FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
March 31, 1998 Commission File Number
000-18991
PEOPLES BANCORP
212 WEST SEVENTH STREET
AUBURN, IN 46706
Indiana 35-1811284
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
Registrant's telephone number, including area code: (219)925-2500
Indicate by a 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 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 each of the issuer's classes of
common stock as of the latest practicable date:
Common stock, par value $1 per share 3,377,665 shares
- ------------------------------------ ----------------
(Title of class) (Outstanding at April 14, 1998)
1
<PAGE>
PEOPLES BANCORP
AND SUBSIDIARY
Page
Number
Part I Financial Information:
Item 1. Consolidated Financial Statements
Consolidated Statement of Financial Condition
as of March 31, 1998 and September 30, 1997.........................3
Consolidated Statement of Income for the three
and six months ended March 31, 1998 and 1997........................4
Consolidated Statement of Changes in Stockholders' Equity for
the six months ended March 31, 1998.................................5
Consolidated Statement of Cash Flows for the
six months ended March 31, 1998 and 1997............................6
Notes to Consolidated Financial Statements........................7-8
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.............................9-14
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K.................................15
Signatures....................................................................16
2
<PAGE>
PART I. FINANCIAL INFORMATION
PEOPLES BANCORP
AND SUBSIDIARY
CONSOLIDATED STATEMENT OF FINANCIAL CONDITION
ASSETS
March 31, September 30,
1998 1997
----------------------------
(Unaudited)
Cash $ 2,768,383 $ 2,993,154
Short-term interest-bearing deposits 7,451,999 7,738,990
-------------- -------------
Total cash and cash equivalents 10,220,382 10,732,144
Interest-bearing deposits 3,737,041 976,000
Securities available for sale 27,646,811 28,467,800
Securities held to maturity
(approximate market value $7,137,878 and $8,740,052) 7,139,315 8,757,855
Mortgage-backed securities 437,285 498,823
Loans:
Loans 246,044,213 236,142,236
Less: Allowance for loan losses 894,181 886,567
-------------- -------------
Net loans 245,150,032 235,255,669
Premises and equipment 2,332,616 1,712,774
Federal Home Loan Bank of Indianapolis stock, at cost 2,062,200 2,062,200
Other assets 1,925,739 2,138,330
-------------- -------------
Total assets $300,651,421 $290,601,595
============== =============
LIABILITIES
NOW and savings deposits $ 74,857,620 $ 70,539,511
Certificates of deposit 174,926,734 171,250,628
Reverse Repurchase Agreements 4,118,478 3,162,400
Advances by borrowers for taxes and insurance 2,431 1,591
Other liabilities 1,382,123 1,349,295
------------- --------------
Total liabilities 255,287,386 246,303,425
------------- --------------
STOCKHOLDERS' EQUITY
Preferred stock, par value $1;
Authorized and unissued -- 5,000,000 shares - -
Common stock, par value $1;
Authorized--7,000,000 shares:
Issued and outstanding--3,377,665 and
3,391,986 shares 3,377,665 3,391,986
Additional paid-in capital 4,958,006 5,263,589
Retained earnings--substantially restricted 36,974,199 35,573,293
Net unrealized loss on securities available for sale 54,166 69,302
------------- --------------
Total stockholders' equity 45,364,036 44,298,170
------------- --------------
Total liabilities and stockholders' equity $300,651,422 $290,601,595
============= ==============
See notes to consolidated financial statements.
