<PAGE> 1
U.S. Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[x] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 1997
-----------------------
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from to
------------ -------------
Commission file number 0-23622
---------------
VECTRA BANKING CORPORATION
- --------------------------------------------------------------------------------
(Exact name of registrant as
specified in its charter)
Colorado 84-1087703
- ---------------------------------- -------------------------------------
(State or other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)
1650 South Colorado Boulevard, Suite 320, Denver, CO 80222
- --------------------------------------------------------------------------------
(Address of principal executive offices)
(303) 782-7440
- --------------------------------------------------------------------------------
(Registrant's telephone number including area code)
Check whether the registrant (1) filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
past 12 months (or for such shorter 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
--- ---
The number of shares outstanding of each of the registrant's class of
common stock as of April 30, 1997: 3,202,412
-----------
<PAGE> 2
VECTRA BANKING CORPORATION
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
The accompanying unaudited interim financial statements have been prepared in
accordance with the instructions for Form 10-Q and do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. All adjustments which are, in the opinion
of management, of a normal recurring nature necessary to a fair statement of
results for the interim periods presented have been made. The results of
operations for such interim periods are not necessarily indicative of results
of operations for a full year. The statements should be read in conjunction
with the summary of significant accounting policies and notes to consolidated
financial statements included in the Company's (or "Vectra's") Form 10-K for
the fiscal year ended December 31, 1996.
2
<PAGE> 3
VECTRA BANKING CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
<TABLE>
<CAPTION>
March December
31, 1997 31, 1996
----------- -----------
ASSETS (Dollars in thousands except
share and per share amounts)
<S> <C> <C>
Cash and due from banks $ 35,664 $ 32,688
Securities available for sale, at market value 183,184 180,995
Securities held to maturity 412 263
Federal Home Loan Bank stock 4,220 3,610
Loans 333,059 319,905
Less allowance for loan losses (4,311) (4,238)
----------- -----------
Net loans 328,748 315,667
Real estate acquired by foreclosure 975 955
Premises and equipment, net 11,935 11,949
Goodwill, net 7,887 7,975
Deferred income taxes 3,249 3,036
Other assets 4,940 4,673
----------- -----------
Total assets $ 581,214 $ 561,811
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Demand $ 118,705 $ 122,713
NOW and money market 86,950 88,466
Savings 126,292 126,146
Time deposits under $100,000 73,251 67,617
Time deposits $100,000 and over 34,383 34,409
----------- -----------
Total deposits 439,581 439,351
Customer sweep accounts 14,189 10,733
----------- -----------
Total customer funding 453,770 450,084
Federal Home Loan Bank advances and federal funds purchased 74,000 59,700
Notes payable 4,050 4,050
Accounts payable and other liabilities 3,022 2,542
----------- -----------
Total liabilities 534,842 516,376
----------- -----------
Shareholders' equity:
Preferred stock 19,021 19,021
Common stock 25,748 25,748
Retained earnings 5,736 4,441
----------- -----------
Realized shareholders' equity 50,505 49,210
Unrealized loss on securities available for sale (4,133) (3,775)
----------- -----------
Total shareholders' equity 46,372 45,435
----------- -----------
Total liabilities and shareholders' equity $ 581,214 $ 561,811
=========== ===========
Per share data assuming conversion of $10,971 convertible preferred:
Book value $ 9.51 $ 9.28
=========== ===========
Tangible book value $ 7.55 $ 7.30
=========== ===========
Common shares outstanding at end of period 3,202,412 3,202,412
=========== ===========
Pro forma fully converted common shares at end of period 4,030,404 4,030,404
=========== ===========
Capital ratios:
Total tier 1 and tier 2 capital to risk-weighted assets 11.53% 11.58%
Tier 1 capital to risk-weighted assets 10.47% 10.50%
Tier 1 capital to tangible assets 6.98% 6.98%
Equity to total assets 7.98% 8.09%
</TABLE>
3
<PAGE> 4
VECTRA BANKING CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
For the quarters ended
--------------------------
March 31, March 31,
1997 1996
----------- -----------
