SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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: 0-18782
ES&L BANCORP, INC.
(Exact name of registrant as specified in its charter)
Delaware 16-1387158
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
300 W. Water St., Elmira, New York 14901
(Address of principal executive offices) (Zip Code)
Registrant's telephone no., including area code: (607) 733-5533
Former name, former address and former fiscal year, if
changed since last report.
Indicate by check X 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 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. 830,595
<PAGE>
ES&L BANCORP, INC. AND SUBSIDIARIES
September 30, 1999
Index Page
Part I - Financial Information
Item 1 - Financial Statements:
Consolidated Statements of Financial 1
Condition as of September 30, 1999
(Unaudited) and June 30, 1999
Consolidated Statements of Income 2
(Unaudited) for the three months
ended September 30, 1999 and 1998
Consolidated Statements of Cash Flows 3
(Unaudited) for the three months ended
September 30, 1999 and 1998
Notes to Consolidated Financial Statements 4
Item 2 - Management's Discussion and Analysis of 5
Financial Condition and Results of Operations
Year 2000 Information 8
Non-Performing Loans at September 30, 1999 9
and June 30, 1999
Risk-Based Capital Information at 10
September 30, 1999 and June 30, 1999
Part II - Other Information 11
Signatures 12
<PAGE>
<TABLE>
E S & L BANCORP, INC. AND SUBSIDIARIES
Consolidated Statements of Financial Condition as of
September 30, 1999(Unaudited) and June 30, 1998
<CAPTION>
SEP. 30, JUNE 30,
1999 1999
(Unaudited) (1)
<S> <C> <C>
ASSETS --------------------------
- ------
Cash and Cash Equivalents $60,186 $792,510
Investment Securities Held for Sale $142,717 $162,287
Investment Securities $5,396,660 $4,398,669
Other Investments $1,710,000 $1,710,000
Mortgage-Backed Securities Held for Sale $868,778 $888,745
Mortgage-Backed Securities $3,009,936 $3,134,602
Mortgage Loans Held For Sale $2,707,385 $5,541,981
Loans Recievable, Net $135,682,806 $129,286,692
Federal Home Loan Bank Stock, at cost $1,674,200 $1,313,100
Foreclosed Real Estate-Real Estate Owned $0 $34,000
Investment In Joint Venture:
Acquisition, Development & $498,343 $480,272
Construction Project
Mortgage Banking Partnership $200,123 $182,334
Property and Equipment, Net $2,821,222 $2,811,006
Accured Interest Recievable $870,698 $815,858
Other Assets $2,146,358 $2,129,752
--------------------------
Total Assets $157,789,412 $153,681,808
==========================
LIABILITIES & STOCKHOLDERS' EQUITY
- ----------------------------------------
Liabilities:
Deposits $110,130,593 $111,586,295
Advances - FHLB of New York $28,833,615 $22,586,951
Other Borrowings $59,849 $0
Accrued Interest Payable:
Deposits $5,678 $4,090
Borrowings $90,028 $85,356
Advances From Borrowers For
Taxes and Insurance $3,300,761 $3,192,995
Other Liabilities $262,870 $587,021
--------------------------
Total Liabilities $142,683,394 $138,042,708
--------------------------
Stockholders' Equity:
Serial Preferred Stock, 500,000
Shares Authorized; None Issued $0 $0
Common Stock, $.01 Par Value;
3,000,000 Shares Authorized,
866,166 Shares Issued $8,662 $8,662
Additional Paid-In-Capital $2,711,666 $2,711,666
Retained Earnings - Substantially
Restricted $13,038,847 $13,527,648
Net Unrealized Gain/(Loss) on
Invsetments Held for Sale $9,162 $15,643
Treasury Stock (35,571 & 34,131 shared, ($662,319) ($624,519)
respectively), at cost
--------------------------
Total Stockholders' Equity $15,106,018 $15,639,100
Total Liabilities & Stockholders'
Equity $157,789,412 $153,681,808
==========================
Shares Outstanding 830,595 832,035
==========================
(1): Amounts at June 30, 1999 have been extracted
from the audited financial statements at that
date and condensed.
