<PAGE>
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 quarter ended: March 31, 1996 Commission file number: 33-42286
HENDERSON CITIZENS BANCSHARES, INC.
(Exact name of registrant as specified in its charter)
TEXAS 6712 75-2371232
- - ---------------------------- ---------------------------- -------------------
(State or other jurisdiction (Primary Standard Industrial (I.R.S. Employer
of incorporation or Classification Code Number) Identification No.)
organization)
201 WEST MAIN STREET, P.O. BOX 1009
HENDERSON, TEXAS 75653
(903) 657-8521
(Address, including ZIP code, and telephone number, including
area code, of registrant's principal executive offices)
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None
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.
X Yes No
----------- -----------
At March 31, 1996, 2,160,000 shares of Common Stock, $5.00 par value, were
outstanding.
<PAGE>
Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
HENDERSON CITIZENS BANCSHARES, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(unaudited)
March 31, 1996 and December 31, 1995
(dollars in thousands)
<TABLE>
<CAPTION>
Assets 1996 1995
------ -------------- -----------
<S> <C> <C>
Cash and due from banks $ 10,775 8,916
Interest-bearing deposits with
financial institutions 2,244 2,642
Federal funds sold 4,000 --
Securities:
Held-to-maturity, approximate market value of $83,956 84,052 82,750
in 1996 and $83,570 in 1995 138,467 143,700
---------- ---------
Available-for-sale 222,519 226,450
Loans, net 79,149 80,499
Premises and equipment, net 3,159 3,144
Accrued interest receivable 3,147 3,911
Other assets 1,701 1,317
---------- ---------
$ 326,694 326,879
========== =========
Liabilities and Stockholders' Equity
------------------------------------
Deposits:
Demand - non interest-bearing 26,634 28,435
NOW accounts 71,325 68,089
Money market and savings 44,483 46,206
Certificates of deposit and other time deposits 151,204 150,881
--------- ---------
Total deposits 293,646 293,611
--------- ---------
Accrued interest payable 1,033 1,117
Other liabilities 842 945
--------- ---------
295,521 295,673
Stockholders' equity:
Preferred stock, $5 par value; 2,000,000 shares authorized,
none issued or outstanding -- --
Common stock, $5 par value; 10,000,000 shares authorized,
2,160,000 issued and outstanding 10,800 10,800
Capital surplus 5,400 5,400
Undivided profits 15,667 14,859
Net unrealized gains/(losses) on securities available
for sale, net of income taxes (694) 147
--------- ---------
Total stockholders' equity 31,173 31,206
--------- ---------
Commitments and contingencies $ 326,694 326,879
========= =========
</TABLE>
See accompanying notes to consolidated financial statements.
2
<PAGE>
HENDERSON CITIZENS BANCSHARES, INC. AND SUBSIDIARIES
Consolidated Statements of Income
(unaudited)
(dollars in thousands, except per share amounts)
<TABLE>
<CAPTION>
Three months
ended March 31,
---------------------
1996 1995
----------- --------
<S> <C> <C>
Interest income:
Loans $ 1,644 1,395
Securities
Taxable 2,810 2,991
Tax-exempt 391 367
Federal funds sold 54 29
Interest-bearing deposits with
financial institutions 118 160
-------- --------
Total interest income 5,017 4,942
-------- --------
Interest expense:
Deposits:
NOW accounts 531 555
Money market and savings 330 396
Certificates of deposit and
other time deposits 1,946 1,810
-------- --------
Total interest expense 2,807 2,761
-------- --------
Net interest income 2,210 2,181
Provision for loan losses 50 63
-------- --------
Net interest income after
provision for loan losses 2,160 2,118
-------- --------
Other income:
Gains (losses) on securities transactions, net 640 (199)
Income from fiduciary activities 164 135
Service charges, commissions, and fees 318 352
Other 99 53
-------- --------
Total other income 1,221 341
-------- --------
Other expenses:
Salaries and employee benefits 1,063 882
Occupancy and equipment 206 184
Regulatory assessments 40 168
Other 490 483
-------- --------
Total other expenses 1,799 1,717
-------- --------
Income before income taxes 1,582 742
Income tax expense 428 146
-------- --------
Net income $ 1,154 596
======== ========
Net income per common share
(2,160,000 shares outstanding) $ .53 .28
======== ========
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE>
