FORM 10-Q
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the quarterly period ended: September 30, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the transition period from _______ to ________
Commission File Number 0-18832
First Federal Financial Corporation of Kentucky
(Exact Name of Registrant as specified in its charter)
Kentucky 61-1168311
(State or other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)
2323 Ring Road
Elizabethtown, Kentucky 42701
(Address of principal executive offices)
(Zip Code)
(502) 765-2131
(Registrants'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
--- ---- 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.
Class Outstanding as of October 31, 1998
------------ ----------------------------------
Common Stock 4,129,612 shares
This document is comprised of 13 pages.
<PAGE>
FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY
INDEX
PART I - Financial Information Page Number
Item 1 - Financial Statements
Consolidated Statements of Financial Condition as
of September 30, 1998 (Unaudited) and June 30, 1998. 3
Consolidated Statements of Income for the Three Months
Ended September 30, 1998 and 1997 (Unaudited). 4
Consolidated Statements of Comprehensive Income for
the Three Months Ended September 30, 1998 and 1997
(Unaudited). 5
Consolidated Statements of Cash Flows for the Three
Months Ended September 30, 1998 and 1997 (Unaudited). 6
Notes to Consolidated Financial Statements 7
Item 2 - Management's Discussion and Analysis of the Consolidated
Statements of Financial Condition and Results of Operations 8
PART II - Other Information 12
SIGNATURES 13
<PAGE>
<TABLE>
<CAPTION>
FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
ASSETS September 30, June 30,
------ 1998 1998
------------ -----------
(unaudited)
<S> <C> <C>
$ 8,017,206 $ 4,992,588
Cash and cash equivalents 763,268 4,157,124
Interest bearing deposits
Securities:
Securities held-to-maturity (fair value approximates
$51,910,000 and $24,935,000 at September 30, 1998
and June 30, 1998, respectively) 51,589,119 24,639,484
Securities available-for-sale, at fair value 2,939,298 1,934,412
Loans receivable, net 376,642,666 355,306,342
Real estate owned:
Acquired through foreclosure 112,147 133,584
Held for development 642,491 642,491
Investment in Federal Home Loan Bank stock 3,038,300 2,983,800
Premises and equipment 11,137,771 10,747,145
Other assets 956,374 1,329,890
Excess of cost over net assets of affiliate purchased 11,502,821 2,784,409
------------ ------------
Total Assets $467,341,461 $409,651,269
============ ============
LIABILITIES & STOCKHOLDERS' EQUITY
Liabilities:
Savings deposits $382,488,761 $306,702,649
Advances from Federal Home Loan Bank 23,219,101 43,248,855
Accrued interest payable 1,155,985 358,435
Accounts payable and other liabilities 2,837,105 2,576,839
Deferred income taxes 2,205,768 2,076,104
----------- -----------
Total Liabilities 411,906,720 354,962,882
----------- -----------
Stockholders' Equity:
Serial preferred stock 5,000,000 shares authorized
and unissued -- --
Common stock, $1 par value per share; authorized
10,000,000 shares; issued and outstanding 4,129,612
shares on September 30, 1998 and 4,129,612 shares
on June 30, 1998 4,129,612 4,129,612
Additional paid-in capital 3,252,247 3,253,664
Retained earnings - substantially restricted 46,958,636 46,208,807
Net unrealized holding gain on securities available-for-sale,
net of tax 1,094,246 1,096,304
---------- ---------
Total Stockholders' Equity 55,434,741 54,688,387
---------- ----------
Total Liabilities & Stockholders' Equity $467,341,461 $409,651,269
============ ============
</TABLE>
See notes to consolidated financial statements.
