<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
-----------
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended: March 31, 1996
-----------------------------------------------
Commission file number 0-1739
-------------
MADISON BANCSHARES GROUP, LTD.
- --------------------------------------------------------------------------------
(Exact Name of Small Business Issue as Specified In Its Charter)
Pennsylvania 23-2512079
- ------------------------------- ------------------------------------
(State or other jurisdiction of (IRS Employer Identification Number)
incorporation or organization)
1767 Sentry Parkway West, Blue Bell, PA 19422
- ----------------------------------------------- ---------
(Address of principal executive offices) (Zip Code)
(215) 641-1111
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
N/A
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report)
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 past 12 months (or for such shorter periods 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 ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the Issuer's classes
of common stock, as of the latest practicable date.
964,759 shares of Issuer's Common Stock, par value $1 per share, issued and
outstanding as of May 1, 1996.
<PAGE>
PART 1
ITEM 1 - FINANCIAL STATEMENTS
SEE ANNEX A
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Presented herein are the results of operations of Madison Bancshares
Group, Ltd. (the "Company") and its wholly owned subsidiary, The
Madison Bank (the "Bank"), for the quarters ended March 31, 1996 and
1995. The Bank commenced operations in August, 1989.
CAPITAL RESOURCES
The total shares of common stock outstanding on March 31, 1996 were
964,759 as compared to 838,975 at March 31, 1995. On May 5, 1995, an
additional 58,599 shares were issued in connection with a 7% stock
dividend declared on April 18, 1995. On February 15, 1996 an
additional 67,185 shares were issued in conjunction with a 7-1/2%
stock dividend declared on January 11, 1996. The book value per share
of the Company's common stock on December 31, 1995 was $7.66 and at
March 31, 1996 was $7.81 per share, as adjusted for the stock
dividends.
The chart below depicts various capital ratios applicable to state
chartered Federal Reserve member banks and compares the Bank's actual
ratios at March 31, 1996 and December 31, 1995, respectively, which
exceeded the levels required for a bank to be classified as well-
capitalized.
Regulatory Actual Actual
Ratio Minimum 12/31/95 3/31/96
----- ---------- -------- -------
Qualifying Total Capital to
Risk Weighted Assets 8.0% 10.17% 11.11%
Tier 1 Capital, net of intangibles
to Risk Weighted Assets 4.0% 9.14% 10.18%
Tier 1 Leverage Ratio of Capital to
Total Adjusted Average Assets 4.0% 9.80% 9.58%
The Company's capital-to-assets ratio decreased from 8.62% as of
December 31, 1995 to 8.24% as of March 31, 1996. Management
anticipates that its capital-to-assets ratio will decline in future
periods in the event that the Company's assets continue to grow.
The Company's average return on equity as of December 31, 1995 was
7.73%; and its return on average assets was .70%. For the quarter
ended March 31,1996, the Company's average return on equity was 8.52%
and its return on average assets was .70%.
<PAGE>
LIQUIDITY
The Bank's Asset/Liability Management Committee, comprised of the
members of the Bank's Executive Committee and its Treasurer, is
responsible for managing the liquidity position and interest
sensitivity of the Bank. The Committee's function is to balance the
Bank's interest-sensitive assets and liabilities, while providing
adequate liquidity for projected needs. The primary objective of the
Asset/Liability Management Committee is to optimize net interest
margin in an ever changing rate environment.
Management continues to believe that short-term market instruments,
such as 90-day United States Treasury bills, federal funds, and a
combination of fixed rate and floating rate commercial loans are the
most appropriate approach to meet the Bank's liquidity needs.
Management's ability to quickly increase yields on its interest
earning assets, primarily federal funds and floating rate loans, has
proven that the effect of increases in interest rates generally,
reflecting a higher cost of funds environment, is minimal due to the
asset-sensitive position the Bank has structured in its asset-
liability management strategy. However, the recent decrease in the
net interest spread is reflective of the effect that the decrease in
interest rates has had on the Bank's balance sheet. Due to the asset
sensitive position of the Bank's balance sheet in the immediately
repriceable category, loans and federal funds were priced downward and
the Bank's liabilities repriced over a 90 day period and are
continuing to reprice. Management's risk management review for the
quarter ended March 31, 1996 reveals a budgeted loss in earnings of
approximately $32,000 due to the decline in interest rates. At
March 31, 1996 the risk management review indicates that going
forward, the general effect on profits of the Bank's gap position
within a one year period would be plus or minus (+ or -) $40,000,
or .04 basis points. In the event that interest rates decline, the
effect on the Company's gap position would be negative. Management
believes that any impact will not be significant. As of March
31, 1996, the Bank's net interest spread was approximately 3.91% as
compared to 4.20% at December 31, 1995.