3
<PAGE>
PEOPLES BANCORP
AND SUBSIDIARY
CONSOLIDATED STATEMENT OF INCOME
(Unaudited)
Three months ended Six months ended
March 31, March 31,
--------------------- --------------------
1998 1997 1998 1997
---------- ---------- ----------- --------
Interest Income:
Loans $5,028,576 $4,558,538 $ 9,943,231 $ 9,223,202
Securities 457,795 465,339 955,829 964,455
Mortgage-backed securities 11,266 13,651 22,767 28,108
Other interest and dividend income 227,598 291,590 447,271 498,796
---------- ---------- ----------- -----------
5,725,235 5,329,118 11,369,098 10,714,561
---------- ---------- ----------- -----------
Interest Expense:
Now and savings deposits 510,080 474,120 1,026,867 927,229
Certificates of deposit 2,406,497 2,301,052 4,852,239 4,638,193
Short-term borrowings 50,448 27,962 92,673 49,206
---------- ---------- ----------- -----------
2,967,025 2,803,134 5,971,779 5,614,628
---------- ---------- ----------- -----------
Net Interest Income 2,758,210 2,525,984 5,397,319 5,099,933
Provision for losses on loans 2,542 (485) 7,663 10,830
---------- ---------- ----------- -----------
Net Interest Income After Provision
for Losses on Loans 2,755,668 2,526,469 5,389,656 5,089,103
---------- ---------- ----------- -----------
Other Income:
Trust income 28,897 13,840 45,755 27,564
Fees and service charges 106,426 102,411 218,096 213,282
Other income 41,789 41,216 71,912 74,391
---------- ---------- ----------- -----------
177,112 157,467 335,763 315,237
---------- ---------- ----------- -----------
Other Expense:
Salaries and employee benefits 563,071 552,049 1,193,711 1,185,735
Net occupancy expenses 82,284 77,693 151,240 150,781
Equipment expenses 88,776 57,590 148,315 101,907
Data processing expense 83,245 81,127 160,976 159,222
Deposit insurance expense 37,616 8,376 75,195 141,368
Other expenses 257,308 225,260 520,984 451,817
---------- ---------- ----------- -----------
1,112,300 1,002,095 2,250,421 2,190,830
---------- ---------- ----------- -----------
Income Before Income Tax 1,820,480 1,681,841 3,474,998 3,213,510
Income tax expense 700,215 647,080 1,329,545 1,235,020
---------- ---------- ----------- -----------
Net Income $1,120,265 $1,034,761 $ 2,145,453 $ 1,978,490
========== ========== =========== ===========
Basic Income Per Common Share $0.33 $0.27 $0.63 $0.57
Diluted Income Per Common Share $0.33 $0.27 $0.63 $0.57
Average Common Shares Outstanding 3,382,787 3,444,413 3,386,446 3,456,522
See notes to consolidated financial statements.
4
<PAGE>
PEOPLES BANCORP
AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
(Unaudited)
<TABLE>
Retained Net Unrealized
Common Stock Additional Earnings Gain (Loss) on
--------------------
Number Paid-in (Substantially Securities
of Shares Amount Capital Restricted) Available for Sale Total
<S> <C> <C> <C> <C> <C> <C>
--------- ---------- ---------- ---------------- ------------------ ------------
Balances, September 30,
1997 3,391,986 $3,391,986 $5,263,589 $35,573,293 $69,302 $44,298,170
Cash dividends
($.22 per share) - - - (744,547) - (744,547)
Net change in unrealized
gain (loss) on securities
available for sale - - - - (15,136) (15,136)
Repurchase of stock (14,321) (14,321) (305,583) - - (319,904)
Net income for the
six months ended
March 31, 1998 - - - 2,145,453 - 2,145,453
---------- ---------- ---------- --------------- -------------- ------------
Balances, March 31,
1998 3,377,665 $3,377,665 $4,958,006 $36,974,199 $54,166 $45,364,036
========== ========== ========== =============== ============== ============
</TABLE>
See notes to consolidated financial statements.