HENDERSON CITIZENS BANCSHARES, INC. AND SUBSIDIARIES
Consolidated Statements of Stockholders' Equity
(unaudited)
Three months ended March 31, 1996 and 1995
(dollars in thousands, except per share amounts)
<TABLE>
<CAPTION>
Net Unrealized
Gains (Losses)
on Securities Total
Preferred Common Capital Undivided Available Stockholder's
Stock Stock Surplus Profits for Sale Equity
--------- -------- -------- --------- ---------------- -------------
<S> <C> <C> <C> <C> <C> <C>
Balances at December 31, 1994 $ -- 10,800 5,400 13,777 (3,830) 26,147
Net income -- -- -- 596 -- 596
Net change in unrealized losses
on securities available for sale -- -- -- -- 1,645 1,645
Cash dividends ($.16 per share) -- -- -- (346) -- (346)
-------- -------- -------- -------- --------------- ------------
Balances at March 31, 1995 $ -- 10,800 5,400 14,027 (2,185) 28,042
======== ======== ======== ======== =============== ============
Balances at December 31, 1995 $ -- 10,800 5,400 14,859 147 31,206
Net income -- -- -- 1,154 -- 1,154
Net change in unrealized losses
on securities available for sale -- -- -- -- (841) (841)
Cash dividends ($.16 per share) -- -- -- (346) -- (346)
-------- -------- -------- -------- --------------- ------------
Balances at March 31, 1996 $ -- 10,800 5,400 15,667 (694) 31,173
======== ======== ======== ======== =============== ============
</TABLE>
See accompnying notes to consolidated financial statements.
4
<PAGE>
HENDERSON CITIZENS BANCSHARES, INC. AND SUBSIDIARIES
Consolidated Statement of Cash Flows
(unaudited)
Three months ended March 31, 1996 and 1995
(dollars in thousands)
<TABLE>
<CAPTION>
1996 1995
--------- ---------
<S> <C> <C>
Operating activities:
Net income $ 1,154 596
Adjustments to reconcile net income to net cash
provided by operating activities:
Net amortization (accretion) of securities 167 (112)
Net (gains) losses on securities transactions (640) 199
Depreciation and amortization 86 97
Decrease in accrued interest receivable 764 717
Decrease (increase) in other assets 48 141
Increase (decrease) in accrued interest payable (84) 150
Decrease in other liabilities (103) (259)
--------- ---------
Net cash provided by operating activities 1,392 1,529
--------- ---------
Investing activities:
Proceeds from maturities and paydowns of held-to-maturity securities 2,721 13,705
Purchases of held-to-maturity securities (4,136) (10,802)
Proceeds from sales of available-for-sale securities 30,602 8,535
Proceeds from maturities and paydowns of available-for-sale securities 11,573 1,802
Purchases of available-for-sale securities (37,630) (11,728)
Net (increase) decrease in loans 1,350 (3,688)
Purchases of bank premises and equipment (100) (84)
--------- ---------
Net cash provided by (used in) investing activities 4,380 (2,260)
--------- ---------
Financing activities:
Net increase in deposits 35 11,025
Cash dividends paid (346) (346)
--------- ---------
Net cash used in financing activities (311) 10,679
--------- ---------
Increase in cash and cash equivalents 5,461 9,948
Cash and cash equivalents at beginning of period 11,558 14,349
--------- ---------
Cash and cash equivalents at end of period $ 17,019 24,297
--------- ---------
SUPPLEMENTAL DISCLOSURES OF CASH FLOW ACTIVITIES
Income taxes paid, net of refunds $ 200 --
--------- ---------
Interest paid, net of amounts capitalized $ 2,723 2,611
--------- ---------
</TABLE>
See accompanying notes to consolidated financial statements.
5
<PAGE>
HENDERSON CITIZENS BANCSHARES, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
March 31, 1996
(1) BASIS OF PRESENTATION
---------------------
The accompanying consolidated financial statements are unaudited, but
include all adjustments, consisting of normal recurring accruals, which
management considers necessary for a fair presentation of the financial
position, results of operations, and cash flows.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to Securities and
Exchange Commission rules and regulations. The consolidated financial
statements and footnotes included herein should be read in conjunction with
the Company's annual consolidated financial statements as of December 31,
1995 and 1994, and for each of the three years in the period ended December
31, 1995 included in the Company's Form 10-K.