RESULTS OF OPERATIONS
As of March 31, 1996, the Company held deposits aggregating
$83,259,489, which reflects an increase over deposits of $82,870,620
held at December 31, 1995. Of the $83,259,489 deposits held at March
31, 1996, $13,993,442, or approximately 17%, were non-interest bearing
deposits. Total deposit accounts numbered 5,106 at March 31, 1996. As
of the same date, outstanding loans receivable in connection with
loans made to 1,103 loan accounts totaled approximately $77,699,257
(excluding loan loss reserve and deferred loan fees). The following
tables and graphs set forth a comparative breakdown of the Company's
deposits and loans outstanding for the periods ended March 31, 1996
and December 31, 1995, respectively.
<PAGE>
DEPOSIT LIABILITIES
March 31, 1996 December 31, 1995
% of % of
Type of Account Balance Portfolio Balance Portfolio
--------------- --------------------- ---------------------
Non-Interest bearing (1) 13,993,442 17% 14,452,481 17%
Interest bearing (2) 4,053,628 5 3,262,291 4
Money Market (3) 15,613,757 19 16,376,099 20
Savings (4) 4,189,185 5 4,900,299 6
CD's Under 100M (5) 27,477,558 33 18,992,236 23
CD's Over 100M (6) 17,931,919 21 24,870,620 30
----------- --- ----------- ---
Totals $83,259,489 100% $82,870,620 100%
----------- --- ----------- ---
----------- --- ----------- ---
[Pie Chart]
LOANS OUTSTANDING
March 31, 1996 December 31, 1995
% of % of
Type of Account Balance Portfolio Balance Portfolio
--------------- --------------------- ---------------------
Real Estate Loans,
Mortgages(1) $33,192,142 43% $32,000,817 44%
Commercial Loans (2) 36,348,836 47 34,201,976 47
Consumer Loans (3) 6,486,753 8 6,004,835 8
Residential Loans Held
for Sale (4) 1,671,526 2 500,540 1
----------- --- ----------- ---
Totals $77,699,259 100% $72,708,168 100%
----------- --- ----------- ---
----------- --- ----------- ---
[Pie Chart]
<PAGE>
Net interest income, the difference between the interest earned on
loans and other investments and the interest paid on deposits and
other borrowings, is the primary source of the Bank's and the
Company's earnings.
The graph below sets forth the Bank's interest income and interest
expense growth for the period from March 31, 1995 through March 31,
1996:
[GRAPH]
For the three months ended March 31, 1996, the Company had a profit of
$158,941 or $.16 per share, as compared to a profit of $.14 per share
during the three month period ended March 31, 1995. The increase from
$138,164 to $158,941 was attributable to employing a greater
percentage of the Bank's asset growth in earning assets as opposed to
non-earning assets, specifically loan growth.
The Bank's net interest income after provision for loan losses for the
quarters ended March 31, 1996 and March 31, 1995 were $1,008,086 and
$789,012, respectively. Interest income was $1,937,211 for the
quarter ended March 31, 1996, as compared to $1,495,778 for the
quarter ended March 31, 1995. Interest paid on deposits increased to
$839,125 from $656,766 during the corresponding quarter of 1996.
<PAGE>
The increase in interest income primarily was due to growth in loans
as the graph below depicts.
[GRAPH]
As of December 31, 1995 the Bank had 750,318 in its allowance for loan
losses which represented 1.04% of outstanding loans receivable. During
the first quarter of 1996, the Bank added $90,000 to the reserve which
represented 1.09% of outstanding loans receivable. There were no
loans charged off against the reserve in the first quarter and there
was a small recovery. The allowance for loan loss reserve is $840,609
as of March 31, 1996. Management believes that the allowance for loan
losses is reasonable and adequate to cover any known losses and any
losses reasonably expected in the portfolio.
Other real estate owned at March 31, 1996 involves an original loan
balance of $75,000 which was secured by a junior lien collateral
mortgage on a property located in Bryn Mawr, Pennsylvania. The loan
balance has since been reduced to $59,000 and payments continue to be
made on a monthly basis. The property was sold at sheriff's sale and
management bid on the property in an effort to protect the bank's lien
position. This resulted in the carrying value on the property to be
recorded on the bank's books at March 31, 1996 in the amount of
$552,349. The property is in excellent condition and has an appraised
value of $600,000. The property is listed for sale currently at an
asking price of $629,000. The Company has determined that loans
totaling $799,800 were impaired and the related allowance for loan
losses, previously established, was approximately $62,782.
