<PAGE> 1
United States
Securities and Exchange Commission
Washington, D.C. 20549
----------
Form 10-Q/A
Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Quarterly Period Ended March 31, 1997
Commission File No.: 0-17703
----------
First American Bancorp
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Alabama 63-0879472
------------------ ------------------------------------
(State of Alabama) (I.R.S. Employer Identification No.)
251 Johnston Street, S.E.
Decatur, Alabama 35601
----------------------
(Address of principal executive offices)
(205) 340-7000
----------------------
(Registrant's telephone number)
----------
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 the registrant's class
of common stock, as of the last practicable date.
<TABLE>
<CAPTION>
Class Outstanding at March 31, 1997
----- -----------------------------
<S> <C>
Common Stock, $.01 Par Value 2,302,168
</TABLE>
<PAGE> 2
First American Bancorp and Subsidiary
Form 10-Q
Index
<TABLE>
<CAPTION>
Part I Financial Information Page No.
- --------------------------------------------------------------------------------
<S> <C> <C>
Item 1 Consolidated Statements of Condition as of
March 31, 1997, and December 31, 1996 3
Consolidated Statements of Income for the
Three Month Periods Ended March 31, 1997
and March 31, 1996 4
Consolidated Statements of Cash Flows for
the Three Month Periods Ended March 31, 1997
and March 31, 1996 5
Notes to Consolidated Financial Statements 6
Item 2 Management's Discussion and Analysis of
Financial Condition and Results of Operations 7
Part II Other Information
- -----------------------------------------------------
Item 1 Legal Proceedings 9
Item 2 Changes in Securities 9
Item 3 Defaults upon Senior Securities 9
Item 4 Submission of Matters to a Vote of Security Holders 9
Item 5 Other Information 10
Item 6 Exhibits and Reports on Form 8-K 11
Signatures 11
</TABLE>
<PAGE> 3
First American Bancorp and Subsidiary
Consolidated Statements of Condition
As of March 31, 1997, and December 31, 1996
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
-----------------------------------------
ASSETS
<S> <C> <C>
Cash and due from banks $ 11,170,409 $ 8,270,560
Interest bearing deposits in other 74,632 49,270
banks
Federal funds sold 3,725,000
U.S. Treasury securities and
obligations of other U.S. 6,533,057 6,845,355
Government agencies and corporations
Obligations of states and political 10,665,347 10,536,228
subdivisions
Mortgage backed securities 10,179,748 10,241,965
Other securities 1,624,575 1,624,512
-----------------------------------------
Total securities available for sale 29,002,727 29,248,060
Mortgage loans held for sale, net of 923,342 866,700
discount
Loans, net of unearned income 174,584,682 172,973,942
Less : Allowance for loan losses (1,747,039) (1,688,940)
-----------------------------------------
Net loans 172,837,643 171,285,002
Premises and equipment, net 7,823,780 7,832,296
Other real estate 105,693 80,199
Accrued interest receivable 1,436,753 1,383,178
Deferred Tax Benefit 821,479 759,300
Other assets 2,687,690 3,243,142
-----------------------------------------
TOTAL ASSETS $230,609,148 $223,017,707
=========================================
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Noninterest-bearing demand $ 24,905,561 $ 22,043,303
Interest-bearing demand 66,040,009 66,050,592
Certificates of Deposit $100,000 and 28,423,461 25,525,456
over
Other time and savings 72,610,032 69,803,186
-----------------------------------------
Total deposits 191,979,063 183,422,537
Federal funds purchased 1,325,000
Current portion long term debt 1,000,000 1,105,000
Long term debt 12,500,000 12,500,000
Capital lease obligation 132,561 138,900
Accrued expenses and other liabilities 1,778,177 1,843,908
-----------------------------------------
Total Liabilities 207,389,801 200,335,345
Shareholders' equity:
Preferred stock, par value $.01 per share Authorized -
400,000 shares; none issued
Common stock, par value $.01 per share
Authorized - 10,000,000 shares at March 31, 1997 and
March 31, 1996 and December 31, 1996; issued and
outstanding 2,302,168 shares, 2,048,031 shares and 23,022 22,639
2,263,884 shares, respectively
Additional paid in capital 15,326,562 15,166,195
Retained earnings 8,346,554 7,836,899
Unrealized loss on securities,
available for sale, net of deferred tax benefit (476,791) (343,371)
-----------------------------------------
Total Shareholders' Equity 23,219,347 22,682,362
-----------------------------------------
Total Liabilities and Shareholders' Equity $230,609,148 $223,017,707
=========================================
</TABLE>
See notes to consolidated financial statements.
