<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------------------------
FORM 10-QSB
(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, 1996.
OR
__ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____________ to ____________
Commission File No. 33-19735-A
COMMUNITY BANCSHARES, INC.
- --------------------------------------------------------------------------------
(Exact name of small business issuer as specified in its charter)
North Carolina 56-1693841
- ------------------------- ------------------------------------
(State of Incorporation) (I.R.S. Employer Identification No.)
1600 Curtis Bridge Road Wilkesboro, North Carolina 28679
(Address of Principal Executive Offices)
- --------------------------------------------------------------------------------
(910) 838-4100
(Issuer's Telephone Number, Including Area Code)
- --------------------------------------------------------------------------------
Not Applicable
- --------------------------------------------------------------------------------
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last
Report)
Check whether the issuer (1) 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 issuer 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 equity as of the latest
practicable date.
Common stock, $3.00 par value per share 781,786 shares issued and
outstanding as of May 13, 1996.
<PAGE> 2
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
COMMUNITY BANCSHARES, INC.
WILKESBORO, NORTH CAROLINA
CONSOLIDATED BALANCE SHEETS
ASSETS
<TABLE>
<CAPTION>
March 31, December 31,
--------- ------------
1996 1995
---- ----
(Unaudited) (Unaudited)
----------- -----------
<S> <C> <C>
Cash and due from banks $ 2,323,231 $ 1,881,264
Federal funds sold 390,820 67,922
---------- ----------
Total cash and cash equivalents $ 2,714,051 $ 1,949,186
Securities:
Available-for-sale,
at estimated market values 6,914,025 7,013,048
Held-to-maturity (Estimated market
values of $6,023,183 (03-31-96)
and $6,835,210 (12-31-95) 6,045,929 6,809,508
Loans, net 38,557,954 36,313,575
Investment in Community Mortgage 14,823 16,954
Property and equipment 247,025 225,597
Other assets 682,386 593,389
---------- ----------
Total Assets $55,176,193 $52,921,257
========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Deposits
Non-interest bearing deposits $ 3,175,775 $ 4,026,059
Interest bearing deposits 46,632,051 44,157,107
---------- ----------
Total deposits $49,807,826 $48,183,166
Other liabilities 1,296,265 694,965
---------- ----------
Total Liabilities $51,104,091 $48,878,131
---------- ----------
Commitments & Contingencies
Shareholders' Equity:
Common stock - $3.00 par value,
10,000,000 shares authorized;
781,786 shares issued
and outstanding $ 2,345,358 $ 2,345,358
Paid-in-capital 1,868,236 1,868,236
Retained earnings (deficit) (145,877) (187,710)
Unrealized gain on
securities available-for-sale 4,385 17,242
---------- ----------
Total Shareholders' Equity $ 4,072,102 $ 4,043,126
---------- ----------
Total Liabilities
and Shareholders' Equity $55,176,193 $52,921,257
========== ==========
</TABLE>
Refer to notes to the consolidated financial statements.
2
<PAGE> 3
COMMUNITY BANCSHARES, INC.
WILKESBORO, NORTH CAROLINA
CONSOLIDATED INCOME STATEMENTS
(UNAUDITED)
<TABLE>
<CAPTION>
For the quarter
ended March 31,
-----------------
1996 1995
---- ----
<S> <C> <C>
Interest and fees on loans $1,126,336 $ 862,984
Interest expense 646,468 430,053
--------- --------
Net interest income $ 479,868 $ 432,931
Provision for possible loan losses 37,500 31,418
--------- --------
Net interest income (loss) after
provision for possible loan losses $ 442,368 $ 401,513
--------- --------
Other income:
Service fees and other charges $ 34,040 $ 21,244
Loss on sale of securities (4,497) (346)
--------- --------
Total other income $ 29,543 $ 20,898
--------- --------
Operating expenses:
Salaries and benefits $ 190,535 149,817
Legal and professional 14,426 12,775
Depreciation 15,405 9,285
Amortization 6,017 6,017
Courier and postage 13,765 12,226
Rent expense 21,865 16,984
Data processing 24,388 19,730
Other operating expenses 120,039 93,728
--------- --------
Total operating expenses $ 406,440 $ 320,562
--------- --------
Net income before taxes $ 65,471 $ 101,849
Income taxes 23,638 40,901
--------- --------
Net income $ 41,833 $ 60,948
========= ========
Income per share $ .04 $ .06
========= ========
</TABLE>
Refer to notes to the consolidated financial statements.
3
<PAGE> 4
COMMUNITY BANCSHARES, INC.