</TABLE>
<PAGE>
<TABLE>
E S & L BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
<CAPTION>
THREE MONTHS ENDED
SEP 30,
1999 1998
(Unaudited) (Unaudited)
<S> <C> <C>
Interest Income:
Loans $2,814,939.00 $2,842,265.00
Investment Securities $104,824.00 $24,795.00
Mortgage-Backed Securities $68,568.00 $23,294.00
Interest-Earning Deposits and Other $25,423.00 $18,019.00
------------------------------
Total Interest Income $3,013,754.00 $2,908,373.00
Interest Expense:
Deposits $1,220,485.00 $1,335,136.00
Borrowings $409,133.00 $204,254.00
------------------------------
Total Interest Expense $1,629,618.00 $1,539,390.00
Net Interest Income $1,384,136.00 $1,368,983.00
Provision For Loan Losses $0.00 $0.00
------------------------------
Net Interest Income After Provision
for Losses $1,384,136.00 $1,368,983.00
Other Income:
Service Fees And Other Charges $39,919.00 $42,819.00
Income From Loan Servicing $23,411.00 $45,054.00
Other Operating Income $88,899.00 $136,413.00
Income from Joint Venture $14,000.00 $10,500.00
Gain on Sale of Mortgages $226,979.00 $138,157.00
------------------------------
Total Other Income $393,208.00 $372,943.00
Other Expenses:
Employee Compensation & Benefits $521,212.00 $505,187.00
Office Occupancy and Equipment $153,054.00 $131,651.00
Federal Deposit Insurance Premiums $25,949.00 $28,686.00
Other $213,842.00 $194,823.00
------------------------------
Total Other Expense $914,057.00 $860,347.00
------------------------------
Income Before Taxes $863,287.00 $881,579.00
Income Taxes ($312,467.00) ($335,653.00)
------------------------------
NET INCOME $550,820.00 $545,926.00
==============================
Earnings Per Share: (Undiluted) $0.66 $0.65
==============================
Dividend Per Common Share $1.25 $0.25
==============================
Ave. Comm. Shs. Outstanding (Undiluted) 831,034 833,866
==============================
</TABLE>
<PAGE>
<TABLE>
E S & L BANCORP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
<CAPTION>
THREE MONTHS ENDED SEP. 30,
1999 1998
(Unaudited) (Unaudited)
<S> <C> <C>
CASH FLOWS FROM OPERATION ACTIVITIES
Net Income $550,820 $545,926
Adjustments To Reconcile Net Income To Net
Cash Provided from Operating Activities:
Depreciation $56,737 $37,829
Provision For Loan Losses $0 $0
Net Amortization of Premiums & Discounts $162,047 $94,738
Deferred Loan Origination Fees ($1,371) ($9,349)
(Income)/Loss from ADC Joint Venture ($14,000) ($10,500)
Changes in Certain Assets and Liabilities:
Mortgage Loans Held For Sale $2,834,596 $2,184,079
Foreclosed Real Estate $34,000 $437,930
Accured Interest Receivable ($54,840) $31,431
Other Assets ($16,606) ($105,307)
Accrued Interest Payable $6,260 ($4,388)
Advances From Borrowers For
Taxes and Insurance $107,766 ($59,414)
Other Borrowings $59,849 $365,224
Other Liabilities ($324,151) $203,183
--------------------------
Net Cash (Used For) Provided From Operating
Activities $3,401,107 $3,711,382
CASH FLOWS FROM INVESTMENT ACTIVITIES:
Net Other Increase In Loans Receivable ($6,558,977) $471,137
Investment In Joint Ventures ($35,860) $230,777
Purchase of FHLB Stock ($361,100) $0
Net Investment Securities Activity ($978,421) $1,001,589
Change in Mark to Market Adjustment Items $10,081 ($373)
Principal Reductions On MBS $144,633 $83,964
Purchases Of Property & Equipment, Net ($66,953) $0
--------------------------
Net Cash Provided From (Used For) Investing ($7,846,597) $1,787,094
CASH FLOWS FROM FINANCING ACTIVITIES:
Interest Credited To Dep. Accts., Excl. Escrow $1,216,027 $1,331,963
Net Other (Decrease) Increase in Deposits ($2,671,729) ($4,101,889)
Net Increase(Decrease) FHLB Advances $6,246,664 ($8,152,476)
Proceeds From Exercise of Stock Options $0 $24,176
Purchase of Treasury Stock ($37,800) ($136,523)
Dividends Paid on Common Stock ($1,039,996) ($209,343)
--------------------------
Net Cash (Used For) Provided From Financing $3,713,166 ($11,244,092)
Net Increase (Decrease) In Cash Equivalents ($732,324) ($5,745,616)
Cash and Cash Equivalents At Beginning Of
Period $792,510 $7,367,355
--------------------------
Cash and Cash Equivalents At End of Period $60,186 $1,621,739
==========================
</TABLE>
<PAGE>
ES&L BANCORP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation:
The consolidated financial statements include the accounts of the
Corporation and its wholly-owned subsidiary, Elmira Savings and Loan, F.A.