5
<PAGE>
PEOPLES BANCORP
AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
Six months ended
March 31,
------------------------------
1998 1997
-------------- --------------
Operating Activities:
Net income $ 2,145,453 $ 1,978,490
Adjustments to reconcile net income to net
cash provided by operating activities:
Provision for loan losses 7,663 10,830
Depreciation and amortization 148,887 121,445
Amortization of premiums and discounts
investment securities (89,848) (29,104)
Amortization of deferred loan fees (184,568) (138,842)
Change in:
Interest receivable 50,416 293,987
Interest payable 45,669 (8,560)
Other adjustments: 178,597 (745,744)
-------------- --------------
Net cash provided by operating activities 2,302,269 1,482,502
-------------- --------------
Investing Activities:
Purchases of interest-bearing deposits (4,857,041) -
Proceeds from maturities of interest-bearing
deposits 2,096,000 -
Purchases of investment securities (4,067,539) 1,966,406)
Proceeds from maturities of investment
securities 6,625,000 11,423,571
Payments on mortgage-backed securities 62,744 72,767
Net change in loans (9,802,623) (340,465)
Purchases of premises and equipment (768,729) (290,629)
Proceeds from sales of real estate owned 41,853 28,500
-------------- --------------
Net cash used by investing activities (10,670,335) 8,927,338
-------------- --------------
Financing Activities:
Net change in:
NOW and savings accounts 4,315,125 1,740,321
Certificates of deposit 3,639,121 (179,852)
Short-term borrowings 956,078 2,310,626
Net change in advances by borrowers for
taxes and insurance 840 (507)
Cash dividends (734,926) (689,208)
Repurchase of common stock (319,934) (940,093)
-------------- --------------
Net cash provided by financing activities 7,856,304 2,241,287
-------------- --------------
Net Change in Cash and Cash Equivalents (511,762) 12,651,127
Cash and Cash Equivalents, Beginning of Period 10,732,144 11,031,745
--------------- --------------
Cash and Cash Equivalents, End of Period $10,220,382 $ 23,682,872
=============== ==============
Additional Cash Flows and Supplementary Information
Interest paid $ 5,926,110 $ 5,614,714
Income tax paid 1,292,907 306,300
See notes to consolidated financial statements
6
<PAGE>
PEOPLES BANCORP
AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Information with respect to the three and six months ended March 31, 1998
and 1997, and at March 31, 1998 and 1997, is unaudited.)
1. BASIS OF PRESENTATION
The significant accounting policies followed by Peoples Bancorp (the Company)
and its wholly-owned subsidiary, Peoples Federal Savings Bank of DeKalb County,
(the Bank), for interim financial reporting are consistent with the accounting
policies followed for annual financial reporting. All adjustments which are, in
the opinion of management, necessary for a fair presentation of the results for
the periods reported, consisting only of normal recurring adjustments, have been
included in the accompanying unaudited consolidated condensed financial
statements. The results of operations for the three and six months ended March
31, 1998, are not necessarily indicative of those expected for the remainder of
the year.
2. CONSOLIDATED STATEMENT OF FINANCIAL CONDITION
The Consolidated Statement of Financial Condition at September 30, 1997, has
been taken from the audited consolidated financial statements at that date.
3. CASH DIVIDEND
A cash dividend of $.11 per common share was declared on February 17, 1998,
payable on April 23, 1998, to stockholders of record as of April 1, 1998.
4. EARNINGS PER COMMON SHARE
Basic earnings per share have been computed based on the average common shares
outstanding during, and the earnings for, the periods presented. Diluted
earnings per share were calculated as if outstanding stock options at March 31,
1997 had been exercised, and the exercise price used to repurchase stock at the
then current market price. The resulting number of shares was used to calculate
the diluted earnings per share, which did not differ from the basic earnings per
share number. There are no outstanding potentially dilutive stock equivalents at
March 31, 1998.
7
<PAGE>
PEOPLES BANCORP
AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Information with respect to the three months ended December 31, 1997
and 1996, and at December 31, 1997 and 1996, is unaudited.)