WILKESBORO, NORTH CAROLINA
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
--------------------
1996 1995
---- ----
<S> <C> <C>
Cash flows from operating activities: $ 604,748 $ 217,644
---------- ----------
Cash flows from Investing Activities:
Purchase of fixed assets (36,833) - -
(Increase) in loans (2,277,455) (2,296,876)
Securities - available-for-sale
Sale of securities 1,359,944 499,453
Purchase of securities (1,628,149) (347,634)
Maturity and paydowns 354,371 609,105
Securities - held-to-maturity
Purchase of securities (275,591) (502,500)
Maturity and paydowns 1,039,170 74,278
---------- ----------
Net cash used in investing activities $(1,464,543) $(1,964,174)
---------- ----------
Cash flows from Financing Activities:
Increase in deposits $ 1,624,660 $ 960,529
Exercise of warrants - - 5,500
---------- ----------
Cash provided from financing activities $ 1,624,660 $ 966,029
---------- ----------
Net (decrease) in cash and cash equivalents $ 764,865 $ (780,501)
Cash and cash equivalents,
beginning of period 1,949,186 4,613,843
---------- ----------
Cash and cash equivalents, end of period $ 2,714,051 $ 3,833,342
========== ==========
</TABLE>
Refer to notes to the consolidated financial statements.
4
<PAGE> 5
COMMUNITY BANCSHARES, INC.
WILKESBORO, NORTH CAROLINA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 1996
NOTE 1 - BASIS OF PRESENTATION
The accompanying financial statements have been prepared in accordance
with generally accepted accounting principles for interim financial information
and with the instructions to Form 10-QSB. Accordingly, they do not include all
the information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of management,
all adjustments (consisting of normal recurring accruals) considered necessary
for a fair presentation have been included. Operating results for the
three-month period ended March 31, 1996 are not necessarily indicative of the
results that may be expected for the year ending December 31, 1996. For
further information, refer to the financial statements and footnotes thereto
included in Form 10-KSB for the year ended December 31, 1995.
NOTE 2 - SUMMARY OF ORGANIZATION
Community Bancshares, Inc., Wilkesboro, North Carolina (the
"Company"), was incorporated under the laws of the State of North Carolina on
June 11, 1990, for the purpose of becoming a bank holding company with respect
to a proposed national bank, Wilkes National Bank (the "Bank"), located in
Wilkesboro, North Carolina. Upon commencement of the Bank's planned principal
operations on January 17, 1992, the Company acquired 100 percent of the voting
stock of the Bank by injecting $3,750,000 into the Bank's capital accounts.
In 1990 during its initial stages, the Company filed a Registration
Statement on a Form S-1 with the Securities and Exchange Commission offering
for sale a minimum of 365,000 and a maximum of 660,000 shares of its common
stock, $6.00 par value per share. As of March 31, 1996 and December 31, 1995,
there were 781,786 shares of common stock outstanding.
Additionally, the Company offered warrants to its organizers and to a
group of initial subscribers. Each warrant, when surrendered with $11.00 to
the Company, is convertible into one share of common stock. The warrants
expire ten years from January 17, 1992. At March 31, 1996 and December 31,
1995, there were 193,457 warrants outstanding.
5
<PAGE> 6
COMMUNITY BANCSHARES, INC.
WILKESBORO, NORTH CAROLINA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 1996
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation and Reclassification. The consolidated financial
statements include the accounts of the Company and the Bank. All significant
intercompany accounts and transactions have been eliminated in consolidation.
Certain prior year amounts have been reclassified to conform to the current
year presentation.
Basis of Accounting. The accounting and reporting policies of the
Company conform to generally accepted accounting principles and to general
practices in the banking industry. The Company uses the accrual basis of
accounting by recognizing revenues when earned and expenses when incurred,
without regarding the time of receipt or payment of cash.
Investment Securities. The Company adopted Statement of Financial
Accounting Standards No. 115, "Accounting for Certain Investment in Debt and
Equity Securities" ("SFAS 115") on January 1, 1994. SFAS 115 requires
investments in equity and debt securities to be classified into three
categories:
1. Held-to-maturity securities: These are securities which the
Company has the ability and intent to hold until maturity.
These securities are stated at cost, adjusted for amortization
of premiums and the accretion of discounts.
2. Trading securities: These are securities which are bought and
held principally for the purpose of selling in the near
future. Trading securities are reported at fair market value,
and related unrealized gains and losses are recognized in the
income statement.
