<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-----------------------------
FORM 10-QSB
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
COMMISSION FILE NUMBER 0-19040
SOUTH FLORIDA BANK HOLDING CORPORATION
(Exact name of registrant as specified in its charter)
FLORIDA 65-0221393
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2017 MCGREGOR BOULEVARD, FORT MYERS, FLORIDA 33901
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (941) 334-2020
NOT APPLICABLE
(Former name, former address and former fiscal year, if changed since
last report.)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. YES X NO
----- -----
As of August 4, 1998, there were outstanding 1,210,975 shares of the
Registrant's Common Stock.
1
<PAGE> 2
SOUTH FLORIDA BANK HOLDING CORPORATION
FORM 10-Q - FOR THE QUARTER ENDED JUNE 30, 1998
INDEX
<TABLE>
<CAPTION>
PAGE
NO.
----
<S> <C> <C>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements:
a) Unaudited Consolidated Statements of Financial
Condition - June 30, 1998 and December 31, 1997............................... 3
b) Unaudited Consolidated Statements of Income and Comprehensive Income -
Six Months Ended June 30, 1998 and 1997....................................... 4
b) Unaudited Consolidated Statements of Income and Comprehensive Income -
Three Months Ended June 30, 1998 and 1997..................................... 5
c) Unaudited Consolidated Statements of Cash Flows -
Six Months Ended June 30, 1998 and 1997....................................... 6
d) Notes to Unaudited Consolidated Financial Statements................................... 8
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations.................................................................. 9
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K....................................................... 17
SIGNATURES...................................................................................... 18
</TABLE>
2
<PAGE> 3
SOUTH FLORIDA BANK HOLDING CORPORATION
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
1998 1997
------------ ------------
<S> <C> <C>
ASSETS
Cash and due from banks.................................... $ 4,603,044 $ 5,001,112
Federal funds sold......................................... 3,439,094 1,998,000
Investments available-for-sale............................. 13,482,692 16,584,500
Investments held-to-maturity (market value of
$8,093,086 and $7,980,325)............................ 8,070,699 7,967,268
Loans, net of allowance for loan losses of
$901,475 and $882,034................................. 52,953,597 48,824,353
Accrued interest receivable................................ 589,726 600,536
Premises and equipment, net................................ 1,888,646 589,881
Other real estate owned.................................... 481,211 514,211
Other assets............................................... 880,761 779,497
----------- -----------
Total assets.......................................... $86,389,470 $82,859,358
=========== ===========
LIABILITIES
Deposits:
Demand deposits....................................... $16,885,102 $14,238,948
NOW accounts.......................................... 11,836,398 11,125,578
Money market accounts................................. 9,598,089 8,621,852
Savings deposits...................................... 4,899,834 3,635,619
Time deposits under $100,000.......................... 26,344,484 29,279,400
Time deposits $100,000 and over....................... 6,693,411 6,197,891
----------- -----------
Total deposits.................................... 76,257,318 73,099,288
Securities sold under agreements to repurchase............. 1,365,839 1,326,473
Accrued interest payable................................... 335,904 457,407
Other liabilities.......................................... 61,405 353,704
----------- -----------
Total liabilities..................................... 78,020,466 75,236,872
----------- -----------
SHAREHOLDERS' EQUITY
Common stock, $.01 par value, 10,000,000 shares
authorized, 1,210,975 shares outstanding.............. 12,110 12,110
Additional paid-in capital................................. 10,366,378 10,366,378
Net unrealized securities gains............................ 1,442 324
Retained deficit........................................... (2,010,926) (2,756,326)
----------- ----------
Total shareholders' equity............................ 8,369,004 7,622,486
----------- -----------
Total liabilities and shareholders' equity............ $86,389,470 $82,859,358
=========== ===========
</TABLE>
The accompanying Unaudited Notes to Consolidated Financial Statements
are an integral part of these financial statements.
3
<PAGE> 4
SOUTH FLORIDA BANK HOLDING CORPORATION
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
<TABLE>
<CAPTION>
SIX MONTHS ENDED JUNE 30,
-------------------------------
1998 1997
----------- -----------
<S> <C> <C>
INTEREST AND FEE INCOME FROM EARNING ASSETS:
Loans .............................................. $ 2,301,123 $ 2,095,164
Federal funds sold ................................. 119,433 160,204
Investment securities .............................. 691,825 513,558
----------- -----------
Total interest income ......................... 3,112,381 2,768,926
----------- -----------
INTEREST EXPENSE:
Deposits:
NOW accounts .................................. 76,793 64,474
Money market accounts ......................... 113,162 105,297
Savings deposits .............................. 47,380 33,289
Time deposits under $100,000 .................. 771,690 751,181
Time deposits $100,000 and over ............... 162,119 139,978
Other .............................................. 21,261 16,129
----------- -----------
Total interest expense ........................ 1,192,405 1,110,348
----------- -----------
NET INTEREST INCOME ................................ 1,919,976 1,658,578
PROVISION FOR LOAN LOSSES .......................... -- --
----------- -----------
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 1,919,976 1,658,578
----------- -----------
NON-INTEREST INCOME:
Service charge income .............................. 260,816 236,717
Other .............................................. 41,380 47,585
----------- -----------
Total non-interest income ..................... 302,196 284,302
----------- -----------
NON-INTEREST EXPENSES:
Personnel expense .................................. 729,106 651,119
Occupancy expense .................................. 299,345 242,463
Data and item processing ........................... 81,764 --
Advertising ........................................ 58,764 47,838
Loan collection expenses ........................... 49,513 49,447
Supplies ........................................... 38,199 34,817
Legal expenses ..................................... 29,128 37,769
Other .............................................. 310,953 261,333
----------- -----------
Total non-interest expenses ................... 1,596,772 1,324,786
----------- -----------
INCOME BEFORE INCOME TAXES ......................... 625,400 618,094
BENEFIT FOR INCOME TAXES ........................... 120,000 60,000
----------- -----------
NET INCOME ......................................... 745,400 678,094
Net unrealized securities gains (losses) ........... 1,118 (3,959)
----------- -----------
COMPREHENSIVE INCOME ............................... $ 746,518 $ 674,135
=========== ===========
NET INCOME PER SHARE:
Basic ......................................... $ .61 $ .56
=========== ===========
Diluted ....................................... $ .60 $ .55
=========== ===========
Weighted average number of common shares ........... 1,210,975 1,210,975
=========== ===========
</TABLE>
The accompanying Unaudited Notes to Consolidated Financial Statements
are an integral part of these financial statements.