5. COMMITMENTS TO FUND LOANS
Commitments to fund mortgage loans are as follows:
March 31, 1998 September 30, 1997
----------------------- -------------------------
Amount Rate Amount Rate
------------- -------- ----------- ------
Adjustable rate $ 120,000 $ 114,000
Fixed rate 9,788,750 7.18% 5,364,570 7.66%
------------- ======== ------------ =======
$9,908,750 $5,478,570
============= ============
6. STOCK REPURCHASE PLAN
On May 17, 1997, the Company's board of directors authorized the repurchase of
up to 240,000 of the Company's outstanding shares of common stock . Such
purchases will be made subject to market conditions in the open market or
privately negotiated transactions. At March 31, 1998, the Company has
repurchased 39,944 shares of its outstanding stock under this plan.
7. RECLASSIFICATIONS
Certain amounts in the 1997 consolidated financial statements have been
reclassified to conform to the 1998 presentation.
8
<PAGE>
PEOPLES BANCORP
AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FINANCIAL CONDITION
Total assets at March 31, 1998 were $300,651,421, an increase of $10,049,826
from September 30, 1997. The increase is attributable primarily to loans which
increased $9,894,363 to $245,150,032, and interest-bearing time deposits which
increased $2,761,041 to $3,737,041. These increases were partially offset by
decreases in investment securities.
Total deposits were $249,784,354 at March 31, 1998, an increase of $7,994,215
since September 30, 1997.
LIQUIDITY
As calculated for regulatory purposes, liquidity was 12.89% at March 31, 1998 as
compared to 13.00% at September 30, 1997. Liquidity and loan repayments should
be adequate to meet loan fundings and other obligations and expenditures.
CAPITAL RESOURCES
The following table presents Peoples Federal Savings Bank's current estimates of
its regulatory capital position as a dollar amount and as a percentage of assets
as of March 31, 1998.
At March 31, 1998
-------------------------------------------------------
Core Capital Risk-Based Capital
------------------------ -----------------------------
Amount % Amount % (1)
------------ --------- -------------- ------------
Capital Position $36,123 12.3% $ 36,998 25.5%
Regulatory
Requirement 11,765 4.0% 11,610 8.0%
Excess Capital
over Regulatory
Requirement $24,358 8.3% $ 25,388 17.5%
(1) Risk-based capital as a percentage of risk-weighted assets.
9
<PAGE>
PEOPLES BANCORP AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
SUMMARY OF RESULTS OF OPERATIONS
Peoples Bancorp and subsidiary had net income of $1,120,265 and $2,145,453 or
$0.33 and $0.63 per share for the three and six months ended March 31, 1998 as
compared to $1,034,761 and $1,978,490 or $0.27 and $0.57 per share for the same
period ended 1997. The increase was primarily due to higher net interest income
combined with lower expenses.
NET INTEREST INCOME
Net interest income was $2,755,668 for the three months and $5,389,656 for the
six months ended March 31, 1997 as compared to $2,526,469 and $5,089,103 for the
same period ended 1997. Interest income increased $396,117 and $654,537 to
$5,725,235 and $11,369,098 for the three and six months primarily due to higher
volumes of loans. Interest expense increased $163,891 and $357,151 to $2,967,025
and $5,971,779 for the three and six months primarily due to higher deposit
volumes. Provision for loan loss decreased $3,167 to $7,663 for the six months
ended March 31, 1998, reflecting management's continued review of the loan
portfolio.