3. Available-for-sale securities: These are securities which are
not classified as either held-to-maturity or as trading
securities. These securities are reported at estimated market
value. Unrealized gains and losses are reported, net of tax,
as separate components of shareholders' equity. Unrealized
gains and losses are excluded from the income statement.
6
<PAGE> 7
COMMUNITY BANCSHARES, INC.
WILKESBORO, NORTH CAROLINA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 1996
Loans, Interest and Fee Income on Loans. Loans are stated at the
principal balance outstanding. Unearned discount, unamortized loan fees and
the allowance for possible loan losses are deducted from total loans in the
statement of condition. Interest income is recognized over the term of the
loan based on the principal amount outstanding. Points on real estate loans
are taken into income to the extent they represent the direct cost of
initiating a loan. The amount in excess of direct costs is deferred and
amortized over the expected life of the loan.
Loans are generally placed on non-accrual status when principal or
interest becomes ninety days past due, or when payment in full is not
anticipated. When a loan is placed on non-accrual status, interest accrued but
not received is generally reversed against interest income. If collectibility
is in doubt, cash receipts on non-accrual loans are not recorded as interest
income, but are used to reduce principal.
Alowance for Possible Loan Losses. The provisions for loan losses
charged to operating expense reflect the amount deemed appropriate by management
to establish an adequate reserve to meet the present and foreseeable risk
characteristics of the current loan portfolio. Management's judgement is based
on periodic and regular evaluation of individual loans, the overall risk
characteristics of the various portfolio segments, past experience with losses
and prevailing and anticipated economic conditions. Loans which are determined
to be uncollectible are charged against the allowance. Provisions for loan
losses and recoveries on loans previously charged-off are added to the
allowance.
The Company adopted Statement of Financial Accounting Standards No.
114, "Accounting by Creditors for Impairment of a Loan," ("SFAS 114") on
January 1, 1995. Under the new standard, a loan is considered impaired, based
on current information and events, if it is probable that the Company will be
unable to collect the scheduled payments of principal or interest when due
according to the contractual terms of the loan agreement. The measurement of
impaired loans is generally based on the present value of expected future cash
flows discounted at the historical effective interest rate, except that all
collateral-dependent loans are measured for impairment based on the fair value
of the collateral. The adoption of SFAS 114 resulted in no change to the
allowance for credit losses at January 1, 1995.
7
<PAGE> 8
COMMUNITY BANCSHARES, INC.
WILKESBORO, NORTH CAROLINA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 1996
In October, 1994, FASB issued Statement of Financial Accounting
Standards No. 118, "Accounting by Creditors for Impairment of a Loan - Income
Recognition and Disclosure" ("SFAS 118"). SFAS 118 amends SFAS 114 to allow a
creditor to use existing methods for recognizing interest income on an impaired
loan, rather than the methods prescribed in SFAS 114.
Property and Equipment. Furniture, equipment and leasehold improvements
are stated at cost, net of accumulated depreciation. Depreciation is computed
using the straight line method over the estimated useful lives of the related
assets. Maintenance and repairs are charged to operations, while major
improvements are capitalized. Upon retirement, sale or other disposition of
property and equipment, the cost and accumulated depreciation are eliminated
from the accounts, and gains or losses are included in income from operations.
Organizational Costs. In accordance with FASB Statement No. 7, the
Company and the Bank capitalized all direct organizational costs that were
incurred in the expectation that they would generate future revenues or
otherwise be of benefit after the Bank commenced operations. These capitalized
costs are amortized over a sixty-month period using the straight line method.
As of March 31, 1996 and December 31, 1995, total organizational costs, net of
amortization, amounted to $20,059 and $26,076, respectively.
Income Taxes. The consolidated financial statements have been
prepared on the accrual basis. When income and expenses are recognized in
different periods for financial reporting purposes and for purposes of
computing income taxes currently payable, deferred taxes are provided on such
temporary differences.
Effective January 1, 1993, the Company adopted Statement of Financial
Accounting Standards No. 109, "Accounting for Income Taxes" ("SFAS 109").
Under SFAS 109, deferred tax assets and liabilities are recognized for the
expected future tax consequences of events that have been recognized in the
financial statements or tax return. Deferred tax assets and liabilities are
measured using the enacted tax rates expected to apply to taxable income in the
years in which those temporary differences are expected to be realized or
settled.
8
<PAGE> 9
COMMUNITY BANCSHARES, INC.
WILKESBORO, NORTH CAROLINA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 1996
Statement of Cash Flows. For purposes of reporting cash flows, cash
and cash equivalents include cash on hand, amounts due from banks and federal
funds sold. Generally, federal funds are purchased or sold for one-day periods.
