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, 1999
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)
(270) 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, 1999
----- ----------------------------------
Common Stock 3,918,163 shares
This document is comprised of 13 pages.
<PAGE>
FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY AND SUBSIDIARY
INDEX
PART I - Financial Information Page Number
Item 1-Consolidated Financial Statements
Consolidated Statement of Financial Condition as
of September 30, 1999 (Unaudited) and June 30, 1999. 3
Consolidated Statement of Income for the Three Months
Ended September 30, 1999 and 1998 (Unaudited). 4
Consolidated Statement of Comprehensive Income for
the Three Months Ended September 30, 1999 and
1998 (Unaudited). 5
Consolidated Statement of Cash Flows for the Three
Months Ended September 30, 1999 and 1998 (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>
FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY AND SUBSIDIARY
Consolidated Statements of Financial Condition
<TABLE>
<CAPTION>
September 30, June 30,
ASSETS 1999 1999
---- ----
(unaudited)
<S> <C> <C>
Cash and due from banks $ 8,528,032 $ 10,257,162
Interest bearing deposits 7,245,686 1,634,475
------------ ------------
Total cash and cash equivalents 15,773,718 11,891,637
Securities available-for-sale 2,584,792 2,935,979
Securities held-to-maturity 38,330,647 44,404,392
Loans receivable, less allowance for loan losses
of $2,157,448 (September) and $2,107,994 (June) 414,928,421 400,360,402
Federal Home Loan Bank stock 3,258,400 3,200,000
Premises and equipment 11,408,218 11,594,369
Real estate owned:
Acquired through foreclosure 121,051 108,610
Held for development 445,683 445,683
Excess of cost over net assets acquired 10,671,022 10,878,972
Accrued interest 1,160,915 1,603,514
Other assets 892,228 880,216
------------ ------------
TOTAL ASSETS $499,575,095 $488,303,774
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES:
Deposits:
Non-interest bearing $ 17,197,573 $ 15,223,267
Interest bearing 383,797,798 384,220,172
----------- -----------
Total Deposits 400,995,371 399,443,439
Advances from Federal Home Loan Bank 37,470,823 25,894,127
Accrued interest payable 803,283 868,840
Accounts payable and other liabilities 3,511,230 2,336,503
Deferred income taxes 1,953,823 1,898,703
----------- -----------
TOTAL LIABILITIES 444,734,530 430,441,612
----------- -----------
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, 4,121,112 shares in June and
3,972,511 shares in September 3,972,511 4,121,112
Additional paid-in capital - 3,055,644
Retained earnings 49,999,857 49,587,422
Accumulated other comprehensive
income, net of tax 868,197 1,097,984
------------ ------------
TOTAL STOCKHOLDERS' EQUITY 54,840,565 57,862,162
------------ ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $499,575,095 $488,303,774
============ ============
</TABLE>
See notes to consolidated financial statements.
3
<PAGE>
FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY AND SUBSIDIARY
Consolidated Statements of Income
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
September 30,
---------------------------
1999 1998
---- ----
<S> <C> <C>
Interest Income:
Interest and fees on loans $8,286,225 $7,712,415
Interest and dividends on investments and deposits 814,159 998,151
--------- ---------
Total interest income 9,100,384 8,710,566
--------- ---------
Interest Expense:
Deposits 4,241,041 4,227,346
Federal Home Loan Bank advances 392,128 398,804
--------- ---------
Total interest expense 4,633,169 4,626,150
--------- ---------
Net interest income 4,467,215 4,084,416
Provision for loan losses 89,525 60,000
--------- ---------
Net interest income after provision for loan losses 4,377,690 4,024,416
--------- ---------
Noninterest Income:
Customer service fees on deposit accounts 450,504 387,495
Secondary mortgage market closing fees 133,785 114,914
Gain on sale of investments 153,135 108,267
Brokerage and insurance commissions 108,700 85,964
Other income 116,025 150,534
--------- ---------
Total other noninterest income 962,149 847,174
--------- ---------
Noninterest Expense:
Employee compensation and benefits 1,286,263 1,091,947
Office occupancy expense and equipment 351,231 307,604
FDIC insurance premiums 57,015 48,260
Marketing and advertising 128,214 102,024
Outside services and data processing 300,734 238,832
State franchise tax 99,531 79,357
Acquisition related expense - 291,869
Amortization of intangibles 207,950 157,498
Other expense 567,260 454,744
--------- ---------
Total other noninterest expense 2,998,198 2,772,135
--------- ---------
Income before income taxes 2,341,641 2,099,455
Income taxes 768,495 727,215
--------- ---------
Net Income $1,573,146 $1,372,240
========== ==========
Earnings per share:
Basic $ 0.39 $ 0.33
Diluted $ 0.38 $ 0.33
</TABLE>
See notes to consolidated financial statements.
