<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
----------------------------------
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 30, 1996
Commission File Number: 0-19609
-----------
FirstFed Bancorp, Inc.
---------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 63-1048648
- -------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1630 Fourth Avenue North
Bessemer, Alabama 35020
- -------------------------------- -------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (205) 428-8472
--------------
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
------- -------
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at August 10, 1996
- ---------------------------- ------------------------------
Common Stock, $.01 par value 610,140 shares
<PAGE>
FIRSTFED BANCORP, INC.
----------------------
FINANCIAL INFORMATION
---------------------
Page
----
FINANCIAL STATEMENTS:
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
AS OF JUNE 30, 1996 AND MARCH 31, 1996 . . . . . . . . . . . . . . . . . . 2
CONDENSED CONSOLIDATED STATEMENTS OF INCOME FOR THE THREE
MONTHS ENDED JUNE 30, 1996 AND 1995 . . . . . . . . . . . . . . . . . . . . 3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE
THREE MONTHS ENDED JUNE 30, 1996 AND 1995 . . . . . . . . . . . . . . . . . 4
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS . . . . . . . . . . . . 5
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS . . . . . . . . . . . . . . . . . . . . . . . . 6
SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS FURNISHED HAVE NOT BEEN AUDITED
BY INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS, BUT REFLECT, IN THE OPINION OF
MANAGEMENT, ALL ADJUSTMENTS NECESSARY FOR A FAIR PRESENTATION OF FINANCIAL
CONDITION AND THE RESULTS OF OPERATIONS FOR THE PERIODS PRESENTED.
i.
<PAGE>
FIRSTFED BANCORP, INC.
----------------------
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
--------------------------------------------------------
(Dollar amounts in thousands)
<TABLE>
<CAPTION>
ASSETS June 30, March 31,
1996 1996
-------- ---------
<S> <C> <C>
Cash and Cash Equivalents:
Cash on hand and in banks $ 3,500 $ 2,221
Interest-bearing deposits in other banks 7,290 5,018
Federal funds sold 6,575 4,875
-------- --------
17,365 12,114
-------- --------
Securities available for sale, at fair value 11,420 10,845
Assets held for sale, at lower of cost or market 2,421 1,582
Securities, at amortized cost, fair value of
$4,857 and $3,821, respectively 4,733 3,808
Mortgage-backed securities, at amortized cost,
fair value of $7,181 and $4,778, respectively 7,386 4,766
Loans receivable, net 126,149 126,199
Land, buildings and equipment, net 2,572 2,606
Goodwill 1,570 1,598
Real estate owned 34 12
Real estate held for investment 997 997
Accrued interest receivable 1,376 1,326
Other assets 287 331
-------- --------
$176,310 $166,184
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Deposits $155,963 $145,858
Borrowed funds 1,826 2,002
Accrued interest payable 144 172
Income taxes payable 284 232
Dividends payable 122 97
Other liabilities 561 592
-------- --------
158,900 148,953
-------- --------
Stockholders' Equity:
Common stock, $.01 par value 3,000,000 shares
authorized, 732,814 shares issued and 610,140
shares outstanding 7 7
Paid-in capital 6,492 6,457
-------- --------
Retained earnings 13,972 13,831
Treasury stock (2,774) (2,774)
Unearned compensation (146) (204)
Unrealized loss on securities available
for sale, net (141) (86)
-------- --------
17,410 17,231
-------- --------
$176,310 $166,184
======== ========
</TABLE>
See accompanying notes to condensed consolidated financial statements.
2
<PAGE>
FIRSTFED BANCORP, INC.