4
<PAGE> 5
SOUTH FLORIDA BANK HOLDING CORPORATION
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
<TABLE>
<CAPTION>
THREE MONTHS ENDED JUNE 30,
-------------------------------
1998 1997
----------- -----------
<S> <C> <C>
INTEREST AND FEE INCOME FROM EARNING ASSETS:
Loans .............................................. $ 1,178,323 $ 1,070,725
Federal funds sold ................................. 60,531 79,332
Investment securities .............................. 338,500 270,046
----------- -----------
Total interest income ......................... 1,577,354 1,420,103
----------- -----------
INTEREST EXPENSE:
Deposits:
NOW accounts .................................. 39,585 33,903
Money market accounts ......................... 55,679 52,836
Savings deposits .............................. 26,162 17,753
Time deposits under $100,000 .................. 379,917 379,687
Time deposits $100,000 and over ............... 81,767 75,348
Other .............................................. 12,234 9,889
----------- -----------
Total interest expense ........................ 595,344 569,416
----------- -----------
NET INTEREST INCOME ................................ 982,010 850,687
PROVISION FOR LOAN LOSSES .......................... -- --
----------- -----------
NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 982,010 850,687
----------- -----------
NON-INTEREST INCOME:
Service charge income .............................. 126,952 120,430
Other .............................................. 20,396 26,662
----------- -----------
Total non-interest income ..................... 147,348 147,092
----------- -----------
NON-INTEREST EXPENSES:
Personnel expense .................................. 397,473 331,726
Occupancy expense .................................. 151,428 121,611
Data and item processing ........................... 29,609 --
Advertising ........................................ 25,371 22,878
Loan collection expenses ........................... 22,533 26,735
Supplies ........................................... 19,964 16,171
Legal expenses ..................................... 15,616 10,037
Other .............................................. 160,352 127,830
----------- -----------
Total non-interest expenses ................... 822,346 656,988
----------- -----------
INCOME BEFORE INCOME TAXES ......................... 307,012 340,791
BENEFIT FOR INCOME TAXES ........................... 60,000 30,000
----------- -----------
NET INCOME ......................................... 367,012 370,791
Net unrealized securities gains (losses) ........... (5,595) 26,898
----------- -----------
COMPREHENSIVE INCOME ............................... $ 361,417 $ 397,689
=========== ===========
NET INCOME PER SHARE:
Basic ......................................... $ .30 $ .31
=========== ===========
Diluted ....................................... $ .30 $ .30
=========== ===========
Weighted average number of common shares ........... 1,210,975 1,210,975
=========== ===========
</TABLE>
The accompanying Unaudited Notes to Consolidated Financial Statements
are an integral part of these financial statements.
5
<PAGE> 6
SOUTH FLORIDA BANK HOLDING CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
<TABLE>
<CAPTION>
SIX MONTHS ENDED JUNE 30,
----------------------------
1998 1997
----------- -----------
<S> <C> <C>
CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES:
Interest received..................................... $ 3,123,191 $ 2,765,248
Non-interest income................................... 302,196 284,302
Interest paid......................................... (1,313,908) (1,119,421)
Personnel expenses.................................... (729,106) (651,119)
Other operating expenditures.......................... (808,946) (611,785)
----------- -----------
Net cash provided by operating activities............. 573,427 667,225
----------- -----------
CASH FLOWS PROVIDED BY (USED IN) INVESTING ACTIVITIES:
Investments available-for-sale:
Purchases........................................ (2,992,605) (1,969,658)
Maturities....................................... 6,097,450 2,000,000
Investments held-to-maturity:
Purchases........................................ (2,003,750) (1,997,109)
Maturities....................................... 1,900,319 681,319
Proceeds from the sales of other real estate owned.... 107,303 ---
Increase in loans..................................... (4,203,547) (3,254,149)
Increase in premises and equipment.................... (1,390,772) (188,050)
----------- -----------
Net cash provided by (used in) investing activities... (2,485,602) (4,727,647)
----------- -----------
CASH FLOWS PROVIDED BY (USED IN) FINANCING ACTIVITIES:
Increase (Decrease) in:
Demand deposits.................................. 2,646,154 51,425
NOW accounts..................................... 710,820 2,109,434
Money market accounts............................ 976,237 (235,058)
Savings deposits................................. 1,264,215 639,946
Time deposits.................................... (2,439,396) 1,901,486
Securities sold under agreements to repurchase........ 39,366 1,044,382
Dividends paid........................................ (242,195) ---
----------- -----------
Net cash provided by financing activities............. 2,955,201 5,511,615
----------- -----------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS................................. 1,043,026 1,451,193
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD...... 6,999,112 9,842,206
----------- -----------
CASH AND CASH EQUIVALENTS AT END OF PERIOD............ $ 8,042,138 $11,293,399
=========== ===========
</TABLE>
The accompanying Unaudited Notes to Consolidated Financial Statements
are an integral part of these financial statements.
6
<PAGE> 7
SOUTH FLORIDA BANK HOLDING CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(CONTINUED)
Reconciliation of net income to net cash provided by operating activities
<TABLE>
<CAPTION>
SIX MONTHS ENDED JUNE 30,
-------------------------------
1998 1997
----------- -----------
<S> <C> <C>
Net income ......................................... $ 745,400 $ 678,094
Adjustments:
Depreciation and amortization ................. 92,007 60,037
Benefit for income taxes ...................... (120,000) (60,000)
Decrease (Increase) in:
Accrued interest receivable ............... 10,810 (3,678)
Other assets .............................. 16,817 (15,583)
Increase (Decrease) in:
Accrued interest payable .................. (121,503) (9,073)
Other liabilities ......................... (50,104) 17,428
----------- -----------
Net cash provided by operating activities .......... $ 573,427 $ 667,225
=========== ===========
Supplemental schedule of non-cash activities:
Loans transferred to other real estate owned .. $ 111,788 $ 106,586
Net unrealized securities gains (losses) ...... 3,037 (6,385)
</TABLE>
The accompanying Unaudited Notes to Consolidated Financial Statements
are an integral part of these financial statements.