(Dollars in thousands, except share
and per share amounts)
<S> <C> <C>
Interest income:
Interest and fees on loans $ 8,079 $ 5,306
Interest on investments and federal funds sold 2,899 2,581
----------- -----------
Total interest income 10,978 7,887
----------- -----------
Interest expense:
Interest on deposits:
NOW, money market and savings accounts 1,796 1,521
Time deposits under $100,000 966 681
Time deposits $100,000 and over 495 201
Customer sweep accounts 148 71
Advances from the Federal Home Loan Bank
and federal funds purchased 940 920
Notes payable 78 24
----------- -----------
Total interest expense 4,423 3,418
----------- -----------
Net interest income 6,555 4,469
Provision for loan losses 230 179
----------- -----------
Net interest income after provision for loan losses 6,325 4,290
----------- -----------
Other income:
Service fees on deposit accounts 895 706
Gain on sale of loans 230 390
Net gain/(loss) on sale of securities (31) 0
Other 27 47
----------- -----------
Total other income 1,121 1,143
----------- -----------
Other expenses:
Salaries and employee benefits 2,858 2,267
Net occupancy 694 633
Amortization of goodwill 95 14
Other 1,132 1,120
----------- -----------
Total other expenses 4,779 4,034
----------- -----------
Earnings before income taxes 2,667 1,399
Income tax expense 995 410
----------- -----------
Net earnings 1,672 989
Preferred stock dividend 377 185
----------- -----------
Net earnings available to common shareholders $ 1,295 $ 804
=========== ===========
Earnings per average common share outstanding:
Earnings per common and common equivalent share $ 0.39 $ 0.25
=========== ===========
Average common shares and equivalents outstanding 3,312,327 3,254,885
=========== ===========
Earnings per common share assuming full dilution $ 0.36 $ 0.25
=========== ===========
Common and common equivalent shares outstanding assuming full dilution 4,140,319 3,254,885
=========== ===========
</TABLE>
4
<PAGE> 5
VECTRA BANKING CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
For the three months ended
--------------------------
March 31, March 31,
1996 1997
-------- --------
(Dollars in thousands)
<S> <C> <C>
Net cash provided by operating activities $ 2,550 $ 1,200
-------- --------
Cash flows from investing activities:
Net increase in loans (13,332) 172
Purchase of securities available for sale (16,118) (12,082)
Proceeds from sales of securities available for sale 9,882 4,640
Proceeds from maturities of securities available for sale 3,256 2,133
Proceeds from maturities of securities held to maturity 22 285
Net decrease in federal funds sold -- 2,000
Other (892) 1,162
-------- --------
Net cash used by investing activities (17,182) (1,690)
-------- --------
Cash flows from financing activities:
Net increase in deposits 229 7,466
Net increase (decrease) in FHLB advances and federal funds purchased 14,300 (4,845)
Repayment of note payable -- (5)
Preferred stock dividend (377) (185)
Net increase (decrease) in customer sweep accounts 3,456 (2,026)
-------- --------
Net cash provided by financing activities 17,608 405
-------- --------
Net increase (decrease) in cash and due from banks 2,976 (85)
Cash and due from banks at beginning of period 32,688 17,320
-------- --------
Cash and due from banks at end of period $ 35,664 $ 17,235
======== ========
</TABLE>
5
<PAGE> 6
Note 1. Basis of Presentation
The accompanying consolidated financial statements have been prepared pursuant
to the rules and regulations of the Securities and Exchange Commission (SEC)
and in management's opinion, include all adjustments necessary for a fair
presentation of results for such interim periods. Certain information and note
disclosures normally included in annual financial statements prepared in
accordance with generally accepted accounting principles have been omitted
pursuant to SEC regulations; however, the Company believes that the disclosures
made are adequate to make the information presented not misleading.
The interim results for the three months ended March 31, 1997 and 1996, are not
necessarily indicative of results for the full calendar year. These financial
statements should be read in conjunction with the consolidated financial
statements and notes to consolidated financial statements included in the Form
10-K for the fiscal year ended December 31, 1996.
Note 2. Subsequent Event - Offering of Capital Securities by VBC Capital 1
On April 8, 1997 Vectra and its wholly-owned subsidiary, VBC Capital 1 (the
"Trust"), filed a registration statement with the SEC relating to a public
offering of $17.5 million of 9.5% Cumulative Capital Securities of the Trust.