----------------------
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
-------------------------------------------
(Dollar amounts in thousands, except per share amounts)
<TABLE>
<CAPTION>
Three Months
Ended
June 30
----------------------
1996 1995
-------- --------
<S> <C> <C>
INTEREST INCOME:
Interest and fees on loans $ 2,774 $ 2,136
Interest on mortgage-backed
securities 84 89
Interest and dividends on
securities 220 116
Other interest income 105 46
-------- --------
Total interest income 3,183 2,387
-------- --------
INTEREST EXPENSE:
Interest on deposits 1,693 1,266
Interest on other borrowings 31 53
-------- --------
Total interest expense 1,724 1,319
-------- --------
Net interest income 1,459 1,068
-------- --------
Provision for loan losses 30 15
Net interest income after
provision for loan losses 1,429 1,053
-------- --------
NONINTEREST INCOME:
Fees for customer service 142 51
Miscellaneous operating and
non-operating income, net 52 8
-------- --------
Total noninterest income 194 59
-------- --------
NONINTEREST EXPENSES:
Salaries and employee benefits 533 427
Office building and equipment
expenses 130 88
Deposit insurance expense 80 65
Amortization of goodwill 28 -
Other operating expenses 297 223
-------- --------
Total noninterest expenses 1,068 803
-------- --------
Income before income taxes 555 309
PROVISION FOR INCOME TAXES 195 127
-------- --------
Net Income $ 360 $ 182
======== ========
EARNINGS PER SHARE (Note 2) $.58 $.27
======== ========
AVERAGE NUMBER OF SHARES
OUTSTANDING 621,286 683,574
======== ========
DIVIDENDS DECLARED PER SHARE $.36 $.80
======== ========
(Note 2)
</TABLE>
See accompanying notes to condensed consolidated financial statements.
3
<PAGE>
FIRSTFED BANCORP, INC.
----------------------
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
-----------------------------------------------
(Dollar amounts in thousands)
<TABLE>
<CAPTION>
Three Months Ended
June 30
------------------
CASH FLOWS FROM OPERATING ACTIVITIES: 1996 1995
---- ----
<S> <C> <C>
Net income $ 360 $ 182
Adjustments to reconcile net income
to net cash provided by operating activities:
Depreciation 67 42
Amortization of unearned compensation 58 21
Amortization of premiums, net 20 16
Accretion of deferred income (29) (38)
Loan fees deferred, net 121 10
Provision for loan losses 30 15
Net loans originated for sale (839) (392)
Amortization of goodwill 28 -
Change in assets and liabilities:
(Increase) decrease in accrued interest (50) 20
(Increase) decrease in other assets 44 (32)
Decrease in accrued interest payable (28) (6)
Increase in income taxes payable 95 50
Increase (decrease) in other liabilities (31) 11
------- -------
Net cash used in operating
activities (154) (101)
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from maturities of securities
available for sale 400 -
Purchase of securities available for sale (1,080) -
Proceeds from maturities of securities 1,060 1,995
Purchase of securities (1,995) -
Principal payments received on mortgage-backed
securities 172 184
Purchase of mortgage-backed securities (2,796) -
Proceeds from sale of repossessed assets 5 -
Net loan originations (97) (2,744)
Capital expenditures (33) (30)
------- -------
Net cash used in investing activities (4,364) (595)
------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase (decrease) in deposits, net 10,105 2,855
Payment of FHLB Advances (176) (118)
Proceeds from exercise of stock options 35 23
Repurchase of stock for stock plans - (12)
Dividends paid (195) (538)
Purchase of treasury stock - (937)
------- -------
Net cash provided by financing
activities 9,769 1,273
------- -------
NET INCREASE IN CASH & CASH EQUIVALENTS 5,251 577
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 12,114 5,656
------- -------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $17,365 $ 6,233
======= =======
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during the period for-
Income taxes $ 152 $ 84
======= =======
Interest $ 1,752 $ 1,313
======= =======
Noncash transactions-
Transfer of loans receivable to real estate
owned 27 -
Declaration of cash dividends $ 122 $ 101
Increase in unrealized loss on securities available
for sale, net of deferred tax $ (55) $ (28)
======= =======
</TABLE>
See accompanying notes to condensed consolidated financial statements.