7
<PAGE> 8
SOUTH FLORIDA BANK HOLDING CORPORATION
UNAUDITED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Principles of Consolidation
The consolidated financial statements include the accounts of South
Florida Bank Holding Corporation (the "Holding Corporation"), South Florida
Bank (the "Bank"), New Town Properties, Inc., and Valu Prop, Inc.
(collectively, the "Company") after elimination of all material intercompany
balances and transactions. The accompanying unaudited consolidated financial
statements have been prepared in accordance with the instructions to Form
10-QSB and do not include all of the information and footnotes required by
generally accepted accounting principles for complete consolidated financial
statements. In the opinion of the Company, the consolidated financial
statements reflect all adjustments which are of a normal recurring nature and
which are necessary to present fairly the consolidated financial position of
the Company as of June 30, 1998 and December 31, 1997, and the results of
operations for the six and three months ended June 30, 1998 and 1997, and cash
flows for the six months ended June 30, 1998 and 1997. The results of
operations for the six and three months ended June 30, 1998 are not necessarily
indicative of the results which may be expected for the entire fiscal year.
Net Income Per Share
For the six and three months ended June 30, 1998 and 1997, the
reconciliation of the denominators of the basic and diluted per-share
computations was as follows:
<TABLE>
<CAPTION>
1998 1997
--------------------- ----------------------
Six Three Six Three
--------- -------- --------- ---------
<S> <C> <C> <C> <C>
Common shares....................................... 1,210,975 1,210,975 1,210,975 1,210,975
Stock options....................................... 30,782 30,254 16,667 20,819
--------- --------- --------- ---------
Diluted shares...................................... 1,241,757 1,241,229 1,227,642 1,231,794
========= ========= ========= =========
</TABLE>
NOTE B-INVESTMENTS AVAILABLE-FOR-SALE AND INVESTMENTS HELD-TO-MATURITY
At June 30, 1998 and December 31, 1997, the carrying value, gross
unrealized gains and losses, and estimated market value of investments
available-for-sale and investments held-to-maturity were as follows:
<TABLE>
<CAPTION>
GROSS GROSS CARRYING
AMORTIZED UNREALIZED UNREALIZED VALUE
INVESTMENTS AVAILABLE-FOR-SALE: COST GAINS LOSSES (FAIR VALUE)
----------- ---------- ---------- ------------
<S> <C> <C> <C> <C>
1998
U.S. Agency obligations due:
In one year or less................... $ 2,500,565 $ 1,001 $ (1,874) $ 2,499,692
After one year through five years..... 10,979,800 13,375 (10,175) 10,983,000
----------- --------- --------- -----------
Total investments
available-for-sale................ $13,480,365 $ 14,376 $ (12,049) $13,482,692
=========== ========= ========= ===========
1997
U.S. Agency obligations due:
In one year or less................... $ 2,502,245 $ 70 $ (5,440) $ 2,496,875
After one year through five years..... 14,081,733 15,756 (9,864) 14,087,625
----------- --------- --------- -----------
Total investments
available-for-sale................ $16,583,978 $ 15,826 $ (15,304) $16,584,500
=========== ========= ========= ===========
</TABLE>
8
<PAGE> 9
<TABLE>
<CAPTION>
CARRYING
VALUE GROSS GROSS ESTIMATED
(AMORTIZED UNREALIZED UNREALIZED MARKET
INVESTMENTS HELD-TO-MATURITY: COST) GAINS LOSSES VALUE
---------- ---------- ---------- -----------
<S> <C> <C> <C> <C>
1998
U.S. Agency obligations due:
In one year or less.................... $ 501,525 $ --- $ --- $ 501,525
After one year through five years.. 6,159,851 18,219 (1,862) 6,176,208
Collateralized mortgage obligations
due after ten years.................... 1,409,323 6,030 --- 1,415,353
---------- ------- -------- ----------
Total investments held-to-maturity.......... $8,070,699 $24,249 $ (1,862) $8,093,086
========== ======= ======== ==========
1997
U.S. Agency obligations due:
In one year or less.................... $1,000,000 $ --- $ --- $1,000,000
After one year through five years...... 5,125,282 12,536 (10) 5,137,808
Collateralized mortgage obligations
due after ten years.................... 1,841,986 4,016 (3,485) 1,842,517
---------- ------- -------- ----------
Total investments held-to-maturity.......... $7,967,268 $16,552 $ (3,495) $7,980,325
========== ======= ======== ==========
</TABLE>
Expected maturities for the collateralized mortgage obligations will
differ from contractual maturities because borrowers may have the right to call
or prepay obligations with or without call or prepayment penalties.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
CAPITAL RESOURCES
South Florida Bank Holding Corporation's (the "Holding Corporation") total
shareholders' equity was $8.4 million and $7.6 million as of June 30, 1998 and
December 31, 1997, respectively. This increase was the result of 1998's net
income of $745,000 and the $1,000 increase in the net unrealized securities
gains (losses) to June 30, 1998 from December 31, 1997. South Florida Bank's
(the "Bank") total shareholder's equity was $7.9 million and $7.2 million as of
June 30, 1998 and December 31, 1997, respectively. The increase in the Bank's
shareholder's equity was the result of the Bank's net income of $761,000 and
the $1,000 increase in the net unrealized securities gains (losses) to June 30,
1998 from December 31, 1997.