The registration statement was declared effective by the SEC on April 24, 1997,
and the offering was completed April 30, 1997. Net proceeds were approximately
$16.5 million after payment of sales commissions and other offering costs, and
were invested in Junior Subordinated Debentures issued by Vectra to the Trust
in connection with the public offering. Interest on the Junior Subordinated
Debentures will be paid by Vectra to the Trust, will be the sole revenues of
the Trust and the source for distributions by the Trust to the holders of the
Capital Securities.
For financial reporting purposes, the Trust will be treated as a subsidiary of
Vectra and, accordingly, the accounts of the Trust will be included in the
consolidated financial statements. The Capital Securities will be presented as
a separate line item in the consolidated balance sheets under the caption
"Company Obligated Mandatorily Redeemable Preferred Securities of Subsidiary
Trust Holding Solely Junior Subordinated Debentures." For financial reporting
purposes, Vectra will record distributions payable on the Capital Securities as
interest expense in the consolidated statements of operations.
Vectra intends to use the net proceeds from the issuance of the Junior
Subordinated Debentures for the redemption of its outstanding $.95 Series A
Cumulative Preferred Stock (approximately $8.3 million) and for general
corporate purposes. Vectra expects the Capital Securities to qualify as Tier 1
capital under the capital guidelines of the Federal Reserve subject to
regulatory limitations.
6
<PAGE> 7
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
It is presumed that readers of these interim financial statements have read or
have access to the Management's Discussion and Analysis of Financial Condition
and Results of Operation for the years ended December 31, 1996 and 1995,
included in Vectra's Form 10-K for the fiscal year ended December 31, 1996.
COMPARISON OF STATEMENTS OF CONDITION AT
MARCH 31, 1997 AND DECEMBER 31, 1996
ASSETS. The total assets of Vectra increased $19.4 million, or
3.5%, to $581.2 million at March 31, 1997 from $561.8 million at December 31,
1996. Loans increased $13.2 million, or 4.1%, to $333.1 million at March 31,
1997 from $319.9 million at December 31, 1996.
ALLOWANCE FOR LOAN LOSSES. The following table sets forth
information regarding changes in the Vectra's allowance for loan losses.
<TABLE>
<CAPTION>
For the three
months ended
March 31,
1997
----------
(Dollars in
thousands)
<S> <C>
Balance, beginning of period $ 4,238
Provision for loan losses 230
Recoveries 78
Charge offs (235)
----------
Balance, end of period $ 4,311
==========
</TABLE>
Vectra maintains its allowance for loan losses at a level considered by
management to be adequate to cover the risk of loss in the loan portfolio at a
particular point in time. Management's judgment as to whether an additional
amount should be added to the reserve in excess of the amount of loan losses
takes into consideration a number of factors, including loss experience in
relation to outstanding loans and existing level of the reserve for losses, a
continuing review of problem loans and overall portfolio quality, regular
examinations of loan portfolios conducted by Vectra's staff and by state and
federal supervisory authorities and economic conditions.
7
<PAGE> 8
NONPERFORMING ASSETS. The following table sets forth information
concerning Vectra's nonperforming assets as of the dates indicated.
<TABLE>
<CAPTION>
March 31, December 31,
1997 1996
------- -------
(Dollars in thousands)
<S> <C> <C>
Loans 90 days or more delinquent and still accruing interest $ 1,105 $ 1,292
Nonaccrual loans 2,072 1,247
Restructured loans -- --
------- -------
Total nonperforming loans 3,177 2,539
Real estate and other assets acquired by foreclosure 1,081 1,011
------- -------
Total nonperforming assets $ 4,258 $ 3,550
======= =======
Nonperforming assets to total assets 0.73% 0.63%
Nonperforming assets to total equity 9.18% 7.81%
Nonperforming loans to total loans 0.95% 0.79%
Allowance for loan losses to nonperforming loans 135.69% 166.92%
Allowance for loan losses to total loans 1.29% 1.32%
</TABLE>
The $638,000 increase in nonperforming loans from December 31, 1996 to March
31, 1997 is primarily a result of the addition of two nonperforming loans for
$479,000 and $470,00 offset by one loan for $283,000 which was transferred to
accruing status. Management does not consider the increase to represent a
negative trend in asset quality.