4
<PAGE>
FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY AND SUBSIDIARY
Consolidated Statements of Comprehensive Income
(Unaudited)
Three Months Ended
September 30,
-------------------------
1999 1998
---- ----
Net Income
Other comprehensive income (loss), net of tax: $1,573,146 $1,372,240
Change in unrealized gain (loss)
on securities (128,180) 69,398
Reclassification of realized amount (101,069) (71,456)
---------- ----------
Net unrealized gain recognized in
comprehensive income (229,787) (2,058)
---------- ----------
Comprehensive Income $1,343,359 $1,370,182
========== ==========
See notes to consolidated financial statements.
5
<PAGE>
FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY AND SUBSIDIARY
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
September 30,
----------------------------
1999 1998
---- ----
<S> <C> <C>
Operating Activities:
Net income $ 1,573,146 $ 1,372,240
Adjustments to reconcile net income to net
cash provided by operating activities:
Provision for loan losses 89,525 60,000
Depreciation of premises and equipment 247,547 179,943
Net change in deferred loan fees and costs 83,561 54,219
Federal Home Loan Bank stock dividends (58,400) (54,500)
Amortization of acquired intangible assets 207,950 157,498
Amortization and accretion on securities (15,638) (22,700)
Gain on sale of investments available-for-sale (153,135) (108,267)
Interest receivable 442,599 (79,000)
Other assets (12,012) 165,608
Interest payable (65,557) 797,550
Accounts payable and other liabilities 1,174,727 260,266
Deferred taxes 173,495 129,664
---------- ----------
Net cash provided by operating activities 3,687,808 2,912,521
---------- ----------
Investing Activities:
Sales of securities available-for-sale 155,829 110,223
Purchases of securities available-for-sale - (1,010,000)
Purchases of securities held-to-maturity - (36,855,000)
Maturities of securities held-to-maturity 6,089,714 9,929,165
Net increase in loans (14,753,546) (10,109,859)
Net purchases of premises and equipment (61,396) (443,795)
Net cash received in acquisition - 52,456,754
----------
Net cash used in investing activities (8,569,399) 14,077,488
---------- ----------
Financing Activities:
Net increase in deposits 1,551,932 3,291,366
Net advances from (repayments to) Federal Home Loan Bank 11,576,696 (20,029,754)
Dividends paid (730,267) (619,442)
Common stock repurchased (3,634,689) (1,417)
----------- ----------
Net cash provided by financing activities 8,763,672 (17,359,247)
----------- ----------
Increase (decrease) in cash and cash equivalents 3,882,081 (369,238)
Cash and cash equivalents, beginning of year 11,891,637 9,149,712
----------- ----------
Cash and cash equivalents, end of period $15,773,718 $ 8,780,474
=========== ==========
</TABLE>
See notes to consolidated financial statements.
6
<PAGE>
FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY AND SUBSIDIARY
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, 1999 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,
1999 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 1999 Proxy Statement
which has been previously filed with the Commission.
Earnings Per Common Share - Basic earnings per common share is net
income divided by the weighted average number of common shares
outstanding during the period. Diluted earnings per common share
include the dilutive effect of additional potential common shares
issuable under stock options. The reconciliation of the numerators and
denominators of the basic and diluted EPS is as follows:
Three Months Ended
September 30,
-------------------------
(Dollars in Thousands)
1999 1998
---- ----
Net income available to common shareholders $ 1,573 $ 1,372
======== =======
Basic EPS:
Weighted average common shares 4,069,632 4,129,612
========= =========
Diluted EPS:
Weighted average common shares 4,069,632 4,129,612
Dilutive effect of stock options 18,760 20,705
--------- ---------
Weighted average common and
incremental shares 4,088,392 4,150,317
========= =========
Earnings Per Share:
Basic $ 0.39 $ 0.33
======= ======
Diluted $ 0.38 $ 0.33
======= ======
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, Flaherty, and Hillview.