(2) SECURITIES
----------
The amortized cost (carrying value) and approximate market values of
securities held-to-maturity at March 31, 1996, are summarized as follows
(in thousands of dollars):
<TABLE>
<CAPTION>
Gross Gross
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
------------ ---------- ----------- -------
<S> <C> <C> <C> <C>
U.S. Treasury $ 7,081 90 (100) 7,071
U.S. Government agencies 18,332 1 -- 18,333
State and municipal 31,497 218 (224) 31,491
Mortgage-backed securities
and collateralized
mortgage
obligations 24,609 46 (162) 24,493
Other securities 2,533 35 -- 2,568
----------- ----------- ----------- --------
$ 84,052 390 (486) 83,956
=========== =========== =========== ========
</TABLE>
The amortized cost and approximate market values (carrying value) of
securities available-for-sale at March 31, 1996, are summarized as follows
(in thousands of dollars):
<TABLE>
<CAPTION>
Gross Gross
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
----------- ----------- ----------- --------
<S> <C> <C> <C> <C>
U.S. Treasury $ 52,045 320 (419) 51,946
U.S. Government agencies 16,119 17 (214) 15,922
Other securities 3,369 2 (1) 3,370
Mortgage-backed securities
and collateralized
mortgage
obligations 67,985 176 (932) 67,229
---------- ---------- ---------- --------
$ 139,518 515 (1,566) 138,467
========== ========== ========== =======
</TABLE>
6
<PAGE>
HENDERSON CITIZENS BANCSHARES, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
March 31, 1996
(3) LOANS AND ALLOWANCE FOR LOAN LOSSES
-----------------------------------
The composition of the Company's loan portfolio is as follows (in thousands
of dollars):
<TABLE>
<CAPTION>
March 31, December,31,
1996 1995
------------- -------------
<S> <C> <C>
Commercial and industrial $ 19,331 22,444
Real estate mortgage 34,647 34,009
Installment and other 27,375 26,234
------------ ------------
Total 81,353 82,687
Less:
Allowance for loan (1,061) (1,019)
losses
Unearned discount (1,143) (1,169)
------------ ------------
Loans, net $ 79,149 80,499
============ ============
</TABLE>
Changes in the allowance for loan losses for the three months ended March
31, 1996 and 1995 summarized as follows (in thousands of dollars):
<TABLE>
<CAPTION>
1996 1995
------------- -------------
<S> <C> <C>
Balance, January 1 $ 1,019 997
Provision charged to 50 63
operating expense
Loans charged off (27) (54)
Recoveries on loans 19 27
------------ ------------
Balance, March 31 $ 1,061 1,033
============ ============
</TABLE>
7
<PAGE>
Item 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE FINANCIAL CONDITION
AND RESULTS OF OPERATIONS OF HENDERSON CITIZENS BANCSHARES, INC.
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
The following discussion and analysis of the financial condition and results of
operations of the Company should be read in conjunction with the financial
statements and the notes thereto, and other financial and statistical
information appearing elsewhere in this report.
RESULTS OF OPERATIONS
- - ---------------------
Net income for the first three months of 1996 was $1,154,000 compared to
$596,000 for the same period in 1995. During the first three months of 1996, net
interest income increased slightly due to increased loan demand. Increased
interest income from loans was offset by decreased interest income on taxable
securities due to the sale of U.S Treasury securities in January 1996 in which a
gain was recognized and the proceeds were reinvested at lower rates. The Company
made a provision of $50,000 to the allowance for loan losses during the first
three months of 1996. A provision of $63,000 was made for loan losses during
the same period in 1995. The Company experienced gains on securities
transactions totaling approximately $640,000 in the first three months of 1996
from the sale of certain available-for-sale Treasury securities compared to a
loss of $199,000 in the first three months of 1995. Other income, excluding
gains on securities transactions, for the first three months of 1996 was $41,000
more than the same period in 1995 due to increased volumes. Total other expenses
for the first three months of 1996 were slightly higher than the same period in
1995. Income tax expense for the first three months of 1996 was $428,000
compared to $146,000 for the same period in 1995.