The Bank's total risk-based capital (total capital to risk-weighted
assets), Tier 1 risk-based capital (Tier 1 capital to risk-weighted assets) and
leverage (Tier 1 capital to total average assets during the three months ended
as of the respective periods) ratios as compared to the ratios mandated by the
FDIC were as follows:
<TABLE>
<CAPTION>
TOTAL TIER 1
RISK-BASED RISK-BASED LEVERAGE
CAPITAL RATIO CAPITAL RATIO RATIO
------------- ------------- ---------
<S> <C> <C> <C>
Well capitalized per FDIC
(minimum ratios)..................... 10.00% 6.00% 5.00%
Bank: December 31, 1997 ............... 15.46 14.20 8.55
June 30, 1998.................... 15.85 14.59 9.51
</TABLE>
FINANCIAL CONDITION
Consolidated total assets of the Holding Corporation, its subsidiary the
Bank, and the Bank's wholly-owned
9
<PAGE> 10
subsidiaries, New Town Properties, Inc. and Valu Prop, Inc. (collectively, the
"Company") increased to $86.4 million as of June 30, 1998, from $82.9 million
as of December 31, 1997, an increase of $3.5 million or 4.26%. The Bank's
advertising campaign, coupled with an officer calling program, resulted in an
increase in total assets and deposits. Earning assets, comprised of loans and
the investment portfolio (which in turn is comprised of investments held-to-
maturity, investments available-for-sale, and federal funds sold) increased, as
discussed below, to $77.9 million as of June 30, 1998 from $75.4 million as of
December 31, 1997, an increase of $2.5 million or 3.41%. Non-earning assets,
comprised of cash and due from banks, premises and equipment, accrued interest
receivable, other real estate owned and other assets, increased to $8.5 million
as of June 30, 1998 from $7.5 million as of December 31, 1997, an increase of
$958,000 or 12.80%.
Net loans increased to $53.0 million as of June 30, 1998 from $48.8
million as of December 31, 1997, an increase of $4.1 million or 8.46%. Mortgage
loans which increased $3.4 million were the primary components of outstanding
loans. During the six months ended June 30, 1998 and 1997, the Bank originated
$10.5 million and $8.2 million of loans and had loan repayments of $6.3 million
and $4.9 million, respectively. Management's strategy is to lend to
small-to-medium sized businesses.
The investment portfolio decreased to $25.0 million as of June 30, 1998
from $26.6 million as of December 31, 1997, a decrease of $1.6 million or
5.87%. The proceeds from the decrease in investments and the increase in
deposits were primarily used to fund the increase in loans.
Cash and due from banks decreased to $4.6 million as of June 30, 1998 from
$5.0 million as of December 31, 1997, or a decrease of $398,000 or 7.96%. This
decrease resulted primarily from the decrease in funds on deposit with other
banks.
Premises and equipment increased to $1.9 million as of June 30, 1998 from
$590,000 as of December 31, 1997, an increase of $1.3 million or 220.17%. This
increase resulted primarily from the excess of the cost of purchasing the main
office in February, 1998 and the land on which the Bank intends to build a
branch office, over depreciation expense of $92,000 during the six months ended
June 30, 1998.
Deposits increased to $76.3 million as of June 30, 1998 from $73.1 million
as of December 31, 1997, an increase of $3.2 million or 4.32%. Core deposits
increased to $69.6 million as of June 30, 1998 from $66.9 million as of
December 31, 1997, an increase of $2.7 million or 3.98%. This increase in core
deposits primarily reflected deposit accounts opened as a result of the
advertising campaign and the officer calling program. As of June 30, 1998 and
December 31, 1997, the ratio of net loans to deposits was 69.44% and 66.79%,
respectively.
The financial statements and accompanying notes included in this report
are an integral part of this discussion and should be read in conjunction with
it.
10
<PAGE> 11
For the six months ended June 30, 1998 and 1997, the Bank's average
statements of financial condition, interest income and expense, and yields
earned and rates paid were as follows:
AVERAGE BALANCES, INTEREST YIELDS AND RATES
<TABLE>
<CAPTION>
1998 1997
---------------------------------- ----------------------------------
Average Yield/ Average Yield/
ASSETS: Balance Interest Rate Balance Interest Rate
----------- ---------- ------- ----------- --------- ------
<S> <C> <C> <C> <C> <C> <C>
Loans:
Commercial............................. $ 9,165,070 $ 441,294 9.71% $ 8,157,034 $ 428,883 10.60%
Mortgage (a)........................... 34,665,442 1,503,865 8.75 31,147,713 1,369,591 8.87
Installment............................ 5,276,732 233,658 8.93 3,754,054 155,024 8.33
Other.................................. 3,065,845 122,306 8.04 2,908,082 141,666 9.82
----------- ---------- ---- ----------- ---------- -----
Total loans, net of unearned income (b)... 52,173,089 2,301,123 8.89 45,966,883 2,095,164 9.19
Investment securities-all taxable......... 22,459,853 691,825 6.16 17,606,990 513,558 5.83
Federal funds sold........................ 4,353,591 119,433 5.53 6,049,009 160,204 5.34
----------- ---------- ---- ----------- ---------- ----
Total earning assets (c).................. 78,986,533 $3,112,381 7.95% 69,622,882 $2,768,926 8.02%
========== ==== ========== ====
Cash and due from banks................... 3,525,492 3,637,955
Other assets.............................. 2,893,849 1,985,915
Allowance for loan losses................. (917,268) (921,123)
----------- -----------
Total assets.............................. $84,488,606 $74,325,629
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY:
Interest-bearing deposits:
NOW accounts........................... $11,110,500 $ 76,793 1.39% $ 9,700,238 $ 64,474 1.34%
Money market........................... 10,080,454 119,560 2.39 8,665,152 109,961 2.56
Savings................................ 4,315,883 47,380 2.21 3,017,404 33,289 2.22
Time deposits under $100,000........... 27,461,213 771,690 5.67 26,506,536 751,181 5.71
Time deposits $100,000 and over........ 6,015,155 162,119 5.44 5,040,454 139,978 5.60
----------- ---------- ---- ----------- ---------- ----
Total interest-bearing deposits........... 58,983,205 1,177,542 4.03 52,929,784 1,098,883 4.19
Sweep accounts............................ 1,414,208 21,261 3.03 1,023,593 16,129 3.18
----------- ---------- ---- ----------- ---------- ----
Total interest-bearing liabilities....... 60,397,413 $1,198,803 4.00% 53,953,377 $1,115,012 4.17%
========== ==== ========== ====
Demand deposits........................... 16,032,881 13,587,262
Other liabilities......................... 510,212 482,297
Shareholders' equity...................... 7,548,100 6,302,693
----------- -----------
Total..................................... $84,488,606 $74,325,629
=========== ===========
SPREAD AND INTEREST DIFFERENTIAL:
Interest rate spread...................... 3.95% 3.85%
==== ====
Excess of total earning assets over
total interest-bearing liabilities..... $18,589,120 $15,669,505
=========== ===========
Net yield on interest-earnings assets..... $1,913,578 4.89% $1,653,914 4.79%
========== ==== ========== ====
</TABLE>
- --------------------------
(a) Interest income on mortgage loans included loan fees recognized as
income of $7,000 and $8,000 during the six moths ended June 30, 1998
and 1997, respectively.