From the period January 1, 1996 to March 31, 1996, non-interest
expenses were $870,822 as compared to $688,713 during the first
quarter of 1995. Of this amount, $435,063, or approximately 50%, was
attributable to salary and related employee benefits as compared to
$349,732, or 51%, during the first quarter of 1995. The increase was
primarily due to increased staffing to accommodate the Bank's growth
and its new branch which opened October, 1995.
<PAGE>
Occupancy expenses of $126,342 accounted for 15% of total non-interest
expenses in the first quarter of 1996 as compared to $88,091, or 13%,
during the first quarter of 1995. This 43% increase was due to
expenses incurred to open a new branch and additional space for
employee growth.
Equipment expenses of $44,970 for the quarter ended March 31, 1996
represented an increase over the $28,981 for the first quarter of
1995. The increase was a result of additional maintenance contracts
on certain of the Bank's equipment and equipment leases to accommodate
for the new branch and employee growth.
Other operating expenses during the quarter ended March 31, 1996 were
$264,447, or approximately 30% of total non-interest expenses, which
was comprised primarily of professional fees, data processing fees,
printing and supplies, fidelity insurance premiums and Pennsylvania
Shares Tax payments. The Bank's Federal Deposit Insurance premiums
decreased 99% from March, 1995 due to the Bank receiving a one time
rebate declared by the FDIC as a result of the insurance fund being
recapitalized. Future payments under the FDIC Assessment Regulation,
Part 327, will require banks in 1A categories, like the Bank, to pay a
minimum of $500 per quarter, regardless of bank deposit size. During
the first quarter of 1995 other operating expenses were $221,909 or
approximately 32% of total expenses.
Income tax expense of $79,060 was provided for the quarter ended
March 31, 1996. Income tax expense for the quarter ended March 31,
1995 was $70,298. The slight increase in income tax expense is due to
increased earnings.
Interest income on federal funds sold represented 2.00% of gross
interest income as compared to less than 1.00% during the first
quarter 1995. Interest on investment securities during the first
quarter of 1996 was $93,275 as compared to $171,078 during the first
quarter 1995. This decrease was due to more funds being employed in
loans than during the first quarter of 1995. Interest income on
investment securities represented approximately 5% of total interest
income while interest on loans outstanding represented 93% of the
Bank's total interest income. During the first quarter of 1995
interest on loans outstanding represented approximately 88% of total
interest income. Total interest and fees on loans at March 31, 1996
was $1,805,058 as compared to $1,319,277 at March 31, 1995.
Other income of $100,737 for the quarter ended March 31, 1996 was
primarily comprised of service charges on deposit accounts and gains
on sales of investment securities. During the first quarter 1995
other income totaled $108,163 and was primarily comprised of service
charges on deposit accounts, gains on sales of mortgage loans and
gains on sales of investment securities. The decrease from $108,163
at March 31, 1995 to $100,737 at March 31, 1996 was attributable to
the decrease in gains arising from gains on sale of investments.
<PAGE>
PART II - OTHER INFORMATION
ITEM 1 LEGAL PROCEEDINGS
On April 18, 1996, the Company filed an action in the Court of Common
Pleas, Montgomery County, Pennsylvania, under the caption, MADISON
BANCSHARES GROUP LTD. AND THE MADISON BANK V. ALAN T. SCHIFFMAN (Civ.
Act. No. 96-07167), seeking a special injunction and a preliminary
injunction to prohibit Alan T. Schiffman, a director and former
Chairman of the Company, from (i) the use of a shareholder list which
the Company alleges he improperly obtained under false pretenses,
and (ii) from taking actions and engaging in a pattern of conduct
which the Company alleges constitute a breach of his fiduciary duty as
a director. On April 22, 1996, the Court denied the Company's request
for emergency relief. Counsel was later advised that a hearing on the
Company's petition for a preliminary injunction would be scheduled no
earlier than August 1996. On May 10, 1996, the Company filed a
praecipe to discontinue the action without prejudice.
ITEM 5 OTHER INFORMATION
On or about April 19, 1996, the Company delivered to its shareholders
proxy materials in connection with the Company's 1996 Annual Meeting
of Shareholders which will occur on May 21, 1996. The only matters
scheduled to be voted upon at the meeting and the election of
directors and the ratification of the selection of auditors. Alan T.