3
<PAGE>
FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended
September 30,
1998 1997
Interest income:
Interest on loans $7,712,415 $7,089,484
Interest and dividends on
investments and deposits 998,151 432,242
----------- -----------
Total interest income 8,710,566 7,521,726
----------- -----------
Interest expense:
Savings deposits 4,227,346 3,247,563
Federal Home Loan Bank advances 398,804 580,991
----------- -----------
Total interest expense 4,626,150 3,828,554
----------- -----------
Net interest income 4,084,416 3,693,172
Provision for loan losses 60,000 60,000
----------- -----------
Net interest income after
provision for loan losses 4,024,416 3,633,172
----------- -----------
Other income:
Customer service fees on deposit accounts 387,495 313,244
Other income 351,412 309,936
Gain on sale of investment 108,267 116,945
----------- -----------
Total other income 847,174 740,125
----------- -----------
Other expense:
Employee compensation and benefits 1,091,947 888,135
Office occupancy and equipment expense 307,604 237,533
Federal insurance premiums 48,260 44,226
Marketing and advertising 102,024 86,395
Outside services and data processing 178,674 151,927
State franchise tax 79,357 74,039
Other expense 964,269 428,014
----------- ------------
Total other expense 2,772,135 1,910,269
----------- ------------
Income before taxes 2,099,455 2,463,028
Income taxes 727,215 859,260
----------- -----------
Net income $1,372,240 $1,603,768
========== ==========
Weighted average common shares outstanding 4,129,612 4,167,600
Net income per share of common stock (Note 2) $0.33 $0.38
===== =====
Dividends per share of common stock $0.15 $0.14
===== =====
See notes to consolidated financial statements
4
<PAGE>
FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
Three Months Ended
September 30,
1998 1997
----- -----
Net income $1,372,240 $1,603,768
Other comprehensive income, net of tax:
Unrealized gains on securities 1,094,246 975,229
---------- ----------
Total comprehensive income $2,466,486 $2,578,997
========== ==========
5
<PAGE>
<TABLE>
<CAPTION>
FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY
CONSOLIDATED STATEMENTS OF CASH FLOW
(Unaudited)
Three Months Ended
September 30,
1998 1997
<S> <C> <C>
Operating Activities:
Net income $1,372,240 $ 1,603,768
Adjustments to reconcile net income to
net cash provided by operating activities:
Provision for loan losses and real estate owned 60,000 60,000
Provision for depreciation 179,943 140,278
Net change in deferred loan fees and costs 54,219 46,987
Federal Home Loan Bank stock dividends (54,500) (50,700)
Amortization of discounts on securities held-to-maturity (22,700) (32,322)
Amortization of acquired intangible assets 157,498 60,018
Net gain on sale of investments available-for-sale (108,267) (116,945)
Increase in interest payable 797,550 199,690
Decrease in other assets 386,608 300,685
Increase in accounts payable and other liabilities 389,930 664,080
---------- ---------
Net cash provided by operating activities 3,212,521 2,875,539
---------- ---------
Investing Activities:
Sale of securities available-for-sale 110,223 3,479,138
Purchases of securities available-for-sale (1,010,000) (38,332)
Purchases of securities held-to-maturity (36,855,000) (5,000,000)
Principal collections on securities held-to-
maturity 9,929,165 6,047,431
Net increase in loans to customers (10,720,165) (6,394,242)
Purchases of premises and equipment (443,795) (453,878)
Sales of real estate acquired in settlement of
loans 92,000 129,000
---------- ----------
Net cash used in investing activities (38,897,572) (2,230,883)
------------ ----------
Financing Activities:
Advances from (repayments to) Federal Home Loan Bank (20,029,754) (26,294)
Net increase in customer savings deposits 3,291,366 3,611,114
Dividends paid (619,442) (582,287)
Proceeds from stock options exercised -- 2,386
Common stock repurchased (1,417) (270,000)
Collection on advance to ESOP -- 14,685
Cash proceeds from acquisition 51,964,454 --
----------- ----------
Net cash provided by financing activities 34,605,207 2,749,604
----------- ----------
(Decrease) increase in cash and cash equivalents (1,079,844) (3,394,260)
Cash and cash equivalents, beginning of year 9,149,712 9,175,713
---------- ----------
Cash and cash equivalents, end of period $ 8,069,868 $ 12,569,973
========== ==========
</TABLE>
See notes to consolidated financial statements.