(b) Non-accrual loans were included in loans, net of unearned income.
(c) The Company has made no loans or investments that qualify for
tax-exempt treatment and, accordingly, has no tax-exempt income.
11
<PAGE> 12
For the three months ended June 30, 1998 and 1997, the Bank's average
statements of financial condition, interest income and expense, and yields
earned and rates paid were as follows:
AVERAGE BALANCES, INTEREST YIELDS AND RATES
<TABLE>
<CAPTION>
1998 1997
-------------------------------- ---------------------------------
Average Yield/ Average Yield/
ASSETS: Balance Interest Rate Balance Interest Rate
----------- ---------- ------ ----------- ---------- ------
<S> <C> <C> <C> <C> <C> <C>
Loans:
Commercial.................................... $ 9,065,558 $ 221,845 9.82% $ 8,296,710 $ 222,263 10.75%
Mortgage (a).................................. 35,868,511 773,985 8.66 31,447,113 696,769 8.89
Installment................................... 5,680,671 123,567 8.72 3,936,868 81,151 8.27
Other......................................... 3,084,367 58,926 7.66 2,848,149 70,542 9.93
----------- ---------- ---- ----------- ---------- -----
Total loans, net of unearned income (b).......... 53,699,107 1,178,323 8.80 46,528,840 1,070,725 9.23
Investment securities-all taxable................ 21,614,384 338,500 6.26 18,430,701 270,046 5.86
Federal funds sold............................... 4,516,570 60,531 5.38 5,797,428 79,332 5.49
Total earning assets (c)......................... 79,830,061 $1,577,354 7.93% 70,756,969 $1,420,103 8.05%
========== ==== ========== ====
Cash and due from banks.......................... 3,932,000 3,774,921
Other assets..................................... 3,032,478 2,050,043
Allowance for loan losses........................ (923,598) (929,387)
Total assets..................................... $85,870,941 $75,652,546
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY:
Interest-bearing deposits:
NOW accounts.................................. $11,432,845 $ 39,585 1.39% $10,142,795 $ 33,903 1.34%
Money market.................................. 9,806,043 58,641 2.40 8,349,432 54,499 2.62
Savings....................................... 4,742,940 26,162 2.21 3,198,834 17,753 2.23
Time deposits under $100,000.................. 27,018,881 379,917 5.64 26,715,579 379,687 5.70
Time deposits $100,000 and over............... 6,149,632 81,767 5.33 5,407,437 75,348 5.59
----------- ---------- ---- ----------- ---------- ----
Total interest-bearing deposits.................. 59,150,341 586,072 3.97 53,814,077 561,190 4.18
Sweep accounts................................... 1,621,993 12,234 3.03 1,243,544 9,889 3.19
Total interest-bearing liabilities............... 60,772,334 $ 598,306 3.95% 55,057,621 $ 571,079 4.16%
========== ==== ========== ====
Demand deposits.................................. 16,969,363 13,630,971
Other liabilities................................ 417,751 478,060
Shareholders' equity............................. 7,711,493 6,485,894
Total............................................ $85,870,941 $75,652,546
=========== ===========
SPREAD AND INTEREST DIFFERENTIAL:
Interest rate spread............................. 3.98% 3.89%
==== ====
Excess of total earning assets over
total interest-bearing liabilities............ $19,057,727 $15,699,348
=========== ===========
Net yield on interest-earnings assets............ $ 979,048 4.92% $ 849,024 4.81%
========== ==== ========== ====
</TABLE>
(a) Interest income on mortgage loans included loan fees recognized as
income of $4,000 and $4,000 during the three moths ended June 30, 1998
and 1997, respectively.
(b) Non-accrual loans were included in loans, net of unearned income.
(c) The Company has made no loans or investments that qualify for
tax-exempt treatment and, accordingly, has no tax-exempt income.
LOAN PORTFOLIO
The Bank's loan portfolio is primarily concentrated in commercial,
mortgage, and installment loans. As of June 30, 1998 and December 31, 1997, the
composition of the Bank's loan portfolio was as follows:
12
<PAGE> 13
<TABLE>
<CAPTION>
1998 1997
--------------------- ---------------------
% OF % OF
TOTAL TOTAL
AMOUNT LOANS AMOUNT LOANS
----------- ----- ----------- -----
<S> <C> <C> <C> <C>
Commercial......................... $ 8,618,504 16.00% $ 9,289,611 18.69%
Mortgage: (a)
Construction.................. 836,462 1.55 961,264 1.93
Non-construction.............. 35,022,076 65.03 31,508,547 63.39
Installment (b).................... 6,300,224 11.70 4,781,456 9.62
Other loans (c).................... 3,077,806 5.72 3,165,509 6.37
----------- ----- ----------- ------
Total loans, net of
unearned income............... 53,855,072 100.00% 49,706,387 100.00%
====== ======
Allowance for loan losses.......... (901,475) 1.67% (882,034) 1.77%
----------- ====== ----------- ======
Loans, net......................... $52,953,597 $48,824,353
=========== ===========
</TABLE>
- ---------------
(a) In addition to loans for the purchase, construction, improvement of or
investment in real estate, the Bank's real estate loans include all
loans for various other consumer or business purposes which are
secured by real estate mortgages.