The following discussion and analysis covers any material changes in the
financial condition since June 30, 1999 and any material changes in the results
of operations for the three month period ending September 30, 1999. This
discussion and analysis should be read in conjunction with "Managements
Discussion and Analysis of Financial Condition and Results of Operations"
included in the 1999 Annual Report to Shareholders.
FORWARD-LOOKING STATEMENTSPRELIMINARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Management's discussion and analysis contains forward-looking statements that
are provided to assist in the understanding of anticipated future financial
performance. However, such performance involves risks and uncertainties, and
there are certain important factors that may cause actual results to differ
materially from those anticipated. The important factors include, but are not
limited to, fluctuations in the economy; changes in interest rates; government
legislation and regulation; the Corporation's success in assimilating acquired
branches and operations into its existing operations; the Corporation's ability
to offer competitive banking products and services; the continued growth of the
markets in which the Corporation operates; the Corporation's ability to expand
into new markets and to maintain profit margins in the face of pricing pressure,
all of which are difficult to predict and many of which are beyond the
Corporation's control.
Acquisition Acquisition
On July 24, 1998, the Bank completed its acquisition of three bank branches
located in Meade County, Kentucky from Bank One Corporation. Two of the banking
centers are located in Brandenburg, Kentucky and the third banking center 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 approximately $11,000,000 of loans and
$72,000,000 of deposits. The net deposits assumed exceeded the cash received by
$8,670,000.
Results of Operations
Net income was $1,573,000 or $0.39 per share for the three month period ended
September 30, 1999, compared to $1,565,000 or $0.38 per share for the same
period in 1998. Actual net income for the 1998 quarter includes a one-time
acquisition-related charge of $292,000 ($193,000 net of tax) resulting in net
earnings of $1,372,000 or $0.33 per share. The following discussion outlines the
material differences in income and expense for the quarter ended September 30,
1999 compared to 1998.
Net interest income increased by $383,000 in 1999 to $4,467,000 compared to
$4,084,000 in 1998. This increase was due to increases in the volume of interest
earning assets resulting from normal Bank operations. The Bank's net interest
margin increased from 3.76% for the 1998 period to 3.81% for the 1999 period.
Average interest-earning assets increased by $34 million from $431 million for
the 1998 period to $465 million for the 1999 period due to the normal growth of
the Bank. Average loans were $41 million higher and averaged $412 million during
the 1999 period, while the average yield on loans decreased by 27 basis points
to 7.98%.
8
<PAGE>
Average interest-bearing liabilities increased by $13 million to an average
balance of $418 million for the three month period ended September 30, 1999.
Customer deposits averaged $384 million during 1999 quarter, a $2 million
increase from the 1998 average balance of $382 million. The cost of funds on
these deposits averaged 4.38% during the 1999 period which was a decrease of 1
basis point from the 1998 average cost of funds of 4.39%. This decrease is
attributable to lower rates paid on short-term customer deposits.
Non-interest income was $962,000 for the 1999 quarter, an increase of $115,000
from the 1998 period. Gains on investment sales were $153,000 compared to gains
of $108,000 for the 1998 quarter. Fee income in connection with loans originated
for the secondary market increased by $19,000 or 17% during the quarter ended
September 30, 1999 due to a better market penetration, as opposed to higher
refinancing activity. Fee income from trust, brokerage and other customer
transaction fees increases due to growth in deposit relationships with new and
existing customers.
Non-interest expense increased by $226,000 or 8% during the 1999 period compared
to 1998. Compensation and employee benefits, the largest component of
non-interest expense, increased by $194,000 or 18% in 1999 compared to 1998. The
increase includes salary increases and reflects increases in the number of full
time equivalent employees from 141 at September 30, 1998, to 160 at September
30, 1999, due to new associate positions required to service the growth of the
Bank.