<PAGE> 4
First American Bancorp and Subsidiary
Unaudited Consolidated Statements of Income
For the three month periods ended March 31, 1997, and March 31, 1996
<TABLE>
<CAPTION>
Three Months Ended March 31,
1997 1996
<S> <C> <C>
Revenue from earning assets:
Interest and fees on loans $4,413,361 $3,286,384
Interest on investment securities:
Taxable 291,576 444,054
Exempt from Federal income tax 133,877 140,273
Interest on Federal funds sold and interest-bearing deposits in other banks 3,996 25,233
----------------------------------
Total interest income 4,842,810 3,895,944
Interest expense:
Interest on deposits 1,853,263 1,841,470
Interest on long term debt and Federal funds purchased 211,488 9,603
Interest on obligations under Capitalized leases 2,736 3,222
----------------------------------
Total interest expense 2,067,487 1,854,295
----------------------------------
Net interest income 2,775,323 2,041,649
Provision for loan losses 460,639 44,928
----------------------------------
Net interest income after provision for loan losses 2,314,684 1,996,721
----------------------------------
Noninterest revenues:
Service charges on deposits 276,310 265,245
Other operating revenues 154,058 135,596
Net securities gains (losses) 6,532
----------------------------------
Total noninterest income 436,900 400,841
Noninterest expenses:
Salaries and employee benefits 1,095,809 941,512
Occupancy, furniture and equipment 252,019 354,080
Other operating expenses 640,171 428,768
----------------------------------
Total noninterest expenses 1,987,999 1,724,360
Income before income taxes 763,585 673,202
Provision for income taxes 253,930 170,201
----------------------------------
Net income $ 509,655 $ 503,001
==================================
Earnings Per Common Share $ 0.18 $ 0.18
Earnings per common share assuming dilution 0.17 0.17
</TABLE>
See notes to consolidated financial statements.
<PAGE> 5
First American Bancorp and Subsidiary
Consolidated Statements of Cash Flows
For the three month periods ended March 31, 1997 and March 31, 1996
<TABLE>
<CAPTION>
1996 1995
---- ----
<S> <C> <C>
Cash flows from operating activities $ 1,499,203 $ 599,365
Cash flows from investing activities:
Proceeds from sale of securities available for sale 1,422,066 7,297,900
Proceeds from the maturity of securities available for sale 642,977 342,250
Purchase of securities available for sale (1,813,178) (4,587,442)
Net loans made to customers (2,231,240) (8,822,187)
Capital expenditures (124,044) (958,692)
Proceeds from sale of other real estate 29,240 33,767
----------------------------------
Cash flows used by investing activities (2,074,179) (6,694,404)
Cash flows from financing activities:
Net increase in demand deposit accounts 2,851,675 3,639,390
Net increase in certificates of deposit and other time and
savings deposits 5,704,851 9,556,750
Net decrease in Federal funds purchased (1,325,000) (825,000)
Payment of capital lease obligation (6,339) (5,854)
Repayment of long-term debt (105,000)
Proceeds from issuance of common stock 105,000 16,239
----------------------------------
Cash flows provided by financing activities 7,225,187 12,381,525
Net increase (decrease) in cash and cash equivalents 6,650,211 6,286,486
Cash and cash equivalents at beginning of period 8,319,830 9,557,841
----------------------------------
Cash and cash equivalents at end of period $ 14,970,041 $ 15,844,327
==================================
</TABLE>
See notes to consolidated financial statements.