4
<PAGE>
FIRSTFED BANCORP, INC.
----------------------
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
----------------------------------------------------
1. BASIS OF PRESENTATION:
----------------------
FirstFed Bancorp, Inc. (the "Company") is the holding company and sole
shareholder of First Federal Savings Bank ("First Federal") and First State
Corporation ("FSC"). FSC was acquired by the Company on January 2, 1996, and is
the sole shareholder of First State Bank of Bibb County ("First State"). First
Federal and First State are referred to herein collectively as the "Banks".
The accompanying condensed consolidated financial statements as of June 30, 1996
(unaudited) and March 31, 1996, and for the three months ended June 30, 1996 and
1995 (unaudited), include the accounts of the Company and the Banks. All
significant intercompany transactions and accounts have been eliminated in
consolidation.
In the opinion of management, all adjustments (none of which are other than
normal recurring accruals) necessary for a fair presentation of the results of
such interim periods have been included. The results of operations for the
three months ended June 30, 1996, are not necessarily indicative of the results
of operations which may be expected for the entire year.
These condensed financial statements should be read in conjunction with the
Consolidated Financial Statements and the notes thereto included in the
Company's Annual Report on Form 10-K for the year ended March 31, 1996. The
accounting policies followed by the Company are set forth in the summary of
Significant Accounting Policies in the Company's March 31, 1996 consolidated
financial statements.
2. EARNINGS AND DIVIDENDS PER SHARE:
---------------------------------
Earnings per share of $.58 for the three months ended June 30, 1996 considers
the incremental dilutive effect of shares represented by stock options
outstanding. Dividends declared for the quarter ended June 30, 1996 consisted
of a $.20 per share quarterly dividend and $.16 per share special dividend.
5
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
------------------------------------
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
------------------------------------------------
Comparison of Financial Condition as of June 30, 1996, and March 31, 1996
- -------------------------------------------------------------------------
All dollar amounts, except per share amounts, included hereafter in Management's
Discussion and Analysis are in thousands.
Primarily due to an increase in mortgage-backed securities and overnight
investments, the Company's total assets at June 30, 1996, increased to $176,310;
an increase of $10,126 or 6.1%, from total assets of $166,184 at March 31, 1996.
Securities available for sale and held to maturity increased in the aggregate
$1,500, or 10.2%, to $16,153 at June 30, 1996, primarily due to government
agency notes totalling $1,460 maturing or being called prior to maturity and the
purchase of $3,076 of government agency notes.
Loans receivable, net, at June 30, 1996, were $126,149, a decrease of $50, or
.04%, from $126,199 at March 31, 1996. The decrease in loans receivable, net,
was primarily due to repayments and the origination of loans to be sold in the
secondary market rather than to be held in the Banks' portfolio.
The Banks' total allowance for loan losses were $637 at June 30, 1996, an
increase of $16 from March 31, 1996. There was a $30 provision offset by the
net of charge-offs over recoveries of $14.
Nonperforming loans at June 30, 1996, were $1,107, or .88%, of loans receivable
which is comparable to nonperforming loans at March 31, 1996, of $599, or .47%,
of loans receivable. At June 30, 1996, there were no loans not included in
nonperforming loans which represent material credits about which management was
aware of any information which caused management to have serious doubts as to
the ability of such borrowers to comply with the loan repayment terms. Real
estate owned was $34 at June 30, 1996, an increase of $22 from March 31, 1996,
as a result of one foreclosure of $27, net of a disposition of $5.
Deposits increased $10,105, or 6.9% to $155,963 at June 30, 1996, from $145,858
at March 31, 1996. The increase was primarily related to a 60th Anniversary
certificate of deposit program implemented during the first quarter of fiscal
1997.