(b) Installment loans generally include loans secured with mobile homes,
automobiles, trucks, boats, and equipment.
(c) Other loans generally include credit card loans, equity lines to
individuals, deposit overdraft protection and deposit overdrafts.
ALLOWANCE FOR LOAN LOSSES
As of June 30, 1998, the allowance for loan losses was $901,000 or 1.67%
of total loans, net of unearned income, as compared to $882,000 or 1.77% as of
December 31, 1997. For the six months ended June 30, 1998 and 1997, the Bank's
loan loss experience and its provision for loan losses were as follows:
<TABLE>
<CAPTION>
1998 1997
----------- -----------
<S> <C> <C>
Average loans outstanding .......................... $52,173,089 $45,966,883
=========== ===========
Net loans at end of period ......................... $52,953,597 $46,315,269
=========== ===========
Allowance for loan losses at beginning of period ... $ 882,034 $ 904,562
Loans charged-off:
Commercial .................................... 534 11,386
Mortgage ...................................... 30,637 --
Installment ................................... 683 12,506
Other loans ................................... 6,566 3,853
----------- -----------
Total loans charged-off ............................ 38,420 27,745
----------- -----------
Recoveries of loans previously charged-off:
Commercial .................................... 46,396 23,610
Mortgage ...................................... 3,517 18,971
Installment ................................... 4,712 244
Other loans ................................... 3,236 615
----------- -----------
Total recoveries ................................... 57,861 43,440
----------- -----------
Net loan charged-offs (recoveries) ................. (19,441) (15,695)
Provision charged to expense ....................... -- --
----------- -----------
Allowance for loan losses at end of period ......... $ 901,475 $ 920,257
=========== ===========
Ratio of net charge-offs during period
to average net loans outstanding .............. (.07)% (.07)%
Allowance for loan losses as a percentage of loans,
net of unearned income at end of period ....... 1.67% 1.95%
</TABLE>
13
<PAGE> 14
During 1998, six loans were charged-off, none of which exceeded $31,000,
and there were 16 loans with recoveries, none of which exceeded $23,000.
Non-performing assets decreased to $760,000 as of June 30, 1998, as
compared to $858,000 as of December 31, 1997, or a decrease of $98,000 or
11.46%. The decrease during 1998 resulted primarily from the decrease in
non-accruing loans. The ratio of non-performing loans as a percent of total
loans, net of unearned income, was .52% and .69% as of June 30, 1998 and
December 31, 1997, respectively. The allowance for loan losses as a percentage
of non-performing loans was 323.80% and 256.59% as of June 30, 1998 and
December 31, 1997, respectively. As of June 30, 1998 and December 31, 1997, the
Bank's non-performing loans and repossessed assets were as follows:
<TABLE>
<CAPTION>
1998 1997
----------------- -----------------
% OF % OF
TOTAL TOTAL
AMOUNT LOANS AMOUNT LOANS
------- ----- -------- -----
<S> <C> <C> <C> <C>
Non-accruing loans:
Under 90 days delinquent......... $133,514 .25% $154,278 .31%
90 or more days delinquent....... 144,893 .27 189,470 .38
-------- --- -------- ---
Total non-accruing loans.............. $278,407 .52% $343,748 .69%
======== === ======== ===
Total real estate owned............... $481,211 $514,211
-------- --------
Total non-performing assets........... $759,618 $857,959
======== ========
Loans delinquent and accruing:
30 to 59 days.................... $ 55,339 .10% $ 12,648 .03%
60 to 89 days.................... 12,874 .02 20,638 .04
-------- --- -------- ---
Total........................ $ 68,213 .12% $ 33,286 .07%
======== === ======== ===
Total delinquencies 30 days and over.. $346,620 .64% $377,034 .76%
======== === ======== ===
</TABLE>
As of June 30, 1998 and December 31, 1997, the Bank did not have any
troubled debt restructurings and no loans were over 90 days delinquent and
still accruing interest. Non-accruing loans totaled $278,000 as of June 30,
1998 as compared to $344,000 as of December 31, 1997, a decrease of $66,000 or
19.01%. The largest non-accruing loan as of June 30, 1998 was a $88,000 first
mortgage loan secured with commercial real estate. As of June 30, 1998, this
loan was current.
Management continues to manage its non-performing assets to restore them
to performing status when possible, or otherwise liquidate such assets in an
orderly fashion to maximize the value of such assets to the Company. Although
the Company is endeavoring to actively manage the risks in its loan portfolio,
there is no assurance that the level of non-accrual loans and other real estate
owned will not increase during 1998.
LIQUIDITY
During the six months ended June 30, 1998 and 1997, investing activities
used $2.5 million and $4.7 million, respectively, of cash. During the six
months ended June 30, 1998 and 1997, financing activities provided $3.0 million
and $5.5 million, respectively, of cash. These activities primarily resulted
from the Bank focusing its efforts on growth through an advertisement campaign
and an officer calling campaign.
RESULTS OF OPERATIONS
SUMMARY
The Company's net income was $745,000 and $367,000 for the six and three
months ended June 30, 1998, or $.61 and $.30 per basic share, respectively, as
compared to $678,000 and $371,000 for the six and three months ended June
14
<PAGE> 15
30, 1997, or $.56 and $.31 per basic share, respectively. For the six and three
months ended June 30, 1998 and 1997, the Company's performance ratios
(annualized) were as follows:
<TABLE>
<CAPTION>
1998 1997
------------------------------------
Six Three Six Three
------ ------- ------- --------
<S> <C> <C> <C> <C>
Return on average assets............................ 1.76% 1.71% 1.82% 1.96%
Return on average equity............................ 19.75 19.04 21.52 22.87
Average equity to average assets.................... 8.93 8.98 8.48 8.57
</TABLE>
NET INTEREST INCOME
The Bank's earnings are dependent primarily on its net interest income
which is the excess of interest income earned on earning assets (primarily
loans and the investment portfolio - all of which are taxable) over interest
expense paid on deposits and short-term borrowings. Changes in net interest
income are caused by changes in the interest rates earned or paid and by volume
changes in loans, the investment portfolio, deposits and short-term borrowings.