NET INTEREST INCOME
- - -------------------
Net interest income for the three month period ended March 31, 1996 was
$2,210,000 compared to $2,181,000 in 1995. The increase is the result of
improved loan demand. Although the Company's net interest income increased
during the first three months of 1996, the increase was offset somewhat by a
decrease in interest income from taxable investments due to the sale of certain
taxable securities.
PROVISION FOR LOAN LOSSES
- - -------------------------
During the first three months of 1996, the Company increased its allowance for
loan losses through a provision of $50,000. The Company increased its allowance
for loan losses during the same period of 1995 by $63,000. The Company
experienced net charge offs of $8,000 in the first three months of 1996 compared
to net charge offs of $27,000 in the same period 1995.
See additional information related to the Company's loan operations in the
Allowance for Loan Loss section below.
OTHER INCOME AND EXPENSES
- - -------------------------
Non-interest income, excluding securities losses was $581,000 for the first
three months of 1996 as compared to $540,000 in the first three months of 1995.
This increase is due to increases in fiduciary income and service charges and
volume. Gains on securities transactions for the first three months of 1996 was
$640,000 compared to a loss of $199,000 for the same period in 1995. The gain
in 1996 was the result of the sale of certain taxable securities consistent with
the Company's portfolio management policy. Other expenses for the three month
period ended March 31, 1996 were $1,799,000 compared to $1,717,000 during the
same period in 1995. The increase is due primarily to general salary and benefit
increases as well as changes in the timing of salary compensation.
INCOME TAXES
- - ------------
Income tax expense for the first three months of 1996 was $428,000, compared to
$146,000 in the same period in 1995. The effective tax rate for the first three
months of 1996 and 1995, respectively, was 27.1% and 19.7%. The increase in 1996
in the effective rate was due to the large gain on securities transactions. The
effective tax rate is expected to decrease over the remainder of 1996 due to the
effect of tax exempt income from municipal securities.
8
<PAGE>
FINANCIAL CONDITION
- - -------------------
The Company's total assets at March 31, 1996 totaled $326,694,000, a decrease of
$185,000 over the total assets at December 31, 1995 of $326,879,000. Total
deposits were $293,646,000 at March 31, 1996, compared to the December 31, 1995
total of $293,611,000.
Equity capital of the Company, excluding unrealized gains or losses on
securities available for sale, as a percentage of total assets was 9.8% at
March 31, 1996 compared to 9.5% at December 31, 1995. The risk-based Tier I and
Tier II capital ratios and the leverage ratio of the Company amounted to 24.6%,
25.4% , and 9.7% respectively at March 31, 1996 compared to 24.3%, 25.1%, and
9.5% respectively, at December 31, 1995.
LIQUIDITY AND CAPITAL RESOURCES
- - -------------------------------
At March 31, 1996, cash and cash equivalents for the Company of $17,019,000
increased from the December 31, 1995 amount of $11,558,000. At March 31, 1996,
the market value of the Company's available-for-sale securities had declined
from the December 31, 1995 market values due to increases in interest rates.
The Company's stockholders' equity of $31,173,000 remains at a level considered
to be adequate by management. Profits in excess of dividends paid to
shareholders is reflected in the increase in retained earnings from 1995. The
net change in unrealized losses on the Company's available-for-sale securities
totaling $841,000 has had a negative impact on the Company's stockholders'
equity since December 31, 1995 due to a increase in interest rates experienced
in the first three months of 1996.
ALLOWANCE FOR LOAN LOSSES
- - -------------------------
The allowance for loan losses at March 31, 1996 and December 31,1995 was 1.32%
and 1.25% of outstanding loans, respectively. By its nature, the process
through which management determines the appropriate level of the allowance
requires considerable judgment. The determination of the necessary allowance,
and correspondingly the provision for loan losses, involves assumptions about
projections of national and local economic conditions, the composition of the
loan portfolio, and prior loss experience, in addition to other considerations
As a result, no assurance can be given that future losses will not vary from the
current estimates. However, management believes that the allowance at March 31,
1996 is adequate to cover losses inherent in its loan portfolio. A migration
analysis and an internal classification system for loans also helps identify
potential problems, if any loans that are not identified otherwise. From these
analyses, management determines which loans are potential candidates for
nonaccrual status, including impaired loan status, or charge-off. Management
continually reviews loans and classifies them consistent with the Comptroller's
guidelines to help ensure that an adequate allowance is maintained.