The Company had stockholders' equity of $17,462 as of June 30, 1996, an increase
of $231, or 1.3%, from $17,231 as of March 31, 1996. The net increase was
primarily attributable to net income for the three months ended June 30, 1996,
of $360, or $.58 per
6
<PAGE>
share, net of dividends of $.36 per share that included a special dividend of
$.16 per share, declared during the first quarter, totalling $220.
Liquidity and Capital Resources
- -------------------------------
Traditionally, the Banks' principal sources of funds have been deposits,
principal and interest payments on loans and mortgage-backed securities, and
proceeds from interest on and maturities of investments. In addition, First
Federal has borrowing ability from the Federal Home Loan Bank of Atlanta if the
need for additional funds arises. At June 30, 1996, the Banks had commitments to
originate and fund loans of $5.0 million.
The Banks anticipate that they will have sufficient funds available to meet
their current commitments.
First Federal is required by regulation to maintain minimum levels of liquid
assets. The liquidity of First Federal at June 30, 1996, was 11.9%, which
exceeded the applicable 5.0% liquidity requirement.
Under applicable regulations, First Federal, First State and the Company are
each required to maintain minimum capital ratios. Set forth below are actual
capital ratios and the minimum regulatory capital requirements as of June 30,
1996.
<TABLE>
<CAPTION>
First Federal First State The Company
---------------- --------------- ---------------
<S> <C> <C> <C> <C> <C> <C>
RISK-BASED CAPITAL RATIOS
Tier 1 Capital
Stockholders' Equity less
goodwill $10,395 7.34% $ 2,746 8.02% $15,892 9.01%
Minimum Required 5,668 4.00% 1,369 4.00% 7,052 4.00%
------- ----- ------- ----- ------- -----
Excess $ 4,727 3.34% $ 1,377 4.02% $ 8,840 5.01%
======= ===== ======= ===== ======= =====
Total Capital
Tier 1 Capital plus
allowances
for loan losses $10,713 13.52% $ 3,065 18.30% $16,529 17.22%
Minimum Required 6,337 8.00% 1,340 8.00% 7,679 8.00%
------- ----- ------- ----- ------- -----
Excess $ 4,376 5.52% $ 1,725 10.30% $ 8,850 9.22%
======= ===== ======= ===== ======= =====
Total Risk-weighted assets $79,215 $16,746 $95,961
======= ======= =======
LEVERAGE RATIOS
Tier 1 Capital $10,395 7.34% $ 2,746 8.02% $15,892 9.01%
Minimum Leverage
Requirement 4,251 3.00% 1,027 3.00% 5,289 3.00%
------- ----- ------- ----- ------- -----
Excess $ 6,144 4.34% $ 1,719 5.02% $10,603 6.01%
======= ===== ======= ===== ======= =====
TANGIBLE CAPITAL RATIO
Tangible Capital $10,395 7.34%
Tangible Capital
Requirement 2,125 1.50%
------- -----
Excess $ 8,270 5.84%
======= =====
</TABLE>
Management is not aware of any trends, events or uncertainties that will have or
are reasonably likely to have a material effect on the Company's or the Banks'
liquidity, capital resources or operations.
7
<PAGE>
Results of Operations - Comparison of the Three Months Ended June 30, 1996 and
- ------------------------------------------------------------------------------
1995
- ----
Net income for the three months ended June 30, 1996, was $360, an increase of
$178, or 97.8%, from net income of $182 for the three
months ended June 30, 1995. The increase was primarily attributable to an
increase in the interest rate spread and an increase in the average balance of
interest-earning assets and interest-bearing liabilities during the period ended
June 30, 1996, when compared to the same period a year ago. The increase in net
interest-earning assets was primarily the result of the acquisition of First
State on January 2, 1996, and the increase in cash received from the 60th
Anniversary certificate of deposit program.
Interest Income
- ---------------
Total interest income increased $796, or 33.3%, to $3,183 for the three months
ended June 30, 1996. This increase was partially the result of an increase in
the average balance of interest earning assets during the three months ended
June 30, 1996, as compared to the three months ended June 30, 1995. This
increase was also due to an increase in the average yield to 8.1% during the
three months ended June 30, 1996, from 7.6% for the corresponding quarter of the
previous year.