The increase (decrease) during the six months ended June 30, 1998 from the
six months ended June 30, 1997 in the Bank's interest income earned and
interest expense paid resulting from changes in volumes of, rates earned or
paid on, and the combined effect of changes in both volume and rate on, various
categories of interest-earning assets and interest-bearing liabilities were as
follows:
<TABLE>
<CAPTION>
VOLUME/
ASSETS: VOLUME RATE RATE TOTAL
-------- -------- ------- --------
<S> <C> <C> <C> <C>
Loans:
Commercial................................. $ 53,440 $(36,425) $(4,604) $ 12,411
Mortgage................................... 155,959 (18,485) (3,200) 134,274
Installment................................ 63,400 11,301 3,933 78,634
Other...................................... 7,749 (25,866) (1,243) (19,360)
-------- -------- ------- --------
Total loans............................ 280,548 (69,475) (5,114) 205,959
Investment securities........................... 141,548 28,786 7,933 178,267
Federal funds sold.............................. (45,274) 5,787 (1,284) (40,771)
-------- -------- ------- --------
Total interest income........................... 376,822 (34,902) 1,535 343,455
-------- -------- ------- --------
LIABILITIES:
Interest-bearing deposits:
NOW accounts............................... 9,451 2,593 275 12,319
Money market accounts...................... 18,109 (7,247) (1,263) 9,599
Savings deposits........................... 14,444 (165) (188) 14,091
Time deposits:
Under $100,000......................... 27,279 (6,371) (399) 20,509
$100,000 and over...................... 27,293 (4,163) (989) 22,141
-------- -------- ------- --------
Total interest-bearing deposits............ 96,576 (15,353) (2,564) 78,659
Securities sold under agreements
to repurchase.............................. 6,206 (747) (327) 5,132
-------- -------- ------- --------
Total interest expense.......................... 102,782 (16,100) (2,891) 83,791
-------- -------- ------- --------
Net interest income............................. $274,040 $(18,802) $ 4,426 $259,664
======== ======== ======= ========
</TABLE>
The Bank's net interest income increased to $1.9 million during the six
months ended June 30, 1998 from $1.7 million during the six months ended June
30, 1997, an increase of $260,000 or 15.70%. The increase was primarily due to
the increase in average interest-earning assets and average interest-bearing
liabilities. The 13.39% volume increase in 1998 from 1997 in loan interest
income was primarily attributable to the 11.90% increase in average loans and
the 14.29% volume increase in 1998 from 1997 in investment interest income was
primarily attributable to the
15
<PAGE> 16
11.78% increase in average investments. The 9.22% volume increase in 1998 from
1997 in interest expense was primarily attributable to the 10.67% increase in
average interest-bearing liabilities. The yield on the loan portfolio decreased
30 basis points, while the yield on the investment portfolio increased 31 basis
points. The interest rates paid on interest-bearing liabilities decreased 16
basis points. The result was an increase in the net interest margin to 4.89%
during 1998 from 4.79% during 1997.
The increase (decrease) during the three months ended June 30, 1998 from
the three months ended June 30, 1997 in the Bank's interest income earned and
interest expense paid resulting from changes in volumes of, rates earned or
paid on, and the combined effect of changes in both volume and rate on, various
categories of interest-earning assets and interest-bearing liabilities were as
follows:
<TABLE>
<CAPTION>
VOLUME/
ASSETS: VOLUME RATE RATE TOTAL
-------- -------- ------- --------
<S> <C> <C> <C> <C>
Loans:
Commercial......................... $ 20,653 $(19,285) $(1,786) $ (418)
Mortgage........................... 98,233 (18,241) (2,776) 77,216
Installment........................ 36,044 4,497 1,875 42,416
Other.............................. 5,867 (16,173) (1,310) (11,616)
-------- -------- ------- --------
Total loans.................... 160,797 (49,202) (3,997) 107,598
Investment securities................... 46,647 18,595 3,212 68,454
Federal funds sold...................... (17,575) (1,639) 413 (18,801)
-------- -------- ------- --------
Total interest income................... 189,869 (32,246) (372) 157,251
-------- -------- ------- --------
LIABILITIES:
Interest-bearing deposits:
NOW accounts....................... 4,324 1,219 139 5,682
Money market accounts.............. 9,534 (4,581) (811) 4,142
Savings deposits................... 8,593 (109) (75) 8,409
Time deposits:
Under $100,000................. 4,322 (4,046) (46) 230
$100,000 and over.............. 10,370 (3,459) (492) 6,419
-------- -------- ------- --------
Total interest-bearing deposits.... 37,143 (10,976) (1,285) 24,882
Securities sold under agreements
to repurchase...................... 3,018 (511) (162) 2,345
-------- -------- ------- --------
Total interest expense.................. 40,161 (11,487) (1,447) 27,227
-------- -------- ------- --------
Net interest income..................... $149,708 $(20,759) $ 1,075 $130,024
======== ======== ======= ========
</TABLE>
The Bank's net interest income increased to $979,000 during the three
months ended June 30, 1998 from $849,000 during the three months ended June 30,
1997, an increase of $130,000 or 15.31%. The increase was primarily due to the
increase in average interest-earning assets and average interest-bearing
liabilities. The 15.02% volume increase in 1998 from 1997 in loan interest
income was primarily attributable to the 13.35% increase in average loans and
the 8.32% volume increase in 1998 from 1997 in investment interest income was
primarily attributable to the 7.28% increase in average investments. The 7.03%
volume increase in 1998 from 1997 in interest expense was primarily
attributable to the 9.40% increase in average interest-bearing liabilities. The
yield on the loan portfolio decreased 43 basis points, while the yield on the
investment portfolio increased 32 basis points. The interest rates paid on
interest-bearing liabilities decreased 21 basis points. The result was an
increase in the net interest margin to 4.92% during 1998 from 4.81% during
1997.
