 10
Mortgage-backed securities 94,439 95,029 785 195 590
Total debt securities 155,601 156,068 974 507 467
Marketable equity
securities 5,906 6,243 358 21 337
Mutual funds 9,045 9,356 311 - 331
$170,552 $171,667 $1,643 $528 $1,115
Held to maturity
United States Government
and agency obligations $3,998 $3,995 $13 $16 ($3)
Mortgage-backed securities 24,515 24,020 13 508 (495)
$28,513 $28,015 $26 $524 ($498)
</TABLE>
Note D - LOANS
The following table shows the Corporation's loan distribution at the end of
the three month period ended March 31, 1997 compared to December 31, 1996.
<TABLE>
<CAPTION>
March 31, 1997 December 31, 1996
($ in thousands) Balance % of Total Balance % of Total
<S> <C> <C> <C> <C>
Real Estate Loans:
1 to 4 family residential 205,053 78% 203,055 78%
Multifamily (5 or more units) 3,680 1% 3,574 1%
Home equity credit lines 7,094 3% 6,427 2%
Construction and land
development 6,399 3% 7,274 3%
Second mortgages 24,651 9% 24,520 10%
Commercial mortgages 9,222 3% 8,029 2%
Total real estate loans 256,099 97% 252,879 97%
Consumer installment 4,898 2% 5,091 2%
Credit cards 1,142 0% 1,218 1%
Commercial 1,800 1% 788 0%
Total loans 263,939 100% 259,976 100%
Less: Loans held for sale 432 1,143
Allowance for loan losses 1,816 1,577
Deferred fees 324 343
Net loans 261,367 256,913
</TABLE>
Note E - NON-PERFORMING ASSETS
The following table illustrates the composition of the non-performing assets
as of March 31, 1997 and December 31, 1996.
<TABLE>
<CAPTION>
March 31, 1997 December 31, 1996
($ dollars in thousands) # of loans Amount # of loans Amount
Loans past due 90 days or more:
<S> <C> <C> <C> <C>
Residential 21 $1,413 16 $1,326
Installment 4 19 7 223
Total non-performing loans 25 1,432 23 1,549
Foreclosed real estate:
Residential 4 287 6 223
Total foreclosures 4 287 6 223
Repossessed assets - - - -
Total non-performing assets $1,719 $1,772
Non-performing assets to total
loans and OREO 0.65% 0.68%
Allowance for loans losses to
non-performing loans 126.82% 101.81%
As a percent of total loans:
Loans past due 90 days or more 0.54% 0.60%
Allowance for loan losses 0.69% 0.61%
</TABLE>
Note F - LOAN LOSS RESERVE
The following table summarizes the Corporation's loan loss reserve as of the
three months ended March 31, 1997 and 1996.
<TABLE>
<CAPTION>
(in thousands) Three months ended March 31, 1997 1996
<S> <C> <C>
Beginning balance 1,577 1,578
Provision charged to expense 240 64
Net charge-offs 1 74
Ending balance $1,816 $1,568
</TABLE>
The allowance for loan losses is maintained at a level believed adequate by
management to absorb potential losses in the loan portfolio. The adequacy of
the allowance is determined by management's evaluation of known and inherent
risks in the loan portfolio and prevailing economic conditions and the Bank's
loss experience. The allowance is increased by provisions for loan losses
charged against income.
NOTE G - EARNINGS PER SHARE
In February, 1997, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards No. 128 "Earnings Per Share"
("SFAS 128"). SFAS 128 provides accounting and reporting standards for the
calculation of earnings per share intended to simplify the computation by
replacing the presentation of primary earnings per share with a presentation
of basic earnings per share. The Corporation will be required to adopt SFAS
128 in the fourth quarter of 1997. Had earnings per share for the quarter
ended March 31, 1997 been computed in accordance with SFAS 128 basic earnings
per share would have been $.56 and diluted earnings per share would have been
$.54. Basic and diluted earnings per share would have been .46 and .45,
respectively, for the quarter ended March 31, 1996.