The following table presents average balances and associated rates earned and
paid for all interest earning assets and interest bearing liabilities for the
six months ended March 31, 1998 and 1997. (dollars in thousands)
1998 1997
-------------------------------- -------------------------------
Average Interest Effective Average Interest Effective
Balance Yield Rate Balance Yield Rate
----------- -------- ----------- ---------- --------- ----------
Loans $244,131 $9,943 8.15% $226,993 $9,223 8.13%
Securities 33,184 956 5.76% 33,889 965 5.70%
Mortgage-backed
securities 471 23 9.77% 605 28 9.26%
Other 13,278 447 6.73% 17,347 499 5.75%
----------- -------- ---------- ---------
Combined 291,064 11,369 7.81% 278,834 10,715 7.69%
----------- -------- ---------- ---------
NOW and savings
deposits 72,209 1,027 2.84% 68,836 927 2.69%
Certificates of
deposit 171,689 4,852 5.65% 165,445 4,638 5.61%
Borrowings 3,761 93 4.95% 2,025 50 4.94%
----------- -------- ---------- ---------
Combined 247,659 5,972 4.82% 236,306 5,615 4.75%
----------- -------- ---------- ---------
Net interest income/
interest rate spread $5,397 2.99% $5,100 2.94%
======== ========= ========= =========
10
<PAGE>
PEOPLES BANCORP AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
The following table illustrates the change in net interest income due to changes
in rates and average volumes. (dollars in thousands)
Six months ended March 31, 1998 vs. 1997
Rate Vol Total
------- -------- -------
Loans $ 23 $697 $720
Securities 11 (20) (9)
Mortgage-backed
securities 1 (6) (5)
Other 77 (129) (52)
------ ------- -------
Total 112 542 654
------ ------- -------
NOW and savings deposits 54 46 100
Certificates of deposit 34 180 214
Short-term borrowings - 43 43
------ ------- -------
Total 88 269 357
------ ------- -------
Net interest income $ 24 $273 $297
====== ======= =======
NON-PERFORMING ASSETS AND SUMMARY OF LOAN LOSS EXPERIENCE
Non-performing assets at March 31, 1998 and September 30, 1997 are as follows:
(dollars in thousands)
March 31, 1998 September 30, 1997
Non-accruing loans $529 $658
Loans contractually past due 90 days
or more other than nonaccruing 59 64
Real estate owned 31 -
------- -------
$619 $722
======= =======
11
<PAGE>
PEOPLES BANCORP AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
NON-PERFORMING ASSETS AND SUMMARY OF LOAN LOSS EXPERIENCE (CONT'D)
The following table analyzes the allowance for loan and REO losses for the six
months ended March 31, 1998 and 1997. (dollars in thousands)
Loans REO
--------------- ---------------
1998 1997 1998 1997
------- ------- ------- -------
Balance at 9/30 $887 $887 $- $ -
Provision adjustment charged
(credited) to expense 8 11 6 -
Chargeoffs (19) (36) - -
Recoveries 18 11 - -
------- ------- ------- -------
Balance at 12/31 $894 $873 $6 $ -
======= ======= ======= =======
It is the Bank's policy to carry REO at net realizable value. After
repossession, appraised value is reduced for estimated repair and selling costs,
and the net amount is the carrying value of the property. Any changes in
estimated realizable value after the initial repossession, are charged to a
specific loss reserve account for REO. At present, all REO is carried at the
Bank's estimated realizable value.
Management continually reviews the mix and delinquency status of its loan
portfolio and classifies those loans which it deems appropriate. As of March 31,
1998, asset balances and the corresponding allocation of the provision for loan
losses were as follows: (dollars in thousands)
Asset Allocation of
Balance Reserve
----------- ------------
Loss $ 25 $ 25
Doubtful - -
Substandard 685 137
Unclassified 299,941 732
----------- ------------
$300,651 $894
=========== ============
12
<PAGE>
PEOPLES BANCORP AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
NON-PERFORMING ASSETS AND SUMMARY OF LOAN LOSS EXPERIENCE (CONT'D)
The allowances for loan and real estate owned losses represent amounts available
to absorb future losses. Such allowances are based on management's continuing
review of the portfolios, historical charge-offs, current economic conditions,
and such other factors, which in management's judgment deserve recognition in
estimating possible losses. In addition, various regulatory agencies, as an
integral part of their examination process, periodically review the allowance
for loan losses. Such agencies may require additions to the allowances based on
their judgment about the information available to them at the time of their
examination. Provisions for losses are charged to earnings to bring the
allowances to levels considered necessary by management. Losses are charged to
the allowances when considered probable, or in the case of REO, at the time of
repossession. Management believes that the allowances are adequate to absorb
known and inherent losses in the portfolio. No assurance can be given, however,
that economic conditions which may adversely affect the Bank's markets or other
circumstances will not result in future losses in the portfolio.