Income Per Share. The weighted average number of shares outstanding
as well as all common stock equivalents must be considered for purposes of
computing earnings per share. Note that common stock equivalents are
securities that enable their holders to obtain additional shares of common
stock. Options and warrants are common stock equivalents. They are used in
the computation of earnings per share only if, upon exercise, they dilute
earnings per share by 3% or more. To compute earnings per share, adjusted net
income is divided by the sum of weighted average common stock outstanding and
common stock equivalents.
9
<PAGE> 10
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
Liquidity and Sources of Capital
The Company commenced its planned principal operations on January 17, 1992 when
its subsidiary Bank opened for business. During the period from February 1,
1990 to January 17, 1992, the Company was in the development stage as it
devoted most of its efforts to organizing, incorporating, planning, raising
capital and recruiting personnel. During the development stage, the Company
funded its operations principally through borrowings. However, by December 31,
1991, all outstanding loans were paid-off with funds raised through the sale of
the Company's common stock.
Total assets increased by $2.3 million to $55.2 million during the three-month
period ended March 31, 1996. The increase was generated primarily through a
$1.6 million increase in deposits and a $.6 million increase in repurchase
agreements. These funds were utilized to expand the loan portfolio by $2.2
million. The opening of the second branch at Miller's Creek has contributed
to the increase in deposits and loan demand.
Liquidity is the Company's ability to meet all deposit withdrawals immediately,
while also providing for the credit needs of customers. The March 31, 1996
financial statements evidence a satisfactory liquidity position as total cash
and cash equivalents amounted to $2.7 million, representing 4.9% of total
assets. Investment securities amounted to $13.0 million, representing 23.5% of
total assets. These securities provide a secondary source of liquidity because
they can be converted into cash in a timely manner. The subsidiary Bank is a
member of the Federal Reserve System and is maintaining relationships with
several correspondent banks and, thus, could obtain funds on short notice. The
Company's management closely monitors and maintains appropriate levels of
interest earning assets and interest bearing liabilities, so that maturities of
assets are such that adequate funds are provided to meet customer withdrawals
and loan demand. There are no trends, demands, commitments, events or
uncertainties that will result in or are reasonably likely to result in the
Company's liquidity increasing or decreasing in any material way.
The Bank maintains an adequate level of capitalization as measured by the
following capital ratios and the respective minimum capital requirements by the
Bank's primary regulator, the OCC.
<TABLE>
<CAPTION>
Bank's Minimum required
March 31, 1996 by regulator
-------------- ------------
<S> <C> <C>
Leverage ratio 6.7% 4.0%
Risk weighted ratio 10.3% 8.0%
</TABLE>
10
<PAGE> 11
With respect to the leverage ratio, the regulator expects a minimum of 5.0
percent to 6.0 percent ratio for banks that are not rated CAMEL 1. Although
the Bank is not rated CAMEL 1, its leverage ratio of 6.7 percent is above the
required minimum.
The Company filed a Registration Statement on Form S-2 with the Securities and
Exchange Commission, to sell a maximum of 500,000 shares at $10 per share. The
Registration Statement was declared effective on March 8, 1996. As of May 3,
1996, 85,340 shares of the Company's common stock were sold for $853,400. The
Company plans to contribute the majority of the proceeds to the Bank's capital
accounts.
Results of Operations
Net Income for the three-month period ended March 31, 1996 amounted to $41,833,
or $.04 per share. For the three-month period ended March 31, 1995, net income
amounted $60,948, or $.06 per share. The primary reason for the decline in
income for the period ended March 31, 1996 is attributed to expenses associated
with the opening and maintenance of a second branch (Miller's Creek branch).
Four major items are of a particular interest when one compares the March 31,
1996 results to those of March 31, 1995.
a. Net interest income, which represents the difference between interest
received on interest earning assets and interest paid on interest
bearing liabilities, has increased from $432,931 for the three-month
period ended March 31, 1995 to $479,868 for the same period one year
later, representing an increase of $46,937, or 10.8%. This increase
was attained primarily because of a $10.7 million increase in earning
assets, from $40.2 million at March 31, 1995 to $51.9 million at March
31, 1996.
b. The net interest yield, defined as net interest income divided by
average interest earning assets, has decreased from 4.3% for the
three-month period ended March 31, 1995 to 3.7% for the three-month
period ended March 31, 1996. This decline is attributed to a
significant increase in the cost of funds. Below is pertinent
information concerning the yield on earning assets and the cost of
funds as of March 31, 1996.