LIABILITIES. Advances from the Federal Home Loan Bank increased
$14.3 million to $74 million at March 31, 1997 from $59.7 million at December
31, 1996. Customer sweep accounts increased $3.5 million to $14.2 million at
March 31, 1997 from $10.7 million at December 31, 1996.
SHAREHOLDERS' EQUITY. Shareholders' equity increased $937,000 to
$46.4 million at March 31, 1997 from $45.4 million at December 31, 1996. This
increase was a result of the $1.3 million earnings available to common
shareholders offset by a $358,000 increase in unrealized loss on securities
available for sale.
8
<PAGE> 9
COMPARISONS OF STATEMENTS OF OPERATIONS
The following table provides a summary of the major elements of income and
expense for the first quarter of 1997 compared with the first quarter of 1996.
<TABLE>
<CAPTION>
For the three months Impact on
ended March 31, net income
-------------------- increase %
1997 1996 (decrease) change
-------- -------- ---------- ------
<S> <C> <C> <C> <C>
Interest income $ 10,978 $ 7,887 $ 3,091 39.19%
Interest expense (4,423) (3,418) (1,005) 29.40%
-------- -------- -------- -----
Net interest income 6,555 4,469 2,086 46.68%
Provision for loan losses (230) (179) (51) 28.49%
-------- -------- -------- -----
Net interest income after
provision for loan losses 6,325 4,290 2,035 47.44%
Total other income 1,121 1,143 (22) (1.92%)
Total other expenses (4,779) (4,034) (745) 18.47%
-------- -------- -------- -----
Income before income taxes 2,667 1,399 1,268 90.64%
Income tax expense (995) (410) (585) 142.68%
-------- -------- -------- -----
Net earnings $ 1,672 $ 989 $ 683 69.06%
======== ======== ======== =====
</TABLE>
NET INTEREST INCOME. For most financial institutions, the primary
component of earnings is net interest income. Net interest income is the
difference between interest income, principally from loans and investment
securities, and interest expense, principally on customer deposits and
borrowings. Changes in net interest income result from changes in volume, net
interest spread and net interest margin. Volume refers to the average dollar
levels of interest-earning assets and interest-bearing liabilities. Net
interest spread refers to the difference between the average yield on
interest-earning assets and the average cost of interest-bearing liabilities.
Net interest margin refers to net interest income divided by average
interest-earning assets and is influenced by the level and relative mix of
interest-earning assets and interest-bearing liabilities.
The following table sets forth information for the periods indicated with
regard to average balances of assets and liabilities, as well as the total
dollar amounts of interest income from interest-earning assets and interest
expense on interest-bearing liabilities, resultant yields or costs, net
interest income, net interest spread, net interest margin and the ratio of
average interest-earning assets to average interest-bearing liabilities for
Vectra. These schedules have been adjusted to a fully taxable equivalent basis
for 1997. There were no adjustments for 1996 related to tax- exempt interest,
as such interest was not significant. Net interest income for the three months
ended March 31, 1997, was 46.7% higher than for the same quarter in 1996
primarily because of the addition of the Southwest State Bank (SWSB) assets
acquired in an acquisition accounted for using purchase accounting which closed
on June 18, 1996.