Interest income on loans increased $638, or 29.9% to $2,774 during the three
months ended June 30, 1996, from $2,136 for the three months ended June 30,
1995. The increase in interest income on loans was attributable to the increase
in the average yield on loans to 8.7% for the three months ended June 30, 1996
compared to 7.8% for the corresponding quarter of the previous year. The
increase was also due to a 17.4% increase in the average balance of loans during
the first quarter of fiscal 1997 as compared to the first quarter of fiscal 1996
as a result of the addition of First State.
Interest earned on mortgage-backed securities decreased $5, or 5.6%, to $84 for
the three months ended June 30, 1996, from $89 for the corresponding three
months ended June 30, 1995. The decrease was primarily attributable to a
decrease in the average balance of mortgage-backed securities during the quarter
ended June 30, 1996, as compared to the quarter ended June 30, 1995, a result of
principal repayments and prepayments.
Interest and dividends on the securities portfolio increased $104, or 89.7%,
during the first quarter of fiscal 1997 from the first quarter of fiscal 1996,
reflecting a 107.7% increase in the average balance of securities. The increase
in securities was the result of the acquisition of First State.
8
<PAGE>
Interest Expense
- ----------------
Interest expense for the quarter ended June 30, 1996, increased $405, or 30.7%,
to $1,724 during the quarter ended June 30, 1996. The increase was primarily
attributable to an increase in the average balance during the quarter ended June
30, 1996, compared to the first quarter of fiscal 1996 as a result of the
addition of First State and a 60th Anniversary certificate of deposit program.
Net Interest Income
- -------------------
Net interest income for the quarter ended June 30, 1996, increased $391, or
36.6%, to $1,459 from the first quarter of fiscal 1996 level of $1,068. This
increase was due in part to an increase in the average net interest spread to
3.4% in the first quarter of fiscal 1997 from 2.8% in the first quarter of
fiscal 1996. The increase was also due to an increase in the average balance of
interest-earning assets and interest-bearing liabilities during the first
quarter of fiscal 1997 compared to the first quarter of fiscal 1996,primarily as
a result of the addition of First State. The net interest margin increased to
3.7% in the first quarter of fiscal 1997 from 3.4% for the first quarter of
fiscal 1996.
Provision for Loan Losses
- -------------------------
Management increased the Banks' total allowance for loan losses by a provision
of $30 during the quarter ended June 30, 1996.
The Banks' allowances for loan losses were based on management's evaluation of
possible losses inherent in the loan portfolio and considers, among other
factors, prior years' loss experience, economic conditions, distribution of
portfolio loans by risk class and the estimated value of the underlying
collateral.
Noninterest Expenses
- --------------------
Noninterest expenses during the quarter ended June 30, 1996, increased $265 to
$1,068 from the fiscal 1996 first quarter level of $803. The increase was
primarily due to the addition of First State.
Income Taxes
- ------------
The provision for income taxes increased $68, or 53.5%, to $195 for the quarter
ended June 30, 1996, as compared to the corresponding quarter of the prior
fiscal year. The increased tax expense was due primarily to the 79.6% increase
in pretax income from the same period a year ago.
9
<PAGE>
Recent Events
- -------------
First Federal's savings deposits are insured by the Savings Association
Insurance Fund ("SAIF"), which is administered by the Federal Deposit Insurance
Corporation ("FDIC"). The assessment rate currently ranges from 0.23% of
deposits for well capitalized institutions to 0.31% of deposits for
undercapitalized institutions. The FDIC also administers the Bank Insurance Fund
("BIF"), which has the same designated reserve ratio as the SAIF. On August 8,
1995, the FDIC adopted an amendment to the BIF risk-based assessment schedule
which lowered the deposit insurance assessment rate for most commercial banks
and other depository institutions with deposits insured by the BIF to a range of
from 0.31% of insured deposits for undercapitalized BIF-insured institutions to
0.04% of deposits for well-capitalized institutions, which constitutes over 90%
of BIF-insured institutions. The FDIC amendment became effective for the quarter
ended September 30, 1995. The amendment created a substantial disparity in the
deposit insurance premiums paid by BIF and SAIF members and could place SAIF-
insured savings institutions at a significant competitive disadvantage to BIF-
insured institutions.