Occupancy and equipment expense increased by $43,000 or 14% in 1999 compared to
1998. The majority of the increase is due to the expansion in the number of
banking locations from 11 at September 30, 1998, to 12 at September 30, 1999.
Marketing and advertising expense increased by $26,000 or 25% in 1999 compared
to 1998. This increase includes marketing activities associated with the opening
of a new banking center and the development of new products and services.
All other non-interest expense, excluding the one-time acquisition-related
charge of $292,000 ($193,000, net of tax), increased by $255,000 during the 1999
period compared to the 1998 period. Expenses directly related to customer
checking accounts increased due to a higher volume of accounts. Expenses
directly related to postage, telephone, data procesing costs 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, 1999, management chose
to add $89,525 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 62% of the Bank's non-performing assets are
collateralized by one-to-four family residences at September 30, 1999.
Three Months Ended
September 30,
-------------------------
1999 1998
---- ----
(Dollars in Thousands)
Allowance for loan losses:
Balance, July 1 $ 2,108 $ 1,853
Balance acquired in merger - 205
Provision for loan losses 90 60
Charge-offs (44) (7)
Recoveries 3 12
------- -------
Balance, end of period $ 2,157 $ 2,123
======= =======
Loans outstanding at quarter end $417,086 $376,643
Non-performing loans at quarter end:
Collateralized by one-to-four family homes $ 1,585 $ 1,502
Other non-performing loans 862 635
------- -------
Total non-performing loans 2,447 2,137
Real estate acquired through foreclosure 121 112
------- -------
Total non-performing assets $ 2,568 $ 2,249
======= =======
Ratios: Non performing loans to loans .59% .57%
Allowance for loans losses to
non-performing loans 88% 99%
Allowance for loan losses to net loans .52% .56%
Non-performing assets to total assets .51% .48%
Liquidity & Capital Resources
Loan demand continued to be strong during the three months ended September 30,
1999, as net loans increased by $14.6 million to $415 million, a 14.3%
annualized growth. In spite of strong competition from new financial
institutions, mutual funds and the stock market, customer deposits increased by
$1.6 million during the period. The Bank's loan growth was funded by additional
borrowings of $11.6 million from the Federal Home Loan Bank.
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 deposits and short-term borrowings. At
September 30, 1999, the Bank's liquid assets were 8.61% of its liquidity base.
The Bank intends to continue to fund loan growth (outstanding loan commitments
were $14.2 million at September 30, 1999) and any declines in customer deposits
through additional advances from the FHLB. At September 30, 1999, the Bank had
an unused approved line of credit in the amount of $24.4 million, and the
potential to significantly increase its indebtedness with the FHLB, if
necessary, due to its strong financial condition.
10
<PAGE>
The Office of Thrift Supervision's capital regulations require savings
institutions to meet three capital standards: a 3% Tier I leverage ratio; a 4%
Tier I capital ratio; and an 8% risk-based capital standard. As of September 30,
1999, the Bank's actual capital percentages for Tier I leverage of 9.15%, Tier I
capital of 13.84%, and current risk-based capital of 14.51%, significantly
exceed the regulatory requirement for each category.
Year 2000
When the Year 2000 date change occurs at the end of this year, customers of the
Bank can be sure their accounts are safe. The Bank has been under the watchful
eyes of federal regulators, who have required meticulous Year 2000 preparations
over the past year. Important milestones in the renovating and testing process
have also been behind us for months and we are on track for a fully compliant
Y2K system.
Status
First Federal Savings Bank's Board of Directors and senior management remains
committed to be Year 2000 ready. The Year 2000 team has studied the issue and
has guided the Bank through the Year 2000 process. The first steps involved an
evaluation of the effects Year 2000 could have on our information systems and
other important aspects of our business. A formal Year 2000 plan was then
established and filed with the Bank's federal regulators, the Office of Thrift
Supervision. The plan has been updated with the primary focus on achieving
compliance within established time frames. The Bank's plan has five phases:
awareness, assessment, renovation, validation, and implementation. All phases of
the Bank's Year 2000 plan were substantially completed as of June 30, 1999.