<PAGE> 6
First American Bancorp and Subsidiary
Notes to Consolidated Financial Statements
March 31, 1997 and 1996
Note 1 - Basis of Presentation
The results of operations for the three months ended March 31,
1997 and 1996 are not necessarily indicative of the results to be expected for
the full year.
In the opinion of management, the accompanying unaudited
consolidated financial statements contain all adjustments (consisting of only
normal recurring accruals) necessary for a fair presentation.
The condensed consolidated financial statements and notes are
presented as permitted by Form 10-Q, and do not contain certain information
included in the Company's audited financial statements and notes for the year
ended December 31, 1996.
The accounting policies followed by the Company are set forth in
Note 1 of the Company's financial statements contained in the Annual Report to
Shareholders for the year ended December 31, 1996.
Note 2 - Stock Split
Earnings per weighted average number of shares outstanding in 1997
reflect a 25% stock split effected in the form of a stock dividend paid to
shareholders of record on April 11, 1997. Earnings per weighted average number
of shares outstanding in 1996 reflect a 10% stock split effected in the form of
a stock dividend paid to shareholders on April 2, 1996 and a 25% stock split
effected in the form of a stock dividend to shareholders on April 11, 1997.
Note 3 - Adoption of Statement of Financial Accounting Standards
The Company will adopt Statement of Financial Accounting Standards
(SFAS) Number 128, Earnings Per Share, which establishes standards of computing
and presenting earnings per share (EPS) and applies to entities with publicly
held common stock or potential common stock. This statement replaces the
presentation of primary EPS with a presentation of basic EPS and requires dual
presentation of basic and diluted EPS on the face of the income statement for
all entities with complex capital structures and requires a reconciliation of
the numerator and denominator of the basic EPS computation to the numerator and
denominator of the diluted EPS computation.
This statement is effective for financial statements issued for
periods ending after December 31, 1997, including interim periods; earlier
application is not permitted.
Note 4 - Reconciliation of Earnings per common share and Earnings per common
share assuming dilution
For the Quarter Ended March 31, 1997
<TABLE>
<CAPTION>
Income Shares Per-Share
(Numerator) (Denominator) Amount
---------- ----------- ---------
<S> <C> <C> <C>
Income available to common stockholders $509,655
Basic EPS 509,655 2,854,152 $0.18
=====
Effects of Dilutive Securities Options 95,817
---------
Dilutive EPS $509,655 2,949,969 $0.17
======== ========= =====
</TABLE>
For the Quarter Ended March 31, 1996
<TABLE>
<CAPTION>
Income Shares Per-Share
(Numerator) (Denominator) Amount
---------- ----------- ---------
<S> <C> <C> <C>
Income available to common stockholders $503,001
Basic EPS 503,001 2,815,101 $0.18
=====
Effects of Dilutive Securities Options 79,068
---------
Dilutive EPS $503,001 2,894,169 $0.17
======== ========= =====
</TABLE>
<PAGE> 7
ITEMS 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion is presented to aid in an understanding of
the Company's financial condition and results of operations for the first
quarter of 1997.
The Company reported earnings of $510,000 during the first quarter
of 1997 compared with $503,000 during the first quarter of 1996 which is a 1.3%
increase from 1996 to 1997. Net income per share during the first quarter of
1997 and 1996, was $0.18, respectively. The earnings per share in 1996 have
been restated to reflect a 25% stock split effected in the form of a stock
dividend paid in 1997.
DISTRIBUTION OF ASSETS, LIABILITIES AND SHAREHOLDER'S EQUITY
Total assets increased 14.9% to $230.6 million at March 31, 1997
from $200.8 million at March 31, 1996, and 3.4% from $223.0 million at December
31, 1996. This increase was a result of the 2.5% increase in earning assets
which included increases in federal funds sold , loans, net of unearned income,
and mortgage loans held for sale.
Securities available for sale decreased to $29.0 million at
March 31, 1997 from $38.8 million at March 31, 1996, a 25.3% decrease. The
decrease in the portfolio was primarily to fund the Company's loan growth and
the departure of higher cost public deposits as discussed below.