(the Bank), as well as the Bank's wholly owned subsidiaries, Brilie
Corporation (d/b/a ES&L Financial Services) and ES&L Mortgage Corporation
(d/b/a Cayuga Mortgage Company). All significant inter-company accounts
have been eliminated.
The consolidated financial statements for the three months ending
September 30, 1999 and 1998 are unaudited and do not include information
or footnotes necessary for a complete presentation of financial condition
and results of operations and changes in cash flows in conformity with
generally accepted accounting principles, but reflect, in the opinion of
management, all adjustments, consisting of normal recurring accruals,
necessary to present fairly these consolidated financial statements.
The results for the three months ending September 30, 1999 are not
necessarily indicative of the results to be expected for the entire
fiscal year ending June 30, 2000.
2. Net Income Per Common Share:
Net income per common share is based on the weighted average total shares
outstanding during the respective periods. Weighted average total shares
outstanding for the periods included herein are as follows:
Sept. 30, 1999 Sept. 30,1998
Three Months Ended 831,034 833,866
<PAGE>
MANAGEMENT DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
GENERAL:
ES&L Bancorp, Inc., (the "Corporation") is a Delaware Corporation whose
primary asset is the stock of Elmira Savings & Loan, F.A. (the "Bank").
The Bank, a federally chartered savings association, founded in 1888,
operates through one office located in Elmira, New York.
The Corporation, through the Bank, is primarily engaged in the business
of accepting deposits from the general public and originating loans
secured by residential real estate. The Bank also engages in commercial
real estate lending in its primary market area and, to a lesser extent,
consumer lending and invests in government, federal agency obligations,
and high grade corporate debt securities.
The Bank's operations include two wholly-owned subsidiaries, Brilie
Corporation (d/b/a ES&L Financial Services) and ES&L Mortgage Corporation
(d/b/a Cayuga Mortgage Company). Brilie Corporation is a provider of
nontraditional investment and insurance products to the Bank's customers
and the general public. The investment products, which include life
insurance and annuity contracts, health insurance and mutual funds,
are offered under an agency relationship with major insurance companies
and third party mutual funds providers. ES&L Mortgage Corporation is
engaged in mortgage banking activities through the origination of mortgage
loans for sale to investors, one of whom is the Bank.
FINANCIAL CONDITION:
The Corporation's total assets equaled $157,789,412 at September 30, 1999,
an increase of $4,107,604, or 2.67%, since the July 1st start of the
fiscal year ending June 30, 2000. The majority of the increase is related
to a $3,561,518 increase in the Corporation's net loan portfolio, including
mortgage loans held for sale. The Corporation experienced a record level
of loan originations during the fiscal year ending June 30, 1999, and that
trend has continued into the recently concluded quarter.
Total liabilities at September 30, 1999 were $142,683,394, an increase of
$4,640,686, or 3.36%, compared to the start of the fiscal year. Borrowings,
in the form of advances from the Federal Home Loan Bank (FHLB Advances),
increased by $6,246,664, to $28,833,615, and were the primary tool used by
the Corporation to fund its' asset growth. Total deposits at September 30,
1999 equaled $110,130,593, a reduction of $1,455,702, since the beginning
of the first quarter.
Stockholders' equity decreased by $533,082, or 3.41%, to $15,106,018, at
September 30, 1999 primarily as a result of two cash dividends, totaling in
excess of $1.0 million, which were paid to Stockholders during the quarter.
The dividend payout included a $1.00 per share special cash dividend, paid
in addition to the Corporation's $0.25 per share quarterly cash dividend.