A number of proposals are being considered to recapitalize the SAIF in order to
eliminate the BIF/SAIF premium disparity. The most common discussed proposals
considered by the Congress provide for a one time assessment of approximately
80% of insured deposits to be imposed on all SAIF-insured deposits held as of
March 31, 1995. Also under consideration is the merger of the BIF and SAIF into
one fund as soon as practicable after they both reach their designated reserve
ratios. At this time, it is unknown whether any proposal will be implemented or
whether premiums for either BIF or SAIF members will be adjusted in the future
by the FDIC or by legislative action. If a special assessment as described
above were to be required, it would result in a one-time charge with an after
tax impact to First Federal of up to $600. First Federal would continue to
exceed all regulatory capital requirements if such a special assessment were
required. If such a special assessment were required and the SAIF as a result
were fully recapitalized, it could have the effect of reducing First Federal's
deposit insurance premiums to the SAIF, thereby increasing net income in future
periods.
On August 2, 1996, Congress passed the Small Business Job Protection Act that,
if signed by the President into law, will among other things, repeal the tax bad
debt reserve method for thrifts effective for taxable years beginning after
December 31, 1995. As a result, thrifts must recapture into taxable income the
amount of their post-1987 tax bad debt reserves over a six-year period beginning
after 1995. This recapture can be deferred for up to two years if the thift
satisfies a residential loan portfolio test. The impact of this proposed
legislation, if any, is not expected to be material to the consolidated
financial statements.
10
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
FIRSTFED BANCORP, INC.
Date: August 9, 1996 /s/B. K. Goodwin, III
--------------------- --------------------------
B. K. Goodwin, III,
Chairman of the Board,
Chief Executive Officer
and President
Date: August 9, 1996 /s/Lynn J. Joyce
--------------------- --------------------------
Lynn J. Joyce
Vice President, Secretary
and Treasurer
(Principal Financial
Officer)
11
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1996
<PERIOD-START> APR-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 3,500
<INT-BEARING-DEPOSITS> 7,290
<FED-FUNDS-SOLD> 6,575
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 13,841
<INVESTMENTS-CARRYING> 12,119
<INVESTMENTS-MARKET> 12,038
<LOANS> 126,149
<ALLOWANCE> 637
<TOTAL-ASSETS> 176,310
<DEPOSITS> 155,963
<SHORT-TERM> 1,826
<LIABILITIES-OTHER> 1,111
<LONG-TERM> 0
0
0
<COMMON> 7
<OTHER-SE> 17,403
<TOTAL-LIABILITIES-AND-EQUITY> 176,310
<INTEREST-LOAN> 2,774
<INTEREST-INVEST> 304
<INTEREST-OTHER> 105
<INTEREST-TOTAL> 3,183
<INTEREST-DEPOSIT> 1,693
<INTEREST-EXPENSE> 1,724
<INTEREST-INCOME-NET> 1,459
<LOAN-LOSSES> 30
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1,068
<INCOME-PRETAX> 555
<INCOME-PRE-EXTRAORDINARY> 555
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 360
<EPS-PRIMARY> 0
<EPS-DILUTED> .58
<YIELD-ACTUAL> 8.1
<LOANS-NON> 290
<LOANS-PAST> 871
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 621
<CHARGE-OFFS> 24
<RECOVERIES> 10
<ALLOWANCE-CLOSE> 637
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 637
</TABLE>