At March 31, 1997, the Bank holds the following types of structured
notes and derivatives in its investment portfolio: Step-up bonds, dual index
notes, and collateralized mortgage obligations. Liquidity, interest rate risk,
yield, and extension risk are all considerations in holding these types of
securities. The Bank periodically evaluates these securities to determine the
effect that various interest rate changes have on the market value of these
securities. The Bank understands that changing interest rates impact the market
value of the security and its average life. The duration of these securities are
monitored in relation to the overall portfolio. This evaluation also addresses
the possible impact on the Bank's earnings and capital resulting from rate
changes. The potential carrying amount recoverability is also reviewed on a
regular basis. The Bank holds no securities whose ultimate principal redemption
would be less than par.
Loans, net of unearned income, grew to $174.6 million at March 31,
1997 from $135.8 million at March 31, 1996, or 28.6% as a result of strong loan
demand in 1996. During the first quarter of 1997 loans, net of unearned income,
increased to $174.6 million from $173.0 million at December 31, 1996, a 0.93%
increase.
Reserve for loan losses increased 13.3% to $1.7 million at March 31,
1997 from $1.5 million at March 31, 1996. Loan loss reserve as a percent of
loans, net of unearned income was 1.00% at March 31, 1997, compared to 1.07% at
March 31, 1996 and 0.98% at December 31, 1996. Management believes the loan
loss reserve is adequate given the Bank's loan portfolio and historical low
loan loss ratio.
Bank premises and equipment decreased to $7.8 million at March 31,
1997 from $8.0 million at March 31, 1996 primarily as a result of depreciation
expense during 1996. Bank premises and equipment decreased 0.1% from December
31, 1996.
Total deposits at March 31, 1997 were $192.0 million compared with
$178.6 million a year earlier, reflecting a 7.5% increase. Total deposits
increased 4.7% from $183.4 million at December 31, 1996. Interest bearing demand
deposits decreased $5.4 million from March 31, 1996 due to the planned departure
of competitively bid public funds bearing a high interest rate. The departure of
these higher cost public funds has contributed to the improvement in the banks
net interest margin. The decrease in interest bearing demand deposits from March
31, 1996 to March 31, 1997 was offset by increases of $5.0 million in
noninterest bearing demand deposits, $5.7 million in certificates of deposits
greater than $100,000 and $8.0 million in other time deposits during the same
period due to increased efforts to raise deposits. Noninterest bearing demand
deposits increased 13.0% to $24.9 million at March 31, 1997 compared to $22.0
million at December 31, 1996 while certificates of deposit greater than $100,000
increased 11.4% to $28.4 million from $25.5 million over the same period. At
March 31, 1997, the Company had $12.5 million in borrowings from the Federal
Home Loan Bank (FHLB) compared with no such borrowings
<PAGE> 8
at March 31, 1996. The $12.5 million FHLB debt has an interest rate of one
month LIBOR (London interbank offered rate) minus three basis points, 5.6575 %
at March 31, 1997, and matures June 5, 1998. The increase in Federal Funds
purchased and Federal Home Loan Bank borrowings is due primarily to fund the
Company's strong loan demand.
Shareholders' equity increased to $23.2 million at March 31, 1997,
a 12.6% increase from $20.6 million at March 31, 1996. Shareholders' equity
increased 2.4% from $22.7 million at December 31, 1996. The increase from
December 31, 1996 was due to the Company's net income of $0.5 million in the
three months ended March 31, 1997. Partially offsetting the net income was the
mark-to-market adjustment for specific securities designated as available for
sale of $477,000 at March 31, 1997, an increase of $134,000 from $343,000 at
December 31, 1996. The mark-to-market adjustment decreased $112,000 from
March 31, 1996.
At March 31, 1997, the equity capital to asset ratio was 10.1%. At
March 31, 1996, this ratio was 10.2%; and at December 31, 1996, it was 10.2%.