<PAGE>
RESULTS OF OPERATION: QUARTER ENDING SEPTEMBER 30, 1999 AND
SEPTEMBER 30, 1998.
For the quarter ending September 30, 1999 the Corporation's net interest
income totaled $1,384,136, 1.11% greater than the comparative quarter
ending September 30, 1998.
Total interest income earned by the Corporation equaled $3,013,754, an
increase of $105,381, or 3.62%, compared to $2,908,373 for the three months
ending September 30, 1998. Interest earned on the Corporation's loan
portfolio decreased $27,326, or less than 1%, to $2,814,939 during the
September 1999 quarter. This reduction in earnings is the result of a 43
basis point reduction in the average yield of the portfolio, which reduced
loan interest income greater than the additional interest generated by the
$6.0 million increase in the average balance of the portfolio. For the
quarter ending September 30, 1999 the average balance of the loan portfolio
totaled $140.8 million, yielding 8.00%, compared to $134.8 million, yielding
8.43%, for the quarter ending September 30, 1998. During the later part of
the 1999 fiscal year the Corporation reallocated funds from short term cash
and cash equivalents into longer term investments, the result of which was
an increase of $80,029 in investment earnings. During the 1999 quarter the
average balance of the investment portfolio was $6.9 million, yielding
6.04%, compared to $1.9 million, yielding 5.34%, during the comparable
period ending September 30, 1998. Also during the 1999 fiscal period,
the Corporation purchased additional mortgage-backed securities (MBS)
thereby increasing the average balance of the portfolio compared to the
same quarter one year ago. As a result, interest income generated from the
MBS portfolio increased by $45,274, over the comparable quarter, to
$68,568 for the quarter ending September 30, 1999. The average balance and
yield of the Corporation's MBS portfolio totaled $4.0 million, yielding
6.94%, and $1.2 million, yielding 7.50%, for the three months ending
September 30, 1999 and 1998, respectively.
The Corporation's total interest expense rose $90,228, or 5.86%, to
$1,629,618 for the September 1999 quarter, compared to $1,539,390 for the
September 1998 quarter. Despite a $1.1 million increase in the average
balance of deposits outstanding (including escrow accounts), the
Corporation's deposit interest expense decreased $114,651, or 8.59%, to
$1,220,485 for the September 1999 period. A 45 basis point decrease in
the average cost of deposits prompted the reduction in interest expense.
Average deposits totaled $115.0 million, costing 4.24%, for the quarter
ending September 30, 1999, while one year earlier the average balance of
deposits equaled $113.9 million, costing 4.69%. As was mentioned earlier,
the Corporation has funded its recent asset growth primarily through an
increase in FHLB Advances. Compared to one year ago the average balance of
FHLB Advances has increased by $12.5 million to $28.5 million, while the
average cost has increased by 65 basis points. As a result, interest paid
on borrowings totaled $409,133 for the quarter ending September 1999, more
than double the amount of interest paid on borrowings during the September
1998 quarter. The increase in borrowings is a direct result of management's
belief that, at the present time, this is the most cost effective means of
funding asset growth.
<PAGE>
The Corporation's total other income equaled $393,208 for the quarter ending
September 30, 1999, an increase of $20,265, or 5.43%, over the same quarter
a year ago. The majority of the increase is related to an $88,822 increase
in gains from the sale of mortgages. As identified in earlier filings, the
Corporation originates substantially all of its fixed rate residential
mortgages for sale, servicing retained, in the national secondary mortgage
market. During the September 1999 quarter the Corporation recorded gains
on mortgage sales of $226,979, compared to $138,157, during the September
1998 quarter. The increase in revenue relates to the continuation of a
strong real estate market that the Corporation and its mortgage banking
subsidiaries are operating within. Despite increased levels of mortgage
sales, the Corporation's loan servicing income decreased by $21,643, or
48.04%, to $23,411 during the September 1999 quarter. The decrease is
directly attributable to an increase in the expense related to the
amortization of the value of mortgage servicing rights, as required by
Financial Accounting Standards No. 122 (SFAS 122), entitled Accounting for
Mortgage Servicing Rights. Without this accounting adjustment, loan
servicing income during the September 1999 quarter would have increased by
nearly $49,000 over the comparative quarter. Other operating income
recorded by the Corporation totaled $88,899 during the quarter ending
September 30, 1999, a decrease of $47,514, or 34.83%. Included in
the 1998 comparative quarter were gains on the sale of real estate acquired
through foreclosure totaling approximately $44,000 more than similar gains
recorded during the quarter ending September 30, 1999.