6
<PAGE>
FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY
Notes to Consolidated Financial Statements
1. Interim Financial Statements
First Federal Financial Corporation of Kentucky ("Corporation") is the
parent to its wholly owned subsidiary, First Federal Savings Bank of
Elizabethtown ("Bank"). The Corporation has no material income, other than
that generated by the Bank.
In the opinion of management, these unaudited consolidated financial
statements include all adjustments necessary for a fair presentation of its
financial position as of September 30, 1998 and the results of its
operations and its cash flows for the three month period then ended. All
such adjustments were of a normal recurring nature.
The results of operations for the three month period ended September 30,
1998 are not necessarily indicative of the results for the full year.
It is suggested that these financial statements be read in conjunction with
the financial statements, accounting policies and financial notes thereto
included in the Appendix to the Company's 1998 Proxy Statement which has
been previously filed with the Commission.
2. On December 15, 1997, the Bank adopted SFAS No. "Earnings Per Share,"
which establishes new standards for computing and presenting earnings per
share. The reconciliation of the numerators and denominators of the basic
and diluted EPS computations is as follows:
Three Months Ended
September 30,
------------------
(Dollars in Thousands)
1998 1997
---- ----
Net income available
to common shareholders $ 1,372 $ 1,604
========= =========
Basic EPS:
Weighted average common shares 4,129,612 4,167,600
========= =========
Diluted EPS:
Weighted average common shares 4,129,612 4,167,600
Dilutive effect of stock options 20,705 29,114
--------- ---------
Weighted average common and
incremental shares 4,150,317 4,196,714
========= =========
Earnings Per Share:
Basic $0.33 $0.38
===== =====
Diluted $0.33 $0.38
===== =====
7
<PAGE>
MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
First Federal Financial Corporation of Kentucky ("Corporation") is the parent to
its wholly owned subsidiary, First Federal Savings Bank of Elizabethtown
("Bank"). The Bank has operations in the central Kentucky communities of
Elizabethtown, Radcliff, Bardstown, Munfordville, Shepherdsville, Mt.
Washington, Brandenburg, and Flaherty.
The following discussion and analysis covers any material changes in the
financial condition since June 30, 1998 and any material changes in the results
of operations for the three month period ending, September 30, 1998. This
discussion and analysis should be read in conjunction with "Managements
Discussion and Analysis of Financial Condition and Results of Operations"
included in the 1998 Annual Report to Shareholders.
PRELIMINARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
The information set forth in this report includes forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995. For
this purpose, the words "believes," "anticipates," "plans," "expects," and
similar expressions are intended to identify forward-looking statements.
Although the Corporation believes that the forward-looking statements are based
upon reasonable assumptions, the statements are subject to certain risks and
uncertainties that could cause the Corporation's actual results to differ
materially from those indicated by the forward-looking statements. Among the key
factors that may have a direct bearing on the Corporation's operating results
are fluctuations in the economy; the relative strengths and weakness in the
consumer and commercial credit sectors and in the real estate market; the
actions taken by the Federal Reserve for the purpose of managing the economy;
the Corporation's success in assimilating acquired branches and operations into
the Bank's existing operations; the Bank's success in converting its systems to
integrate new hardware and software without material disruption; the
Corporation's ability to offer competitive banking products and services; the
continued growth of the markets in which the Corporation operates consistent
with recent historical experience; the enactment of federal legislation
affecting the operations of the Corporation; and the Corporation's ability to
expand into new markets and to maintain profit margins in the face of pricing
pressure.
Acquisition
On July 24, 1998, the Bank completed its acquisition of three bank branches
located in Meade County, Kentucky from Bank One, Kentucky, N.A. Two of the
branches are located in Brandenburg, Kentucky and the third branch is in
Flaherty, Kentucky.