The current risk based capital ratios well exceed the risk based capital
guidelines established by banking regulators as illustrated below:
Minimum Regulatory
At March 31, 1997 Requirements
------------------- --------------------
Risk-based capital:
Tier I capital ratio 12.63% 4.00%
Total capital ratio 13.58% 8.00%
Leverage Ratio 10.45% 3.00 to 5.00%
ASSET AND LIABILITY MANAGEMENT, LIQUIDITY AND CAPITAL RESOURCES
Through its asset liability management plan, management maintains
adequate liquidity to satisfy the Company's day to day cash flow requirements
and has available adequate liquidity sources to satisfy seasonal fluctuations.
RESULTS OF OPERATIONS
During the first quarter of 1997 earnings were $510,000, compared
with first quarter earnings during 1996 of $503,000, a 1.3% increase, which
resulted primarily from an improved interest margin offset by increased
noninterest expenses and provision for loan losses.
For the three month period ending March 31, 1997 gross interest
margin improved $0.8 million or 36.0% to $2.8 million compared to $2.0 million
at March 31, 1996. When compared with the three month period ended March 31,
1996, the changes in the volume and mix of earning assets and interest-bearing
liabilities as well as the current rate environment helped improve the gross
interest margin during the first quarter of 1997.
Interest and fees on loans increased $1,127,000 or 34.3%, due to
growth in loan volume during the second, third and fourth quarters of 1996 and
the first quarter of 1997. Interest on investment securities decreased 27.2% or
$159,000 due to the decrease in the investment portfolio to fund the
Company's loan growth and to fund the planned departure of higher cost public
funds.
Interest expense on deposits increased only $12,000 at March 31,
1997 compared to March 31, 1996 although interest bearing deposits (interest
bearing demand deposits, certificates of deposit, etc.) increased $8.4 million
during the same period. The small increase in deposit interest expense was due
to $12.5 million in borrowing from the Federal Home Loan Bank (FHLB) during
1996 and the departure of higher cost public funds during the second quarter of
1996. The slight increase in deposit interest expense was offset by an increase
of
<PAGE> 9
interest expense on other borrowed money of $210,000 when comparing March 31,
1997 to March 31, 1996. This increase was a result of the $12.5 million borrowed
from the FHLB.
The provision for loan losses increased by $416,000 during the first
quarter of 1997 when compared with the first quarter of 1996. The increase in
provision was due to the charge-off of loans during the first quarter of 1997
most of which were identified as impaired December 31, 1996. With the ratio of
the reserve for loan losses to loans net of unearned income at March 31, 1997
of 1.00%, management believes that this allocation to loan loss reserve
provides an adequate reserve for, the risk in the current loan portfolio.
Total noninterest revenues during the first quarter of 1997
increased $36,000, or 9.0% primarily as a result of increased service charges on
deposit accounts.
Total noninterest expenses during the first quarter of 1997
increased $264,000, or 15.3% due to increases in salaries and employee benefits,
other operating expenses, and occupancy, furniture and equipment expenses.
Income before income taxes increased 13.4% or $90,000 primarily due
to improved gross interest margin. Income tax expense for the first quarter of
1997 compared to 1996 increased $83,000, or 49.2% as a result of increased
before tax income and decreased tax exempt interest income from the investment
portfolio.
PART II
ITEM 1 - LEGAL PROCEEDINGS
None.
ITEM 2 - CHANGES IN SECURITIES
None.
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Annual Meeting of Shareholders of First American Bancorp was
held April 29, 1997 for the purpose of electing a Board of Directors and voting
on the proposals described below. Proxies for the meeting were solicited
pursuant to Section 14(a) of the Securities Exchange Act of 1934 and there was
no solicitation in opposition to management's solicitations.