PROVISION FOR LOAN LOSSES
The Bank made no provisions for loan losses during the six months ended
June 30, 1998 and 1997. Net loan recoveries during the six months ended June
30, 1998 and 1997 were $19,000 and $16,000, respectively. The amount provided
for loan losses was based on an evaluation by management of the amount needed
to maintain the allowance
16
<PAGE> 17
at a level sufficient to cover anticipated losses and the inherent risk of
losses in the loan portfolio. As of June 30, 1998 and December 31, 1997, the
allowance for loan losses as a percentage of loans net of unearned income was
1.67% and 1.77%, respectively, and as a percentage of non-accrual loans was
323.80% and 256.59%, respectively.
NON-INTEREST INCOME
Deposit service charge income increased $24,000 or 10.18% to $261,000 (or
.70% of average deposits) during the six months ended June 30, 1998, from
$237,000 (or .71% of average deposits) during the six months ended June 30,
1997, and increased $7,000 or 5.42% to $127,000 (or .67% of average deposits)
during the three months ended June 30, 1998, from $120,000 (or .71% of average
deposits) during the three months ended June 30, 1997. These increases
primarily resulted from the increase in the volume of overdraft charges.
NON-INTEREST EXPENSE
Personnel expenses increased to $729,000 and $397,000 during the six and
three months ended June 30, 1998, respectively, from $651,000 and $332,000
during the six and three months ended June 30, 1997, or respective increases of
$78,000 or 11.98% and $65,000 or 19.82%. These increases primarily resulted
from salaries paid to the employees at the Bank's Iona branch which opened in
July, 1997, as well as compensation increases for existing employees. The
monthly average of full-time equivalent employees during the six and three
months ended June 30, 1998 was 37.6 and 39.6 as compared to 35.9 and 36.1
employees during the six and three months ended June 30, 1997, respectively. As
of June 30, 1998 and December 31, 1997, the Bank employed 38 and 33 full-time
and four and three part-time employees, respectively.
Occupancy expense increased to $299,000 and $151,000 during the six and
three months ended June 30, 1998, respectively, from $242,000 and $122,000 for
the six and three months ended June 30, 1997, or respective increases of
$57,000 or 23.46% and $29,000 or 24.52%. These increases primarily resulted
from additional costs of the new branch and computers. Item and data processing
was $82,000 and $30,000 for the six and three months ended June 30, 1998,
respectively, as compared to no expense for the six and three months ended June
30, 1997. During the last half of 1997, the Bank commenced to out source its
item and data processing.
Advertising expense increased to $59,000 and $25,000 during the six and
three months ended June 30, 1998, respectively, from $48,000 and $23,000 during
the six and three months ended June 30, 1997, or respective increases of
$11,000 or 22.84% and $2,000 or 10.90%. These increases primarily resulted from
the cost of the advertising campaign.
Other operating expenses increased to $311,000 and $160,000 during the six
and three months ended June 30, 1998, respectively, from $261,000 and $128,000
during the six and three months ended June 30, 1997, or respective increases of
$50,000 or 18.99% and $32,000 or 25.44%. These increases primarily resulted
from the increased costs associated with the increase in the size of the Bank,
as well as the additional banking office.
INCOME TAXES
During the six and three months ended June 30, 1998, the Company had a
benefit for income taxes of $120,000 and $60,000, respectively, compared to
$60,000 and $30,000 during the six and three months ended June 30, 1997,
respectively. These income tax benefits resulted from recording deferred income
tax assets resulting from the corresponding reduction in the valuation
allowance associated with the Company's tax loss carry forward.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
During the three months ended June 30, 1998, the Company filed no reports on
Form 8-K.
EX-27 Financial Data Schedule (for SEC use only)
17
<PAGE> 18
S I G N A T U R E S
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.
<TABLE>
<CAPTION>
SOUTH FLORIDA BANK HOLDING CORPORATION
<S> <C>
Date: August 5, 1998 By: /s/ William P. Valenti
-------------- -----------------------------------------------
William P. Valenti, President and Chief
Executive Officer (Principal financial officer)
Date: August 5, 1998 By: /s/ Jim Booth
-------------- -----------------------------------------------
Jim Booth, Vice President and Controller
(Principal accounting officer)
</TABLE>
18
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS OF SOUTH FLORIDA BANK FOR THE SIX MONTHS ENDED
JUNE 30, 1998 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
</LEGEND>
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> JUN-30-1998
<EXCHANGE-RATE> 1
<CASH> 4,603,044
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 3,439,094
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 13,482,692
<INVESTMENTS-CARRYING> 8,070,699
<INVESTMENTS-MARKET> 8,093,086
<LOANS> 52,953,597
<ALLOWANCE> 901,475
<TOTAL-ASSETS> 86,389,470
<DEPOSITS> 76,257,318
<SHORT-TERM> 1,365,839
<LIABILITIES-OTHER> 397,309
<LONG-TERM> 0
0
0
<COMMON> 10,378,488
<OTHER-SE> (2,009,484)
<TOTAL-LIABILITIES-AND-EQUITY> 86,389,470
<INTEREST-LOAN> 2,301,123
<INTEREST-INVEST> 691,825
<INTEREST-OTHER> 119,433
<INTEREST-TOTAL> 3,112,381
<INTEREST-DEPOSIT> 1,171,144
<INTEREST-EXPENSE> 1,192,405
<INTEREST-INCOME-NET> 1,919,976
<LOAN-LOSSES> 0
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1,596,772
<INCOME-PRETAX> 625,400
<INCOME-PRE-EXTRAORDINARY> 746,518
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 746,518
<EPS-PRIMARY> .61
<EPS-DILUTED> .60
<YIELD-ACTUAL> .080
<LOANS-NON> 278,407
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 882,034
<CHARGE-OFFS> 38,420
<RECOVERIES> 57,861
<ALLOWANCE-CLOSE> 901,475
<ALLOWANCE-DOMESTIC> 901,475
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