Schiffman, a director and former Chairman of the Board of the Company
has notified the Company of the nomination of four individuals to
stand for election as directors in opposition to the four nominees of
the Board of Directors. On or about May 4, 1996, Mr. Schiffman
delivered to the Company's shareholders proxy materials relating to
such solicitation in opposition.
ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits Filed
Page Number in
Exhibit Number Sequential Numbering System
- -------------- ---------------------------
2 None ----
4 Amended and Restated Articles *
of Incorporation, as amended, and
Amended and Restated Bylaws of
the Issuer
11 Not Applicable ----
15 Not Applicable ----
18 Not Applicable ----
19 None ----
20 None ----
23 None ----
24 None ----
25 None ----
27 Financial Data Schedule ----
28 None ----
____________________
* Incorporated by reference from the Issuer's Registration Statement on
Form S-1, No. 33-27146
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Issuer
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
Madison Bancshares Group, Ltd.
/s/ VITO A. DELISI
-------------------------------------
Vito A. DeLisi
Executive Vice President
/s/ E. CHERYL HINKLE
-------------------------------------
E. Cheryl Hinkle
Vice President
Date Executed: May 3, 1996
<PAGE>
ANNEX A
<PAGE>
(UNAUDITED)
ASSETS
<TABLE>
<CAPTION>
March 31, 1996 December 31, 1995
-------------- -----------------
<S> <C> <C>
Cash and Cash Equivalents:
Cash and amounts due from banks $ 4,702,310 $ 3,788,002
Federal funds sold 3,100,000 6,685,000
------------ ------------
Total cash and cash equivalents 7,802,310 10,473,002
Investment Securities:
Held to maturity (fair value - 1996 $3,091,491;
1995 $4,213,449) 3,110,191 4,209,744
Available for sale (amortized cost
1996 $2,050,900; 1995 $2,945,533) 2,025,669 2,942,869
Loans (Net of allowance for loan losses -
1996, $840,610; 1995, $750,318) 75,032,554 71,257,282
Mortgage loans held for sale 1,671,526 500,540
Real Estate Owned 552,349 552,349
Furniture, Equipment and Leasehold Improvements 526,640 497,045
Accrued interest receivable 596,770 604,093
Other Assets 407,129 190,774
------------ ------------
TOTAL $ 91,725,138 $ 91,227,698
------------ ------------
------------ ------------
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Noninterest-bearing demand deposits $ 13,993,442 $ 14,452,481
Interest-bearing demand deposits 4,053,628 3,262,291
Savings deposits 4,189,185 4,900,299
Money market deposits 15,613,757 16,376,099
Time deposits 45,409,477 43,879,450
------------ ------------
Total Deposits 83,259,489 82,870,620
Accrued Interest Payable 900,128 656,895
Accrued Expenses and Other Liabilities 28,759 307,468
------------ ------------
Total Liabilities 84,188,376 83,834,983
------------ ------------
Commitments
Shareholders Equity:
Preferred stock, $5 par value - authorized 5,000,000
shares; issued and outstanding, 0 shares.