9
<PAGE> 10
Vectra Banking Corporation and Subsidiaries
<TABLE>
<CAPTION>
For the three months ended March 31,
------------------------------------------------------------------
1997 1996
------------------------------- --------------------------------
Interest Average Interest Average
Average earned yield Average earned yield
balance or paid or cost balance or paid or cost
-------- ------- ------- -------- ------- -------
(Dollars in thousands)
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Investments $180,691 2,834 6.36% $171,596 2,508 5.88%
Federal Home Loan Bank stock 4,825 65 5.46% 4,874 73 6.02%
Loans (1) 324,579 8,079 10.09% 204,171 5,306 10.45%
-------- ------ -------- ------
Total interest-earning assets 510,095 10,978 8.73% 380,641 7,887 8.33%
Noninterest-earning assets
Cash and due from banks 25,812 16,829
Allowance for loan losses (4,375) (2,547)
Other 28,459 17,848
-------- --------
Total assets $559,991 $412,771
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
NOW and money market accounts $ 84,726 519 2.48% $ 63,929 393 2.47%
Savings 126,609 1,277 4.09% 102,878 1,128 4.41%
Certificates of deposit:
Under $100,000 70,584 966 5.55% 48,202 681 5.68%
$100,000 and over 35,332 495 5.68% 14,152 201 5.71%
-------- ------ -------- ------
Total interest-bearing deposits 317,251 3,257 4.16% 229,161 2,403 4.22%
Customer sweep accounts 12,651 148 4.74% 6,026 71 4.74%
Federal Home Loan Bank advances and federal
funds purchased 69,878 940 5.46% 66,527 920 5.56%
Notes Payable 4,050 78 7.81% 1,049 24 9.20%
-------- ------ -------- ------
Total interest-bearing liabilities 403,830 4,423 4.44% 302,763 3,418 4.54%
Noninterest-bearing demand accounts 106,598 76,912
--------
Total deposits and interest-
bearing liabilities 510,428 379,675
Other noninterest-bearing liabilities
3,488 2,404
-------- --------
Total liabilities 513,916 382,079
Shareholders' equity 46,075 30,692
-------- --------
Total liabilities and
shareholders' equity $559,991 $412,771
======== ========
Net interest income $6,555 $4,469
====== ======
Net interest spread 4.29% 3.79%
===== =====
Net interest margin 5.21% 4.72%
===== =====
Ratio of average interest-earning assets to
average interest-bearing liabilities 126% 126%
======== ========
</TABLE>
(1) Loans are net of unearned discount. Nonaccruals are included in average
loans outstanding. Loan fees are included in interest income as follows:
1997 - $365,000; 1996 - $290,000
10
<PAGE> 11
The following table illustrates, for the periods indicated, the changes in
Vectra's net interest income due to changes in volume and changes in interest
rate. Changes in net interest income due to both volume and rate have been
included in the changes due to rate.
<TABLE>
<CAPTION>
For the three months ended March 31,
1997 compared to 1996:
increase (decrease) in
net interest income
due to changes in
-----------------------------
Volume Rate Total
------- ------- -------
(Dollars in thousands)
<S> <C> <C> <C>
Interest earning assets
Investments $ 104 $ 222 $ 326
Investment in the stock of the Federal Home Loan Bank (2) (6) (8)
Loans 3,036 (263) 2,773
------- ------- -------
Total interest earning assets 3,138 (47) 3,091
Interest bearings deposits
NOW and money market accounts (122) (4) (126)
Savings (245) 96 (149)
Time certificates of deposit under $100,000 (305) 20 (285)
Time certificates of deposit $100,000 and over (295) 1 (294)
Customer sweep accounts (76) (1) (77)
Federal Home Loan Bank advances and federal funds purchased (36) 16 (20)
Notes Payable (68) 14 (54)
------- ------- -------
Total interest bearing liabilities (1,147) 142 (1,005)
Net increase in net interest income $ 1,991 $ 95 $ 2,086
======= ======= =======
</TABLE>
RESULTS OF OPERATIONS
THREE MONTHS ENDED MARCH 31, 1997 AND 1996
INTEREST INCOME. Interest income increased $3.1 million to $11
million in the first quarter of 1997 from $9.9 million in the same quarter of
1996. The primary factor contributing to this increase was the $120.4 million
increase in average loans to $324.6 million in the first quarter of 1997 from
$204.2 million in the same quarter of 1996. SWSB contributed approximately
$73.4 million to the increase in average loan balances. Lower average interest
rates earned on loans in the first quarter of 1997 compared to 1996 partially
offset the increase from the higher average balances. A $9.1 million increase
in average investments coupled with an increase in the average yield on
investments resulted in a $326,000 increase in interest earned on investments.
Management continues to focus on loan growth and has allowed investments to
decline as a percent of total assets. Most of the Company's investments are in
floating rate securities tied to a variety of indices.