The allocation of the allowance for loan losses is based upon the inherent risks
in the various components of the loan portfolio. Amounts allocated to each
component are determined based on management's evaluations of concentrations of
credit risks, current and anticipated economic conditions, historical analyses,
and classification and estimated loss exposure assigned to specific credits.
These reserve allocations are subject to change as various economic conditions
dictate. The following table is an analysis of the Allowance for Loan Losses.
9
<PAGE>
ANALYSIS OF THE ALLOWANCE FOR LOAN LOSSES
<TABLE>
<CAPTION>
For the Three Months Ended
March 31,
1996 1995
------------- ----------
<S> <C> <C>
Balance at beginning of period $ 1,019 997
Charge-offs:
Commercial, financial, and -- 7
agricultural
Real estate-mortgage -- --
Installment loans to 27 47
individuals
------------- ----------
27 54
Recoveries:
Commercial, financial, and 8 2
agricultural
Installment loans to 11 25
individuals
------------- ----------
19 27
Net charge-offs 8 27
------------- ----------
Additions charged to operations 50 63
------------- ----------
Balance at end of period $ 1,061 1,033
============= ==========
Ratio of net charge-offs during
the period to average loans
outstanding
during the period .01% .04%
============= ==========
</TABLE>
NON ACCRUAL, PAST DUE AND RESTRUCTURED LOANS
- - --------------------------------------------
The Company's policy is to discontinue the accrual of interest income on loans
whenever it is determined that reasonable doubt exists with respect to timely
collectibility of interest and principal. Loans are placed on nonaccrual status
if either material deterioration occurs in the financial position of the
borrower, payment in full of interest or principal is not anticipated, payment
in full of interest or principal is past due 90 days or more unless well
secured, payment in full of interest or principal on a loan is past due 180 days
or more, regardless of collateral, or the loan in whole or in part is classified
as doubtful. A loan may remain on accrual status if it is in the process of
collection and is either guaranteed or well-secured. When a loan is placed on
nonaccrual status, interest is no longer accrued or included in interest income
and previously accrued income is reversed.
As of March 31, 1996, the Company had $94,000 in nonaccrual loans compared to
$179,000 as of the same period in 1995. The total of accruing loans which are
contractually past due 90 days or more as to principal or interest at March 31,
1996 is $23,000 compared to $36,000 as of March 31, 1995.
10
<PAGE>
The following is a summary of the Company's problem loans as of March 31, 1996
and 1995.
<TABLE>
<CAPTION>
At March 31,
1996 1995
------------ ----------
(dollars in thousands)
<S> <C> <C>
Nonaccrual loans $ 94 179
Restructured loans -- --
Other impaired loans -- --
Other real estate -- --
----------- ---------
Total nonperforming loans 94 179
=========== =========
Loans past due 90+ days and still 23 36
accruing
=========== =========
Other potential problem loans -- --
=========== =========
Income that would have been recorded in
accordance with original terms 1 3
Less income actually recorded -- --
----------- ---------
Loss of income $ 1 3
=========== =========
</TABLE>
CONCENTRATION OF CREDIT RISK
- - ----------------------------
The Company grants real estate, commercial, and industrial loans to customers
primarily in Henderson, Texas, and surrounding areas of east Texas. Although the
Company has a diversified loan portfolio, a substantial portion (approximately
43% at March 31, 1996) of its loans are secured by real estate and its ability
to fully collect its loans is dependent upon the real estate market in this
region. The Company typically requires collateral sufficient in value to cover
the principal amount of the loan. Such collateral is evidenced by mortgages on
property held and readily accessible to the Company. See additional information
related to the composition of the Company's loan portfolio included in footnote
number 3, page 7 in the notes to consolidated financial statements.