Common stock, $1 par value - authorized 20,000,000
shares; issued and outstanding, 1996, 964,759 shares;
1995, 897,574 shares 964,759 897,574
Capital surplus 7,146,209 6,709,506
Accumulated deficit (557,553) (212,606)
Net unrealized losses on available for sale securities (16,653) (1,759)
------------ ------------
Total shareholders' equity 7,536,762 7,392,715
------------ ------------
TOTAL $ 91,725,138 $ 91,227,698
------------ ------------
------------ ------------
</TABLE>
See notes to consolidated financial statements
<PAGE>
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(UNAUDITED)
<TABLE>
<CAPTION>
1996 1995
------------ ------------
<S> <C> <C>
Operating activities:
Net income $ 158,941 138,164
Adjustments for non-cash items included in net income:
Depreciation and amortization 31,461 20,822
Provision for loan losses 90,000 50,000
Net amortization of bond premium/discount 186 (28,107)
Amortization of deferred fees & costs, net (45,461) (57,043)
Gain on sale of mortgages held for sale 17,149 25,198
Gain on sale of investments 16,956
Changes in assets and liabilities which provided (used) cash:
Mortgage loans held for resale (1,155,367) 412,772
Interest receivable 7,323 25,934
Other assets (208,682) (22,307)
Accrued interest payable 243,233 94,986
Accrued expenses and other liabilities (278,709) (41,872)
------------ ------------
Net cash provided by (used in) operating activities (1,172,694) 569,967
------------ ------------
Investing activities:
Proceeds from sale of investment securities 4,041,138
Proceeds from maturity of investment securities 2,100,000 500,000
Purchase of investment securities 1,942,000
Net change in loans to customers (3,819,811) (7,074,093)
Purchase of furniture, equipment and leasehold improvements (61,056) (47,754)
------------ ------------
Net cash used in investing activities (1,886,867) (2,580,709)
------------ ------------
Financing activities:
Increase in demand, savings and time deposits 388,869 5,062,335
Decrease in borrowed funds 16,805,000
Proceeds from issuance of common stock 50,000
------------ ------------
Net cash provided by financing activities 388,869 1,437,335
------------ ------------
Net decrease in cash and cash equivalents (2,670,692) (573,407)
Cash and cash equivalents, beginning of year 10,473,002 3,976,139
------------ ------------
Cash and cash equivalents, end of period $ 7,802,310 $ 3,402,732
------------ ------------
------------ ------------
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest $ 595,892 $ 561,780
------------ ------------
------------ ------------
Income taxes $ 361,527
------------
------------
Supplemental disclosures of noncash investing activities
Unrealized loss on available for sale securities $ (16,653) $ 33,852
------------ ------------
------------ ------------
</TABLE>
See notes to consolidated financial statements
<PAGE>
CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(UNAUDITED)
1996 1995
----------- -----------
Interest income:
Interest and fees on loans $ 1,805,058 $ 1,319,277
Interest and dividends on investment securities:
US Government obligations 74,135 151,360
Municipal bonds 12,231 12,258
Other securities 6,909 7,460
Interest on temporary investments 38,878 5,423
----------- -----------
1,937,211 1,495,778
----------- -----------
Interest expense:
Interest on:
Demand deposits 18,432 14,809
Savings and money market deposits 161,967 234,310
Time deposits 658,657 356,733
Federal Funds Purchased 69 50,914
----------- -----------
839,125 656,766
----------- -----------
Net interest income before provision for loan losses 1,098,086 839,012
Provision for loan losses 90,000 50,000
----------- -----------
Net interest income after provision for loan losses 1,008,086 789,012
----------- -----------
Other noninterest income:
Gain on sale of mortgage loans 15,619 7,570
Service charges on deposit accounts 70,166 72,185
Gain on sale of investments 0 15,812
Other 14,952 12,596
----------- -----------
Total noninterest income 100,737 108,163
----------- -----------
Other noninterest expenses:
Salary and employee benefits 435,063 349,732
Occupancy 126,342 88,091
Equipment 44,970 28,981
Computer processing 49,647 42,287
Deposit insurance 500 34,819
Legal 17,435 3,597
Professional fees 19,625 22,800
Business development 27,385 16,397
Office and stationary supplies 19,852 16,701
Advertising 19,765 13,373
Other operating 110,238 71,935
----------- -----------
Total noninterest expenses 870,822 688,713
----------- -----------
Income before income taxes 238,001 208,462
Provision for income taxes 79,060 70,298
----------- -----------
Net income $ 158,941 $ 138,164
----------- -----------
----------- -----------
Net income per common share $ 0.16 $ 0.14
----------- -----------
----------- -----------
Weighted average number of shares 964,759 964,759
----------- -----------
----------- -----------
See notes to consolidated financial statements
<PAGE>
MADISON BANCSHARES GROUP, LTD. AND SUBSIDIARY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 1996
1. Basis of presentation:
The accompanying unaudited consolidated financial statements were prepared
in accordance with instructions for quarterly reports on Form 10-QSB and,
therefore, do not include information or footnotes necessary for a complete
presentation of financial condition, results of operations, shareholders'
equity and cash flows in conformity with generally accepted accounting
principles. However, the financial statements reflect all adjustments
which in the opinion of management are necessary for fair statement of
financial results and that all adjustments are of a normal recurring
nature. The results of operations for the three month periods ended March
31, 1996 and 1995 are not necessarily indicative of the results which may
be expected for the entire fiscal year.
Certain reclassifications have been made to the Consolidated Statement of
Income for the three months ended March 31, 1995 in order to conform to
presentation for the three months ended March 31, 1996.
2. Principles of consolidation:
The consolidated financial statements include the accounts of Madison
Bancshares Group, Ltd. and its wholly owned subsidiary, the Madison Bank
(the Bank). All material intercompany balances and transactions have been
eliminated.