11
<PAGE> 12
INTEREST EXPENSE. Interest expense increased $1 million to $4.4
million in the first quarter of 1997 from $3.4 million in the same period of
1996. This increase was primarily a result of increases in average balances of
interest- bearing deposit and customer sweep accounts. Average balances in
these accounts increased $94.7 million from the same period a year ago causing
interest expense on these accounts to increase $931,000 from the first quarter
in 1996. This was partially offset by $112,000 caused by a four basis point
decline in interest rates paid on these accounts compared to the same period a
year ago. SWSB contributed $72.8 million in average interest-bearing deposits.
Averages borrowings from the FHLB increased $3.4 million to $69.9 million in
the quarter from $66.5 million in the same quarter of 1996. Offsetting the
increase in interest expense resulting from increases in average balances was
the average cost of these borrowings which declined 10 basis points to 5.46% in
the first quarter of 1997 from 5.56% in the same quarter of 1996. Expansion of
the depositor base provides customer cross selling opportunities.
NET INTEREST INCOME. Net interest income increased $2.1 million in
the first quarter of 1997 compared to the same period in 1996. The increase
resulted from the $129.5 million increase in average interest-bearing assets
combined with an increase in net interest margin to 5.21% in 1997 from 4.72% in
1996. The principal reasons for the increase in net interest margin relates to
changes in the mix of assets and liabilities. Higher yielding loans have
increased and have been funded with lower costing deposits instead of higher
costing FHLB borrowings. Average FHLB borrowings as a percent of average
assets declined to 12.5% in the first quarter of 1997 compared to 16.1% in the
same period a year ago. Net interest spread also increased 50 basis points to
4.29% in the first quarter of 1997 from 3.79% in the same period in 1996.
OTHER INCOME. Other income was essentially unchanged at $1.1 million
in the first quarter of 1997 from the same period in 1996, principally as a
result of lower gains on the sale of mortgage loans and SBA loans of $95,000
and $65,000 respectively and a $31,000 loss on sales of securities in the first
quarter of 1997 compared to the same period in 1996. This was partially offset
by a $189,000 increase in service charges on deposit accounts driven by the
increased deposit base.
OTHER EXPENSES. Other expenses increased $745,000 to $4.8 million in
the first quarter of 1997 from $4.0 million in the same period of 1996. The
increase in operating expenses is primarily due to the addition of SWSB. With
the acquisition of SWSB, additional staff, facilities, equipment and additional
operating expenses due to a larger customer base were necessary. The increase
primarily consisted of a $591,000 increase in salaries and employee benefits
largely from the addition of the SWSB employees and an $81,000 increase in
amortization of intangible assets related to the SWSB acquisition.
12
<PAGE> 13
PART II - OTHER INFORMATION
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
Not applicable
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
None
13
<PAGE> 14
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.
Date: 05/09/97 By: /s/ Ray L. Nash
--------------- -------------------------------------
Ray L. Nash, Chief Financial Officer
(Chief Accounting Officer) and Duly
Authorized Officer
14
<PAGE> 15
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
------- -----------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 35,664
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 183,184
<INVESTMENTS-CARRYING> 412
<INVESTMENTS-MARKET> 412
<LOANS> 333,059
<ALLOWANCE> 4,311
<TOTAL-ASSETS> 581,214
<DEPOSITS> 439,581
<SHORT-TERM> 88,189
<LIABILITIES-OTHER> 3,022
<LONG-TERM> 4,050
0
19,021
<COMMON> 25,748
<OTHER-SE> 1,603
<TOTAL-LIABILITIES-AND-EQUITY> 581,214
<INTEREST-LOAN> 8,079
<INTEREST-INVEST> 2,899
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 10,978
<INTEREST-DEPOSIT> 3,257
<INTEREST-EXPENSE> 4,423
<INTEREST-INCOME-NET> 6,555
<LOAN-LOSSES> 230
<SECURITIES-GAINS> (31)
<EXPENSE-OTHER> 4,779
<INCOME-PRETAX> 2,667
<INCOME-PRE-EXTRAORDINARY> 1,672
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,672
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<YIELD-ACTUAL> 0
<LOANS-NON> 2,072
<LOANS-PAST> 1,105
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 4,238
<CHARGE-OFFS> 235
<RECOVERIES> 78
<ALLOWANCE-CLOSE> 4,311
<ALLOWANCE-DOMESTIC> 4,311
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>