In the transaction, the Bank acquired certain assets and assumed certain
liabilities associated with the acquisition of the Meade County banking
centers. The transaction resulted in recording of assets of $11,870,000,
liabilities of $72,500,000 and core deposit intangibles of approximately
$8,670,000. The consideration paid for the assets totaled approximately
$20,500,000, which was determined based on a premium for the core deposits
of the acquired banking centers plus the book or cash value of certain
other transferred assets. The acquisition was funded by reducing proceeds
due for the net liability amount assumed.
8
<PAGE>
Results of Operations
Net income was $1,654,000 or $0.40 per share for the three month period ended
September 30, 1998, as compared to $1,604,000 or $0.38 per share for the
same period in 1997. On July 24, 1998, the Bank completed a three-branch
acquisition in Meade County, Kentucky. This resulted in an acquisition
related charge of $282,000 which reduced net income for the quarter ended
September 30, 1998, to $1,372,000, or $0.33 per share. The following
discussion outlines the material differences in income and expenses for the
three month period ended September 30, 1998 as compared to 1997.
Net interest income increased by $391,244 in 1998 as compared to 1997 in
spite of the declining net interest margin which was 3.76% for the 1998
period, as compared to 4.13% for the 1997 period. The acquisition of the
Meade County banking centers contributed approximately $267,000 to the
total increase in net interest income for the 1998 quarter. The
Corporation's cost of funds decreased by 18 basis points in 1998 compared
to 1997, due to lower rates paid on short-term customer deposits.
Average interest-earning assets increased by $76 million from $355 million for
the 1997 period to $431 million for the 1998 period due to the
interest-earning assets acquired from the Meade County banking centers.
Average loans were $40 million higher and averaged $371 million during
1998, while the average yield on loans decreased by 24 basis points to
8.25%.
Average interest-bearing liabilities increased by $83 million to an average
balance of $405 million for the 1998 period due to the interest-earning
liabilities acquired from Meade County. Customer deposits averaged $382
million during 1998, an increase of $99 million compared to the 1997
quarter. The acquisition contributed approximately $72.5 million to the
total deposit growth.
Total other income was $847,174 for the three months ended September 30, 1998,
as compared to $740,125 for the 1997 period, an increase of $107,049. Gains on
investment sales were $108,267 for the 1998 quarter as compared to gains of
$116,945 for the 1997 period. Other sources of income, such as loan fees,
checking account fees, and other customer transaction fees increased by $115,727
due to growth in deposit relationships with existing customers and new customers
as a result of the acquisition.
Total other expense was $2,772,135 for the three month period ended September
30, 1998, as compared to $1,910,269 for the 1997 period, an increase of
$861,866. Compensation and benefits increased by $203,812 in 1998 as compared to
1997, $187,000 of the increase is due to the acquisition while the other $17,000
increase is due to routine inflationary salary raises and new associate
positions required to service the normal customer growth of the Bank. Office
occupancy and equipment expenses increased by $70,071 in 1998 as compared to
1997. Approximately $50,000 of the increase is due to the acquisition of the
Meade County banking centers while the remaining $20,000 is due to inflationary
increases in other occupancy and equipment related expenses. Operating costs
related to the acquisition such as supplies, marketing, data processing costs,
and legal expenses resulted in an increase to other expense of $291,869 for the
quarter ended September 30, 1998. All other expenses increased by $296,114 in
1998 compared to 1997. Expenses directly related to customer checking accounts
increased due to a higher volume of accounts. Expenses directly related to
postage, telephone, data processing costs, marketing, and supplies increased due
to asset growth and new services provided by the Bank.
9
<PAGE>
Non-Performing Assets
Management periodically evaluates the adequacy of the allowance for loan losses
based on the Bank's past loan loss experience, known and inherent risks in
the portfolio, adverse situations that may effect the borrower's ability to
repay and other factors. During the quarter ended September 30, 1998,
management chose to add $60,000 to the reserve for loan losses. Although
current loan charge-offs and delinquencies are consistent with previous
years, the reserve was increased to compensate for the Bank's continued
strong loan growth. The Bank experienced an insignificant amount of
uncollectible loans during the periods indicated in the table below.