NOTE H - SUBSEQUENT EVENTS
On April 4, 1997, People's Savings Financial Corp. announced that it had
entered into an Agreement and Plan of Merger pursuant to which People's
Savings Financial Corp. ("PSFC") will merge with and into a newly formed
subsidiary of Webster Financial Corporation in a tax free stock-for-stock
exchange valued at $34.00 per PSFC share.
The merger must be approved by PSFC shareholders and by federal and state
bank regulatory authorities and is subject to customary closing conditions.
The merger agreement has been approved by the boards of directors of both
Webster and PSFC.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
General
This section presents management's discussion and analysis of the
consolidated results of operations for People's Savings Financial Corp. (the
"Corporation") and Peoples Savings Bank & Trust (the "Bank") for the three
month period ended March 31, 1997 and 1996, and its financial condition as of
March 31, 1997. In order to understand this section in context, it should be
read in conjunction with the consolidated financial statements and notes
thereto.
Financial Condition
At March 31, 1997 total assets were $479.10 million, a decrease of $3.30
million (or .7%) from total assets of $482.39 million at December 31, 1996.
The decrease in assets was primarily due to a decrease in investment
securities available for sale and investment securities held to maturity,
primarily due to maturities and principal repayments. The decrease in assets
was partially offset by an increase in loans. The maturities of investments
and an increase of deposits of $1.8 million allowed the Bank to repay $3.7
million in borrowings. The Corporation had unrealized losses on securities
available for sale, net of taxes, of $.31 million at March 31, 1997, a
decrease of $.97 million from a gain of $.66 million at December 31, 1996.
CAPITAL
The Corporation's and the Bank's Tier 1 leverage capital ratios at March 31,
1997 were 9.12% and 8.85% respectively. The Corporation's and the Bank's
total risk-based capital ratios at March 31, 1997 were 19.23% and 18.67%
respectively. The Corporation's and the Bank's Tier 1 risk-based capital
ratios at March 31, 1997 were 18.45% and 17.90%, respectively. All of the
Corporation's and the Bank's ratios as of March 31, 1997 were well above
applicable minimums. As of March 31, 1997, the Corporation and the Bank fall
within the highest capital category of "well capitalized" under the rules of
the Federal Reserve Board and the Federal Deposit Insurance Corporation.
RESULTS OF OPERATIONS
Net income for the three month period ended March 31, 1997 was $1,074,000, an
increase of $186,000 as compared to $888,000 for the comparable period in
1996. Net interest income for the three month period ended March 31, 1997
increased by $575,000 primarily due to the increase in interest income on
investment securities from the arbitrage transactions the Bank entered into
in 1996. The increase in net interest income for the three month period
ended March 31, 1997 was partially offset by increases in the provision for
loan losses, salaries and employee benefits, and other operating expenses.
Trust income increased by $100,000 to $418,000 as of March 31, 1997, from
$318,000 as of March 31, 1996.
AVERAGE BALANCES, INTEREST, YIELDS AND RATES
The following table presents condensed daily average statements of condition,
which include non-accrual loans, the components of net interest income and
selected statistical data.
<TABLE>
<CAPTION>
Three months ended
March 31,
(dollars in
thousands)
Annualized Variance
Average Balance Average rate Interest Inc. due to
1997 1996 1997 1996 1997 1996 (dec) Vol. Rate
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Loans $261,574 $240,688 7.83% 7.95% $5,120 $4,781 $339 $408 ($69)
Investment
secur-
ities(a) 202,054 148,086 6.80% 6.29% 3,396 2,278 1,118 891 227
Total(a) 463,628 388,774 7.38% 7.31% 8,516 7,059 1,457 1,299 158
Other assets 15,253 15,492
Total
assets $478,881 $404,266
Deposits $352,082 $335,492 4.14% 4.24% 3,641 3,557 84 167 (83)
Borrowings 68,694 14,672 5.90% 5.86% 1,013 215 798 797 1
Total 420,776 350,164 4.42% 4.31% 4,654 3,772 882 964 (82)
Demand
deposits 7,101 5,174
Other
liabilities 3,753 4,076
Stockholders'
equity 47,251 44,852
Total
liabilities
and
stock-
holders'
equity $478,881 $404,266
Net interest income $3,862 $3,287 $575 $335 $240
Net interest rate spread(a) 2.96% 3.00%
Net interest rate margin(a) 3.33% 3.38%
(a) tax adjusted yield
</TABLE>
The average balances, interest, yields and rates table shows that for the
three month period ended March 31, 1997 compared to the same period in 1996
there was an increase in interest income caused primarily by increased volume
of investments and loans and increased yield on investments offset by lower
yields on loans. The comparison of interest expense for the three month
period ended March 31, 1997 compared to the same period in 1996 shows that
interest expense increased primarily due to increased volume of borrowings
and increased volume of deposits, partially offset by a decrease in the rate
on deposits. This activity is consistent with the changes in the
Corporation's balance sheet and changes in interest rates from one year ago.