<TABLE>
<CAPTION>
Avg. Assets/ Interest Yield/
Description Liabilities Income/Expense Cost
- ----------- ----------- -------------- ------
<S> <C> <C> <C>
Federal funds $ 669,989 $ 8,986 5.36%
Securities 13,290,531 201,573 6.07%
Loans 37,614,250 915,777 9.74%
---------- --------- ----
Total $51,574,770 $1,126,336 8.74%
========== --------- ----
</TABLE>
11
<PAGE> 12
<TABLE>
<S> <C> <C>
Transactional
accounts $11,588,338 $ 76,635 2.65%
Savings 1,657,730 17,338 4.18%
CD's 34,816,826 543,893 6.25%
Reverse repos 752,507 8,602 4.58%
---------- --------- ----
Total $48,815,401 $ 646,468 5.30%
========== --------- ----
Net interest income $ 479,868
=========
Net yield on earning assets 3.72%
====
</TABLE>
c. Total non-interest income has increased from $20,898 for the three
month period ended March 31, 1995 to $29,543 for the three-month
period ended March 31, 1996. The above increase of 41.4% is
attributed to higher volume in transactional accounts, and a higher
fee schedule.
d. Management was better able to control expenses. For the three-month
period ended March 31, 1996, operating expenses amounted to $406,440,
representing an annualized 3.0% of average assets. By comparison, for
the three-month period ended March 31, 1995, operating expenses
amounted to $320,562, representing an annualized 3.1% of average
assets.
During the three-month period ended March 31, 1996, the allowance for loan
losses has grown from $418,620 to $451,696. The allowance for loan losses as a
percentage of gross loans increased from 1.14% at December 31, 1995 to 1.16% at
March 31, 1996. Management considers the allowance for loan losses to be
adequate and sufficient to absorb possible future losses; however, there can be
no assurance that charge-offs in future periods will not exceed the allowance
for loan losses or that additional provisions to the allowance will not be
required.
The Company is not aware of any current recommendation by the regulatory
authorities which, if they were to be implemented, would have a material effect
on the Company's liquidity, capital resources, or results of operations.
12
<PAGE> 13
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits. The following exhibit is filed with this Report:
27.1 Financial Data Schedule (for SEC use only)
(b) Reports on Form 8-K. No report on Form 8-K was filed during
the quarter March 31, 1996.
<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.
COMMUNITY BANCSHARES, INC.
Date: May 13, 1996 By: /s/ Ronald S. Shoemaker
------------------------------
Ronald S. Shoemaker President and Chief
Executive Officer (chief executive and
financial officer)
<PAGE> 15
EXHIBIT INDEX
Exhibit Number Description of Exhibit Sequence Page No.
- -------------- ----------------------- -----------------
27.1 Financial Data Schedule
(for SEC use only)
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM COMMUNITY
BANCSHARES, INC UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED
MARCH 31, 1996 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-END> MAR-31-1996
<CASH> 2,323,231
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 390,820
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 6,914,025
<INVESTMENTS-CARRYING> 6,045,929
<INVESTMENTS-MARKET> 6,023,183
<LOANS> 39,009,650
<ALLOWANCE> 451,696
<TOTAL-ASSETS> 55,176,193
<DEPOSITS> 51,104,091
<SHORT-TERM> 0
<LIABILITIES-OTHER> 1,296,265
<LONG-TERM> 0
0
0
<COMMON> 2,345,358
<OTHER-SE> 1,868,236
<TOTAL-LIABILITIES-AND-EQUITY> 55,176,193
<INTEREST-LOAN> 915,778
<INTEREST-INVEST> 210,558
<INTEREST-OTHER> 1,126,336
<INTEREST-TOTAL> 646,468
<INTEREST-DEPOSIT> 646,468
<INTEREST-EXPENSE> 479,868
<INTEREST-INCOME-NET> 37,500
<LOAN-LOSSES> (4,497)
<SECURITIES-GAINS> 406,440
<EXPENSE-OTHER> 65,471
<INCOME-PRETAX> 65,471
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 41,833
<EPS-PRIMARY> .05
<EPS-DILUTED> .05
<YIELD-ACTUAL> 8.74
<LOANS-NON> 236,000
<LOANS-PAST> 45,000
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 418,620
<CHARGE-OFFS> 7,253
<RECOVERIES> 2,829
<ALLOWANCE-CLOSE> 451,696
<ALLOWANCE-DOMESTIC> 442,000
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 9,696
</TABLE>