Total other expenses of the Corporation equaled $914,057 for the September
1999 quarter, an increase of $53,710, or 6.24%, compared to the September
1998 quarter. Employee compensation and benefits increased by $16,025, or
3.17%, to $521,212 for the 1999 quarter, as a result of cost increases for
employee wages, Directors fees and the expense related to the Corporation's
Officer/Manager incentive payment plan. Office occupancy and equipment
expenses increased by $21,403, or 16.26%, to $153,054 for the quarter ending
September 30, 1999. The majority of the increase is directly related to the
accelerated depreciation expense of certain asset purchases, under IRS
Section 179. Other expenses of the Corporation increased by $19,019, or
9.76%, to $213,842 for the quarter ending September 30, 1999. The majority
of the increase is related to increased marketing expenses, totaling
$11,800, as well as $6,300 in expenses related to the Corporation's Y2K
preparedness planning. No Y2K related expenses were incurred during the
September 1998 quarter.
The Corporation's income tax provision totaled $312,467 for the quarter
ending September 30, 1999, a decrease of $23,186, or 6.91%, compared to
the quarter ending September 30, 1998.
<PAGE>
YEAR 2000 CONSIDERATIONS:
"Year 2000 Readiness Disclosure"
A great deal of information has been diseminated about the
possible computer problems that may occur in the year 2000. Many
computer programs that can only distinguish the final two digits
of the year (a common programming practice in earlier years) are
expected to read entries for the year 2000 as 1900 and compute
payment, interest or delinquency based on the wrong date, or are
expected to be unable to function all together.
Rapid and accurate data processing is essential to the
operation of the Corporation and, as a result, during 1997 the
Corporation developed a Year 2000 preparedness plan. In 1998 the
Corporation developed a contingency plan. Our plans have been
reviewed and approved by our Board of Directors and have been
submitted and reviewed by our Regulator, the Office of Thrift
Supervision.
The Corporation has tested all of our internal systems for
Year 2000 readiness. The vast majority of all our equipment was
ready for the Year 2000 and the small amount of equipment that
was not has either been replaced or updated. During the fiscal
year ending June 30, 1999, the Corporation has incurred expenses
totaling approximately $11,400 related to our Y2K preparedness
planning. Expense totaling $6,300 was incurred in the quarter
year ending September 30, 1999. The Corporation does not
anticipate incurring significant expense between now and the end
of the 1999 calendar year, although there can be no assurance in
this regard.
The Corporation's plan also included procedures to contact and
monitor the Year 2000 readiness of third party service providers,
including NCR Corporation, the company responsible for the Bank's
customer account processing. NCR has in place a plan that has
been reviewed by external audit organizations, as well as Federal
Bank Examiners.
All of the Corporation's other major service providers have
been contacted and have provided the Corporation with information
regarding their Year 2000 plans. Additionally, the Corporation
has surveyed our commercial loan customer base, asking for
information on how these companies are addressing any potential
problems.
The Corporation has provided customers with information about
our readiness, and has provided written literature to identify
how the banking industry, as a whole, has prepared itself for the
transition to the Year 2000.
In summary, the Corporation understands the significance of
any potential problem and believes it is poised to be more than
adequately prepared for those factors within our control.
<PAGE>
ELMIRA SAVINGS & LOAN, F.A.
NON-PERFORMING LOANS
Loans are reviewed on a monthly basis and are placed on
non-accrual status when the opinion of management, the collection
of additional interest is doubtful. Residential and commercial
mortgage loans are generally placed on non-accrual when
either principal or interest is more than 90 days past due.
Interest accrued and unpaid at the time a loan is placed on
non-accrual status is charged again interest income. Subsequent
payments are either applied to the outstanding principal balance
or recorded as interest income, depending on the assessment
ultimate collectibility of the loan. Consumer loans are
generally charged off or before the loan becomes 120 days
delinquent, although collection efforts continue.