Approximately 67% of the Bank's non-performing assets are collateralized by
one-to-four family residences at September 30, 1998.
Three Months Ended
September 30,
------------------
1998 1997
---- ----
(Dollars in Thousands)
Allowances for loan losses:
Balance, July 1 $ 1,853 $ 1,715
Balance acquired in merger 205 --
Provision for loan losses 60 60
Charge-offs (7) (15)
Recoveries 12 6
---------- ----------
Balance, end of period $ 2,123 $ 1,766
========== ==========
Net loans outstanding at quarter end $376,643 $333,932
Non-performing loans at quarter end:
Collaterized by one-to-four family homes 1,502 1,247
Other non-performing loans 635 361
Ratios: Non performing loans to total loans .57% .48%
Allowance for loans losses to
non-performing loans 99% 110%
Allowance for loan losses to net loans .56% .53%
Non-performing assets to total assets .48% .50%
Liquidity & Capital Resources
Loan demand continued to be strong during the quarter ended September 30, 1998,
as net loans increased from $355 million at June 30, 1998 to $377 million
at September 30. The acquisition of the Meade County banking centers
contributed $11 million to the total loan growth of $22 million, while the
Bank achieved a 12% growth rate in its existing loan customer base, or $11
million in net new loans. The Meade County acquisition contributed $72.5
million in new customer deposits. The acquisition coupled with a $3.3
million growth in the Bank's customer deposits resulted in a total deposit
increase of $75.8 million during the quarter ended September 30, 1998.
10
<PAGE>
Current regulations require the Corporation's subsidiary, First Federal Savings
Bank, to maintain minimum specific levels of liquid assets, (currently 4%)
of cash and eligible investments to the savings deposits and short-term
borrowings. At September 30, 1998, the Bank's liquid assets were 16.19% of
its liquidity base. The Bank intends to continue to fund loan growth
(outstanding loan commitments were $9.5 million at September 30, 1998) and
any declines in customer deposits through additional advances from the
FHLB. At September 30, 1998, the Bank had an unused approved line of credit
in the amount of $12.5 million, and the potential to significantly increase
its indebtedness with the FHLB, if necessary, due to its strong financial
condition.
The Office of Thrift Supervision's capital regulations requires the Bank to
meet three capital standards. As indicated below, the Bank substantially
exceeded the regulatory requirements for each category at September 30, 1998.
(Dollars in thousands)
Tangible Core Risk-weighted
Actual capital $40,919 $40,919 $43,042
Regulatory requirement 9,070 18,139 26,103
----- ------ ------
Excess $31,849 $22,780 $16,939
======= ======= =======
Year 2000
Recognizing the need to ensure its operations will not be adversely impacted by
Y2K failures, the Bank has developed a proactive plan for minimizing its risk
and updating a majority of its computer hardware and software systems in the
process. Upon completion of the plan, management believes that the consequences
of Y2K issues will not have a material effect on the Bank's business, results of
operations and financial condition. The Bank has entered into agreements with
hardware and software vendors to systematically replace and verify that all
hardware and software is Y2K compliant. An equally important objective of the
complete overhaul of the systems is to enhance the Bank's technological
capabilities. The anticipated benefits of the new systems include faster
customer service, the flexibility to offer a wider range of new products and
services and the capability to offer electronic banking services in the future.
Communication systems will be converted to fully integrated wide area network,
thereby connecting all banking centers electronically to one another. Management
anticipates that all remaining Y2K issues will be resolved and all related
contingency costs will be reliably estimatable by March 1999. Management
currently anticipates that implementation costs will approximate $140,000, net
of tax, and that equipment upgrade costs, including both technological
enhancements and Y2K related costs, will approximate $260,000, net of tax.