All of management's nominees for directors as listed in the proxy statement were
elected with the following vote:
<TABLE>
<CAPTION>
Shares Voted Shares
Shares Voted "FOR" "AGAINST" "ABSTAINING" Shares Not Voted
<S> <C> <C> <C> <C>
Dan M. David 1,439,895 1,463 860,031
Lynn C. Fowler 1,439,394 501 1,463 860,031
Leonard W. Gossett, Jr. 1,439,895 1,463 860,031
A. Allen Hamilton 1,439,394 501 1,463 860,031
Robert H. Harris 1,439,895 1,463 860,031
James E. Hurst 1,439,895 1,463 860,031
Jon H. Moores 1,439,895 1,463 860,031
C. Lloyd Nix 1,439,895 1,463 860,031
R.W. Orr, Jr. 1,439,895 1,463 860,031
William E. Sexton 1,439,895 1,463 860,031
Barrett C. Shelton, Jr. 1,439,394 501 1,463 860,031
Jimmy D. Smith 1,439,895 1,463 860,031
</TABLE>
<PAGE> 10
The proposal to include the Company's common stock as an investment
option in the Company's 401(k) plan was approved by the following vote:
<TABLE>
<CAPTION>
Shares Voted "FOR" Shares Voted "AGAINST" Shares "ABSTAINING" Shares Not Voted
<S> <C> <C> <C>
1,423,604 11,626 6,128 860,031
</TABLE>
The proposal to appoint the Trust Company of Sterne, Agee and Leach,
Inc. as the Trustee for the Company's 401(k) plan was approved by the following
vote:
<TABLE>
<CAPTION>
Shares Voted "FOR" Shares Voted "AGAINST" Shares "ABSTAINING" Shares Not Voted
<S> <C> <C> <C>
1,428,508 7,000 5,850 860,031
</TABLE>
The proposal to ratify the appointment of Coopers & Lybrand L.L.P.
as the Company's independent auditors for the year ending December 31, 1997 was
approved by the following vote:
<TABLE>
<CAPTION>
Shares Voted "FOR" Shares Voted "AGAINST" Shares "ABSTAINING" Shares Not Voted
<S> <C> <C> <C>
1,437,483 0 3,875 860,031
</TABLE>
ITEM 5 - OTHER INFORMATION
On March 29, 1997, the Company's Board of Directors approved a
5-for-4 stock split effected in the form of a stock dividend to shareholders of
record as of April 11, 1997 payable on or before May 9, 1997.
<PAGE> 11
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
None.
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 thereto duly authorized.
First American Bancorp
Date: May 14, 1997 by /s/ Dan M. David
------------------------------------
Dan M. David
Chairman and Chief Executive Officer
Date: May 14, 1997 by /s/ Alfred E. Cheatham, Jr.
------------------------------------
Alfred E. Cheatham, Jr.
Vice President and
Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF FIRST AMERICAN BANK FOR THE THREE MONTHS ENDED MARCH 31,
1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 11,170,409
<INT-BEARING-DEPOSITS> 74,632
<FED-FUNDS-SOLD> 3,725,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 29,002,727
<LOANS> 174,584,682
<ALLOWANCE> 1,747,039
<TOTAL-ASSETS> 230,609,148
<DEPOSITS> 191,979,063
<SHORT-TERM> 0
<LIABILITIES-OTHER> 1,910,738
<LONG-TERM> 13,500,000
0
0
<COMMON> 23,022
<OTHER-SE> 23,196,325
<TOTAL-LIABILITIES-AND-EQUITY> 230,609,148
<INTEREST-LOAN> 4,413,361
<INTEREST-INVEST> 425,453
<INTEREST-OTHER> 3,996
<INTEREST-TOTAL> 4,842,810
<INTEREST-DEPOSIT> 1,853,263
<INTEREST-EXPENSE> 2,067,487
<INTEREST-INCOME-NET> 2,775,323
<LOAN-LOSSES> 460,639
<SECURITIES-GAINS> 6,532
<EXPENSE-OTHER> 1,987,999
<INCOME-PRETAX> 763,585
<INCOME-PRE-EXTRAORDINARY> 763,585
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 509,655
<EPS-PRIMARY> .18
<EPS-DILUTED> .17
<YIELD-ACTUAL> 9.52
<LOANS-NON> 1,646,000
<LOANS-PAST> 132,000
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 132,000
<ALLOWANCE-OPEN> 1,689,000
<CHARGE-OFFS> 418,000
<RECOVERIES> 15,000
<ALLOWANCE-CLOSE> 1,747,000
<ALLOWANCE-DOMESTIC> 1,747,000
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