Net interest rate spread decreased during the three month period ended March
31, 1997 when compared to the same period last year. The decrease during the
three month period was due to the Bank's cost of funds increasing greater
than the yield on earning assets. The increase in the yield on earning
assets for the three month period was due primarily to an increase in the
yield on investments partially offset by a decrease in yield on loans. The
rate the Bank pays on its interest bearing liabilities increased in the three
month period ended March 31, 1997 when compared to the same period last year
primarily due to higher interest rates on the Bank's borrowings, partially
offset by decreased deposit rates. The net interest rate margin decreased
for the three month period ended March 31, 1997 when compared to the same
period in 1996, primarily due to net interest income increasing less than the
increase in average earning assets. Net interest income for the three month
period ended March 31, 1997 increased primarily due to the increased volume
of earning assets.
OTHER INCOME, OTHER EXPENSE, AND TAXES
The following table details the significant increases and decreases in other
income for the three month period ended March 31.
<TABLE>
<CAPTION>
Three Months ended
Other income March 31,
(dollars in thousands) 1997 1996 Inc(dec) %
<S> <C> <C> <C> <C>
Service charges and fees $237 $260 $(23) (8.9%)
Trust fees 418 318 100 31.5
Net investment securities gains (losses) 10 (20) 30 (150.0)
Gains (losses) on loans sold (5) (69) 64 (92.8)
Other operating income 81 77 4 5.2
Total other income $741 $ 566 $ 175 30.9%
</TABLE>
Other income for the three month period ended March 31, 1997 increased by
$175,000 as compared to the same period in 1996. The increase was primarily
due to increased trust income and a decrease in losses on loans sold.
The following table details the significant increases and decreases in other
expenses for the three month period ended March 31.
<TABLE>
<CAPTION>
Three Months ended
Other expenses March 31,
<S> <C> <C> <C> <C>
(dollars in thousands) 1997 1996 Inc(dec) %
Salaries and benefits $1,295 $1,249 $46 3.7%
Occupancy 275 268 7 2.6
Furniture and equipment 254 221 33 14.9
FDIC deposit insurance 5 1 4 400.0
Other real estate expenses 35 (1) 36 N/M
Other operating expenses 748 630 118 18.7
Total other expenses $2,612 $2,368 $ 244 10.3%
</TABLE>
Non-interest expense increased for the three month period ended March 31
1997, from the comparable period of 1996. The increase was primarily due to
increased salaries and benefit expenses, increased furniture and equipment
expenses, and increased other operating expenses, caused primarily by the
Bank's continued growth.
The effective tax rate for the three month period ended March 31, 1997
increased to 38.7% from 37.5% for the same period in 1996. The increase was
primarily due to a decrease in dividend income which qualifies for the
Federal and State dividend received deduction partially offset by a decrease
in the State of Connecticut tax rate to 10.25% from 10.75%.
PEOPLE'S SAVINGS FINANCIAL CORP.
Part II Other Information
Item 1. Legal Proceedings
There are no material pending legal proceedings to which the Corporation or
its subsidiary is a party, or of which any of their property is the subject,
other than ordinary routine litigation in the normal course of business.