The following table sets forth information with respect to
the Association's non-performing assets at September 30, 1999 and
June 30, 1999, respectively:
<TABLE>
<CAPTION>
09-30-99 06-30-99
<S> <C> <C>
Loans accounted for on a
non-accrual basis:
Real Estate:
Residential $ 195,395.53 $ 73,475.92
Commercial 66,211.91 66,129.28
Commercial/Line of Credit 0.00 0.00
Consumer/Home Equity 0.00 0.00
Commercial(Non-Mortgage) 0.00 0.00
Education 0.00 0.00
Consumer 0.00 0.00
Other 0.00 0.00
Total $ 261,607.44 $ 139,605.20
Accruing loans which are contractually past due 90 days or more:
Real Estate:
Residential $ 68,576.08 $ 182,283.54
Commercial 0.00 75,308.43
Commercial/Line of Credit 0.00 0.00
Consumer/Home Equity 0.00 0.00
Commercial(Non-Mortgage) 0.00 0.00
Education 0.00 0.00
Consumer 0.00 0.00
Other 0.00 0.00
Total $ 68,576.08 $ 257,591.97
Total of non-accrual &
90 days past due loans $ 330,183.52 $ 397,197.17
Percentage of total loans 0.24% 0.29%
Other non-performing
assets $ 0.00 $ 34,000.00
</TABLE>
<PAGE>
ELMIRA SAVINGS & LOAN, F.A.
RISK BASED CAPITAL CALCULATION
<TABLE>
The table below presents the Association's capital position elative to
its various minimum statutory and regulatory equirements at September 30, 1999
and June 30, 1999 respectively:
<CAPTION>
09-30-99 06-30-99
PERCENT PERCENT
OF OF
AMOUNT ASSETS (1) AMOUNT ASSETS (1)
<S> <C> <C> <C> <C>
Tangible Capital 14,348,870.62 9.12% 15,004,638.20 9.79%
Tangible Capital
Requirement 2,360,690.34 1.50% 2,299,111.96 1.50%
Excess 11,988,180.28 7.62% 12,705,526.24 8.29%
Core Capital 14,348,870.62 9.12% 15,004,638.20 9.79%
Core Capital
Requirement 4,721,380.68 3.00% 4,598,223.91 3.00%
Excess 9,627,489.94 6.12% 10,406,414.29 6.79%
Core and
Supplementary
Capital 15,617,438.76 14.89% 16,270,429.27 16.07%
Current
Risk-Based Capital
Requirement. 8,388,461.83 8.00% 8,100,840.70 8.00%
Excess 7,228,976.93 6.89% 8,169,588.57 8.07%
<FN>
(1) Based upon tangible assets for purposes of the tangible
capital and core capital requirements and risk-weighted assets
for purpose of the risk-based capital requirement.
</TABLE>
<TABLE>
<CAPTION>
09-30-99 06-30-99
<S> <C> <C>
Tangible Assets - 157,379,356.09 153,274,130.36
Risk Weighted Assets - 104,855,772.85 101,260,508.80
</TABLE>
<PAGE>
ES&L BANCORP, INC.
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
On October 19, 1999, the Board of Directors of ES&L Bancorp, Inc.
declared a cash dividend of $0.25 per share. The total of dividends to
be paid will be $207,649. The dividend will be paid on November 26, 1999
to stockholders of record on November 12, 1999.
Item 6 - Exhibits and Reports on Form 8-K
Not Applicable
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
ES&L BANCORP, INC.
WILLIAM A. McKENZIE
President and Chief Executive Officer
(Duly Authorized Officer)
J. MICHAEL ERVIN
Sr. Vice President and Chief
Financial Officer
(Principal Financial Officer)
Date: November 12, 1999
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-2000
<PERIOD-END> SEP-30-1999
<CASH> 60186
<SECURITIES> 12802291
<RECEIVABLES> 140529457
<ALLOWANCES> (1268568)
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 2821222
<DEPRECIATION> 0
<TOTAL-ASSETS> 157789412
<CURRENT-LIABILITIES> 142683394
<BONDS> 0
0
0
<COMMON> 8662
<OTHER-SE> 15097356
<TOTAL-LIABILITY-AND-EQUITY> 157789412
<SALES> 0
<TOTAL-REVENUES> 3406962
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 914057
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1629618
<INCOME-PRETAX> 863287
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