RECENT ACCOUNTING PRONOUNCEMENTS
- - --------------------------------
Effective January 1, 1996 the Company implemented SFAS No. 122, "Accounting for
Mortgage Servicing Rights," (Statement 122) which amended Statement No. 65 to
require entities with mortgage banking operations to recognize as separate
assets rights to service mortgage loans for others, regardless of how these
servicing rights were acquired. Entities with mortgage banking operations that
acquire mortgage servicing rights through either the purchase or origination of
mortgage loans and sells those loans with servicing rights retained must
allocate the total cost of the mortgage loans to the mortgage servicing rights
and the loans (without the mortgage servicing rights) based on their relative
fair values. Statement 122 has been implemented prospectively. The impact of
implementing Statement 122 was not significant to the financial condition or
results of operations of the Company.
CORPORATE OBJECTIVES
- - --------------------
It is the philosophy of the Company to continue to remain independent in
ownership, to foster its image as the community leader in banking, to increase
its market share through selected acquisitions and aggressive marketing, to
maintain a sound earning-asset portfolio, and to assess liquidity needs while
maximizing its profitability and return to its shareholders.
11
<PAGE>
Part II - OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 2. Changes in Securities.
None
Item 3. Defaults Upon Senior Securities.
None
Item 4. Submission of Matters to a Vote of Security Holders.
On April 9, 1996, the Company held its annual meeting of shareholders. At
the meeting, the following directors were elected for a term of one year:
E. Landon Alford James M. Kangerga
R. Max Ballenger J. Mark Mann
Stayton M. Bonner Milton S. McGee, Jr.
Homer L. Bryce Charles H. Richardson
David J. Burks Tony Wooster
Billy Crawford Alfred Wylie
Shelia Gresham
The ratification of the appointment of KPMG Peat Marwick LLP as independent
auditors of the Company was also voted upon.
Item 5. Other Information.
None
Item 6. Exhibits and Reports on Form 8-K.
None
12
<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.
HENDERSON CITIZENS BANCSHARES, INC.
Date: May 8, 1996 By: /S/ MILTON S. MCGEE, JR.,
--------------- ----------------------------------
Milton S. McGee, Jr., CPA
President
Date: May 8, 1996 By: /S/ REBECCA G. TANNER
--------------- -----------------------------------
Rebecca G. Tanner, CPA
Chief Accounting Officer
13
<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.
HENDERSON CITIZENS BANCSHARES, INC.
Date: May 8, 1996 By:
--------------- ----------------------------------
Milton S. McGee, Jr., CPA
President
Date: May 8, 1996 By:
--------------- -----------------------------------
Rebecca G. Tanner, CPA
Chief Accounting Officer
14
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 10,775
<INT-BEARING-DEPOSITS> 2,244
<FED-FUNDS-SOLD> 4,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 138,467
<INVESTMENTS-CARRYING> 84,052
<INVESTMENTS-MARKET> 83,956
<LOANS> 80,210
<ALLOWANCE> 1,061
<TOTAL-ASSETS> 326,694
<DEPOSITS> 293,646
<SHORT-TERM> 0
<LIABILITIES-OTHER> 295,521
<LONG-TERM> 0
0
0
<COMMON> 10,800
<OTHER-SE> 20,373
<TOTAL-LIABILITIES-AND-EQUITY> 326,694
<INTEREST-LOAN> 1,644
<INTEREST-INVEST> 3,373
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 5,017
<INTEREST-DEPOSIT> 2,807
<INTEREST-EXPENSE> 0
<INTEREST-INCOME-NET> 2,210
<LOAN-LOSSES> 50
<SECURITIES-GAINS> 640
<EXPENSE-OTHER> 1,799
<INCOME-PRETAX> 1,582
<INCOME-PRE-EXTRAORDINARY> 1,154
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,154
<EPS-PRIMARY> .53
<EPS-DILUTED> .53
<YIELD-ACTUAL> 0
<LOANS-NON> 94
<LOANS-PAST> 23
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 117
<ALLOWANCE-OPEN> 1,019
<CHARGE-OFFS> 27
<RECOVERIES> 19
<ALLOWANCE-CLOSE> 1,061
<ALLOWANCE-DOMESTIC> 988
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