3. Stock dividends:
On January 11, 1996, the Board of Directors declared a 7-1/2% stock
dividend on Common Stock outstanding. The dividend was paid on
February 15, 1996 to shareholders of record on January 31, 1996. This
resulted in an additional issuance of 67,185 shares of common stock.
4. Provision for income taxes:
The provision for income taxes is computed in accordance with Statement of
Financial Accounting Standards (SFAS) No. 109.
Three months ended
3/31/96 3/31/95
--------------------
Provision for current income taxes $79,060 $ 62,900
Provision for deferred income taxes 7,398
------- --------
Total $79,060 $ 70,298
------- --------
------- --------
A reconciliation between the provision for income taxes computed at the
statutory federal income tax rate of 34% and the actual provision for
income taxes is as follows:
Three months ended
3/31/96 3/31/95
--------------------
Federal income tax provision at statutory
rate $79,060 $70,298
------- -------
Actual provision for income taxes $79,060 $70,298
------- -------
------- -------
<PAGE>
MADISON BANCSHARES GROUP, LTD. AND SUBSIDIARY
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 1996
4. Provision for income taxes (continued):
The deferred income tax expense and benefit provision for the three months
ended March 31, 1996 and 1995 results from temporary differences of excess
of book over tax depreciation, allowance for loan losses, deferred loan
fees, and amortization of preopening costs.
5. Net income per share:
Net income per share of common stock is based upon the weighted average
number of shares outstanding during the period of 964,759 in March, 1996
and March, 1995, after giving effect to the stock dividend of January,
1996.
<PAGE>
ANNEX TO FORM 10-QSB
(Description of Charts)
1. Pie Chart setting forth Deposit Liabilities at March 31, 1996 and
December 31, 1995 indexed to the table of Deposit Liabilities.
2. Pie Chart setting forth Loans Outstanding at March 31, 1996 and December
31, 1995 indexed to the table of Loans Outstanding.
3. Graph showing interest growth and interest expense growth for the period
March 31, 1995 through March 31, 1996 (000s).
1995 NET INTEREST INCOME TOTAL NON-INTEREST EXPENSE
- ---- ------------------- --------------------------
March 369 241
April 307 255
May 324 261
June 362 273
July 334 260
August 345 259
September 345 234
October 352 279
November 371 344
December 409 289
1996
- ----
January 389 303
February 367 301
March 383 298
<PAGE>
4. Graph showing growth in Loans and Deposits for the period March 31, 1995
through March 31, 1996 (000s).
1995 LOANS DEPOSITS
- ---- ----- --------
March 59,969 67,096
April 61,762 66,616
May 62,928 70,944
June 64,863 69,897
July 65,620 69,266
August 67,094 72,403
September 69,062 72,486
October 70,344 80,169
November 71,272 80,051
December 72,514 82,904
1996
- ----
January 74,051 77,793
February 77,391 83,711
March 77,699 83,269
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 4,702,550
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 3,100,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 3,678,000
<INVESTMENTS-CARRYING> 3,110,000
<INVESTMENTS-MARKET> 0
<LOANS> 75,874,000
<ALLOWANCE> 841,000
<TOTAL-ASSETS> 91,725,000
<DEPOSITS> 83,259,000
<SHORT-TERM> 0
<LIABILITIES-OTHER> 929,000
<LONG-TERM> 0
0
0
<COMMON> 964,759
<OTHER-SE> 0
<TOTAL-LIABILITIES-AND-EQUITY> 7,537,000
<INTEREST-LOAN> 1,805,000
<INTEREST-INVEST> 93,000
<INTEREST-OTHER> 39,000
<INTEREST-TOTAL> 1,937,000
<INTEREST-DEPOSIT> 839,000
<INTEREST-EXPENSE> 839,000
<INTEREST-INCOME-NET> 1,098,000
<LOAN-LOSSES> 90,000
<SECURITIES-GAINS> 16,000
<EXPENSE-OTHER> 871,000
<INCOME-PRETAX> 238,000
<INCOME-PRE-EXTRAORDINARY> 238,000
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 159,000
<EPS-PRIMARY> 0.16
<EPS-DILUTED> 0.16
<YIELD-ACTUAL> 4.18
<LOANS-NON> 359,000
<LOANS-PAST> 292,000
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 750,000
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 841,000
<ALLOWANCE-DOMESTIC> 841,000
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 778,000
</TABLE>