11
<PAGE>
FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY
Part II - Other Information
Item 1. Legal Proceedings
Not Applicable
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
Not Applicable
Item 5. Other Information
Not Applicable
Item 6. Exhibits: Not Applicable
Reports on Form 8-K:
The Corporation filed Form 8-K on August 10,
1998 to report the acquisition of three bank
branches located in Meade County, Kentucky from
Bank One, Kentucky, N.A., effective July 24,
1998.
12
<PAGE>
FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY
Pursuant to the requirements of Section 13 or 15(d) 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.
DATE: November 12, 1998 BY: (S) B. Keith Johnson
-------------------------------------
President and Chief Executive Officer
DATE: November 12, 1998 BY: (S) Richard L. Muse
------------------------------------
Vice President and Comptroller
13
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
(This schedule contains summary financial information extracted from the
registrant's unaudited consolidated financial statements for the three months
ended September 30, 1998 and is qualified in its entirety by reference to such
financial statements.)
</LEGEND>
<CIK> 0000854395
<NAME> FIRST FEDERAL FINANCIAL CORP OF KENTUCKY
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 3-MOS
<FISCAL-YEAR-END> JUN-30-1999 JUN-30-1998
<PERIOD-START> JUL-01-1998 JUL-01-1997
<PERIOD-END> SEP-30-1998 SEP-30-1997
<EXCHANGE-RATE> 1.000 1.000
<CASH> 8,017,206 8,770,119
<INT-BEARING-DEPOSITS> 763,268 3,799,854
<FED-FUNDS-SOLD> 0 0
<TRADING-ASSETS> 0 0
<INVESTMENTS-HELD-FOR-SALE> 2,939,298 1,756,294
<INVESTMENTS-CARRYING> 51,589,119 16,469,318
<INVESTMENTS-MARKET> 54,849,298 18,258,965
<LOANS> 376,642,666 335,698,477
<ALLOWANCE> 2,122,889 1,766,198
<TOTAL-ASSETS> 467,341,461 382,585,063
<DEPOSITS> 382,488,761 284,953,288
<SHORT-TERM> 23,219,101 41,487,900
<LIABILITIES-OTHER> 6,198,858 3,723,005
<LONG-TERM> 0 0
0 0
0 0
<COMMON> 4,129,612 4,159,196
<OTHER-SE> 51,305,129 48,261,674
<TOTAL-LIABILITIES-AND-EQUITY> 467,341,461 382,585,063
<INTEREST-LOAN> 7,712,415 7,089,484
<INTEREST-INVEST> 432,242 432,242
<INTEREST-OTHER> 0 0
<INTEREST-TOTAL> 8,710,566 7,521,726
<INTEREST-DEPOSIT> 4,227,346 3,247,563
<INTEREST-EXPENSE> 4,626,150 3,828,554
<INTEREST-INCOME-NET> 4,024,416 3,633,172
<LOAN-LOSSES> 60,000 60,000
<SECURITIES-GAINS> 108,267 116,945
<EXPENSE-OTHER> 2,772,135 1,910,269
<INCOME-PRETAX> 2,099,455 2,463,028
<INCOME-PRE-EXTRAORDINARY> 2,099,455 2,463,028
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 1,372,240 1,603,768
<EPS-PRIMARY> 0.33 0.38
<EPS-DILUTED> 0.33 0.38
<YIELD-ACTUAL> 8.01 8.41
<LOANS-NON> 0 0
<LOANS-PAST> 2,279,000 1,608,000
<LOANS-TROUBLED> 0 0
<LOANS-PROBLEM> 2,688,000 1,868,000
<ALLOWANCE-OPEN> 1,853,000 1,715,000
<CHARGE-OFFS> 7,000 15,000
<RECOVERIES> 12,000 6,000
<ALLOWANCE-CLOSE> 2,123,000 1,766,000
<ALLOWANCE-DOMESTIC> 0 0
<ALLOWANCE-FOREIGN> 0 0
<ALLOWANCE-UNALLOCATED> 2,123,000 1,766,000
</TABLE>