Item 2. Changes in Securities
During the first quarter of 1997, there were no changes which would
materially modify the rights of the holders of the Corporation's registered
securities.
Item 3. Defaults Upon Senior Securities
The Corporation and its subsidiary are not in default with respect to the
payment of principal or interest related to any outstanding borrowing.
Item 4. Submission of Matters to a Vote of Securities Holders
None.
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
(A) Exhibits
11.1 Computation of net income per common share.
27 Financial data schedule.
(B) Reports on Form 8-K:
On April 17, 1997 the Corporation filed a report on Form 8-K dated April
4, 1997. On April 4, 1997, People's Savings Financial Corp. announced
that it had entered into an Agreement and Plan of Merger pursuant to
which People's Savings Financial Corp. will merge with and into a newly
formed subsidiary of Webster Financial Corporation in a tax free stock-
for-stock exchange.
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.
PEOPLE'S SAVINGS FINANCIAL CORP.
Date: May 9, 1997 By: /s/ Richard S. Mansfield
Richard S. Mansfield
President and Chief Executive
Officer
Date: May 9, 1997 By: /s/ John G. Medvec
John G. Medvec
Executive Vice President and
Treasurer
<TABLE>
<CAPTION>
Exhibit 11.1
PEOPLE'S SAVINGS FINANCIAL CORP.
COMPUTATION OF NET INCOME PER COMMON SHARE
(in thousands except per share amounts)
Three months ended
March 31,
1997 1996
<S> <C> <C>
Net income -
primary and fully diluted $1,074 $888
Weighted Average Common Stock
and Common Equivalent Stock
Weighted average common stock
outstanding 1,907 1,932
Assumed conversion (as of the
beginning of each period or
upon issuance during a period)
of stock options outstanding at
the end of each period 72 32
Weighted average common stock
outstanding - primary 1,979 1,964
Weighted average common stock
outstanding 1,907 1,932
Assumed conversion (as of the
beginning of each period or
upon issuance during a period)
of stock options outstanding
at the end of each period 77 36
Weighted average common stock
outstanding - fully diluted 1,984 1,968
Earnings Per Common and Common
Equivalent Share
Primary $0.54 $0.45
Fully diluted $0.54 $0.45
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
This schedule contains summary financial information extracted from the
registrant's March 31, 1997 unaudited balance sheet, income statement and cash
flow statement, and notes thereto, and is qualified in its entirety by reference
to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 5,081,000
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 4,934,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 164,689,000
<INVESTMENTS-CARRYING> 26,619,000
<INVESTMENTS-MARKET> 25,619,000
<LOANS> 261,367,000
<ALLOWANCE> 1,816,000
<TOTAL-ASSETS> 479,099,000
<DEPOSITS> 359,853,000
<SHORT-TERM> 67,545,000
<LIABILITIES-OTHER> 4,055,000
<LONG-TERM> 0
0
0
<COMMON> 2,544,000
<OTHER-SE> 43,481,000
<TOTAL-LIABILITIES-AND-EQUITY> 479,099,000
<INTEREST-LOAN> 5,120,000
<INTEREST-INVEST> 3,371,000
<INTEREST-OTHER> 25,000
<INTEREST-TOTAL> 8,516,000
<INTEREST-DEPOSIT> 3,641,000
<INTEREST-EXPENSE> 4,654,000
<INTEREST-INCOME-NET> 3,862,000
<LOAN-LOSSES> 240,000
<SECURITIES-GAINS> 10,000
<EXPENSE-OTHER> 2,612,000
<INCOME-PRETAX> 1,751,000
<INCOME-PRE-EXTRAORDINARY> 1,751,000
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,074,000
<EPS-PRIMARY> .54
<EPS-DILUTED> .54
<YIELD-ACTUAL> 3.33
<LOANS-NON> 1,432,000
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 1,577,000
<CHARGE-OFFS> 19,000
<RECOVERIES> 18,000
<ALLOWANCE-CLOSE> 1,816,000
<ALLOWANCE-DOMESTIC> 1,566,000
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 250,000
</TABLE>