The following table presents an allocation of the Bank's allowance for loan
losses at the dates indicated and the percentage of loans in each category to
total loans. (dollars in thousands)
Balance at end of period March 31,1998 March 31, 1997
----------------- ----------------
applicable to:
Residential Mortgage Loans $ 15 92.5% $ - 92.7%
Commercial Real Estate Loans - 2.1% - 2.1%
Commercial and Other Loans - - - -
Consumer Loans 4 5.4% 5 5.2%
Unallocated 875 868
------- --------- ------ --------
Total $894 100.0% $873 100.0%
======= ========= ====== ========
13
<PAGE>
PEOPLES BANCORP AND SUBSIDIARY
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(Continued)
NON-INTEREST INCOME
The Company's non-interest income increased slightly to $177,112 and $335,763 as
compared to $157,467 and $315,237 for the same periods one year ago. The
increase was attributable to higher trust income.
NON-INTEREST EXPENSE
Total non-interest expense for the six months ended March 31, 1998 was
$2,250,421 as compared to $2,190,830 for 1997. The increase was due to increased
equipment expenses due to the addition of new mortgage loan processing software,
and other computer upgrades being undertaken in anticipation of the year 2000,
and increases in trust expense and NOW department expense due to software
upgrades which necessitate higher support fees. These increases were partially
offset by lower deposit insurance premiums due to the September 30, 1996
recapitalization of the SAIF insurance fund, and the resulting lower premiums on
insured deposits.
INCOME TAXES
Income taxes for the six months ended March 31, 1998 were $1,329,545, as
compared to $1,235,020 for a year ago. The higher tax figure this year is a
result of higher pretax income.
14
<PAGE>
PART II. OTHER INFORMATION
PEOPLES BANCORP
AND SUBSIDIARY
Item 6. Reports on Form 8-K
No reports on Form 8-K were filed during the three months ended March 31, 1998.
15
<PAGE>
PEOPLES BANCORP
AND SUBSIDIARY
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.
PEOPLES BANCORP
(REGISTRANT)
Date: April 15, 1998 Maurice F. Winkler III
President and Chief Operating Officer
Date: April 15,1998 Deborah K. Stanger
Vice President and Chief Financial Officer
16
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1998
<PERIOD-END> MAR-31-1998
<CASH> 2768383
<INT-BEARING-DEPOSITS> 7451999
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 27646811
<INVESTMENTS-CARRYING> 7139315
<INVESTMENTS-MARKET> 7137878
<LOANS> 246044213
<ALLOWANCE> 894181
<TOTAL-ASSETS> 300651421
<DEPOSITS> 249784354
<SHORT-TERM> 4118478
<LIABILITIES-OTHER> 1384553
<LONG-TERM> 0
0
0
<COMMON> 45364036
<OTHER-SE> 0
<TOTAL-LIABILITIES-AND-EQUITY> 300651421
<INTEREST-LOAN> 5028576
<INTEREST-INVEST> 457795
<INTEREST-OTHER> 238864
<INTEREST-TOTAL> 5725235
<INTEREST-DEPOSIT> 2916577
<INTEREST-EXPENSE> 2967025
<INTEREST-INCOME-NET> 2758210
<LOAN-LOSSES> 2542
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1112300
<INCOME-PRETAX> 1820480
<INCOME-PRE-EXTRAORDINARY> 1820480
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1120265
<EPS-PRIMARY> .33
<EPS-DILUTED> .33
<YIELD-ACTUAL> 3.778
<LOANS-NON> 529000
<LOANS-PAST> 59000
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 695000
<ALLOWANCE-OPEN> 887000
<CHARGE-OFFS> 19000
<RECOVERIES> 18000
<ALLOWANCE-CLOSE> 894000
<ALLOWANCE-DOMESTIC> 894000
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>