Efforts for the remaining portion of the year will be customer awareness,
liquidity needs and contingency planning. First Federal Savings Bank has
developed a business resumption or contingency plan, which the Bank will
implement in the event certain critical systems fail despite affirmative
representations from vendors and favorable test results. These plans will be
updated regularly and should enable the Bank to function at a level sufficient
to serve the majority of our customer's needs until any Year 2000 problems are
resolved. The best way customers can prepare for Year 2000 is to stay informed,
keep all bank records, and avoid scam artists.
Cost
Capital outlays for becoming Year 2000 compliant through September 30, 1999
totaled $497,000 ($328,000, net of tax) all of which was expensed as incurred.
As the Bank's initiatives are substantially complete, management anticipates
future costs to be minimal and expensed as incurred.
Risk
First Federal Savings Bank relies upon numerous third-party vendors and
infrastructures to provide complete service to our customers, and failure on
their part to not becoming Year 2000 compliant could have a material adverse
effect on the Bank. Monitoring of the mission critical vendors continues.
11
<PAGE>
FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY AND SUBSIDIARY
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:
Not Applicable
12
<PAGE>
FIRST FEDERAL FINANCIAL CORPORATION OF KENTUCKY AND SUBSIDIARY
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, 1999 BY: (S) B. Keith Johnson
----------------------------
B. Keith Johnson
President and Chief Executive Officer
DATE: November 12, 1999 BY: (S) Richard L. Muse
-----------------------------
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, 1999 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-30-2000 JUN-30-1999
<PERIOD-START> JUL-01-1999 JUL-01-1998
<PERIOD-END> SEP-30-1999 SEP-30-1998
<EXCHANGE-RATE> 1.000 1.000
<CASH> 8,528,032 8,017,206
<INT-BEARING-DEPOSITS> 7,245,686 763,268
<FED-FUNDS-SOLD> 0 0
<TRADING-ASSETS> 0 0
<INVESTMENTS-HELD-FOR-SALE> 2,584,792 2,939,298
<INVESTMENTS-CARRYING> 38,330,647 51,589,119
<INVESTMENTS-MARKET> 37,206,000 54,849,298
<LOANS> 417,085,869 376,642,666
<ALLOWANCE> 2,157,448 2,122,889
<TOTAL-ASSETS> 499,575,095 467,341,461
<DEPOSITS> 400,995,371 382,488,761
<SHORT-TERM> 37,470,823 23,219,101
<LIABILITIES-OTHER> 6,268,336 6,198,858
<LONG-TERM> 0 0
0 0
0 0
<COMMON> 3,972,511 4,129,612
<OTHER-SE> 50,868,054 51,305,129
<TOTAL-LIABILITIES-AND-EQUITY> 499,575,095 467,341,461
<INTEREST-LOAN> 8,286,225 7,712,415
<INTEREST-INVEST> 814,159 432,242
<INTEREST-OTHER> 0 0
<INTEREST-TOTAL> 9,100,384 8,710,566
<INTEREST-DEPOSIT> 4,241,041 4,227,346
<INTEREST-EXPENSE> 4,633,169 4,626,150
<INTEREST-INCOME-NET> 4,467,215 4,024,416
<LOAN-LOSSES> 89,525 60,000
<SECURITIES-GAINS> 153,135 108,267
<EXPENSE-OTHER> 2,998,198 2,772,135
<INCOME-PRETAX> 2,341,641 2,099,455
<INCOME-PRE-EXTRAORDINARY> 2,341,641 2,099,455
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 1,573,146 1,372,240
<EPS-BASIC> 0.39 0.33
<EPS-DILUTED> 0.38 0.33
<YIELD-ACTUAL> 7.76 8.01
<LOANS-NON> 2,447,000 2,279,000
<LOANS-PAST> 0 0
<LOANS-TROUBLED> 0 0
<LOANS-PROBLEM> 3,434,000 2,688,000
<ALLOWANCE-OPEN> 2,108,000 1,853,000
<CHARGE-OFFS> 44,000 7,000
<RECOVERIES> 3,000 12,000
<ALLOWANCE-CLOSE> 2,157,000 2,123,000
<ALLOWANCE-DOMESTIC> 0 0
<ALLOWANCE-FOREIGN> 0 0
<ALLOWANCE-UNALLOCATED> 2,157,000 2,123,000
</TABLE>
