<PAGE>
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(MARK ONE)
/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended September 30, 1996 or
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/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from to
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Commission file number 0-27590
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SECURITY BANK HOLDING COMPANY
(Exact Name of Registrant as Specified in Its Charter)
Oregon 93-0800253
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(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
170 S. Second St., Coos Bay, Oregon 97420
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(Address of Principal Executive Offices) (Zip Code)
541-267-5356
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(Issuer's telephone number)
Check whether the issuer: (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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 NO X
----- -----
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:
Class Outstanding at November 14, 1996
----------------------------- --------------------------------
Common Stock, $5.00 par value 3,164,860
Transitional Small Business Disclosure Format (check one): YES X NO
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<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
SECURITY BANK HOLDING COMPANY
CONSOLIDATED BALANCE SHEETS
(UNAUDITED -- IN THOUSANDS)
<TABLE>
<CAPTION>
Sept. 30, 1996 Dec. 31, 1995
-------------- -------------
ASSETS
<S> <C> <C>
Cash and cash equivalents:
Cash and due from banks 6,833 5,013
Federal funds sold 2,686 3,084
------- -------
Total cash and cash equivalents 9,519 8,097
Time deposits -- domestic financial institutions 370 550
Investment securities available for sale 74,821 58,227
Loans, net 86,506 76,911
Mortgage loans held for sale, at cost which approximates market 2,932 2,616
Net investment in direct financing leases 3,532 3,542
Premises and equipment, net 3,219 3,241
Federal Home Loan Bank stock, at cost 2,216 1,495
Other assets 5,022 3,909
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Total assets $188,137 $158,588
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-------- --------
LIABILITIES, MINORITY INTEREST AND SHAREHOLDERS' EQUITY
Liabilities:
Deposits:
Demand 23,512 19,492
Interest-bearing demand 3,725 2,416
NOW accounts 23,510 21,486
Money market accounts 19,649 15,368
Savings accounts 15,109 15,364
Time deposits 60,158 53,164
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Total deposits 145,663 127,290
Securities Sold Under Agreement to Repurchase 3,839 2,875
ESOP debt 644 644
Short-term borrowings 577 501
Federal Home Loan Bank borrowings 17,385 11,500
Other liabilities 1,636 1,406
Total liabilities 169,744 144,216
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Minority interest in subsidiary 961 ----
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Shareholders' equity:
Nonvoting preferred stock, $5 par value.
Authorized 5,000,000 shares; none issued ---- ----
Voting preferred stock, $5 par value. Authorized
5,000,000 shares; none issued ---- ----
Common stock, $5 par value. Authorized
10,000,000 shares; issued and outstanding
3,164,860 shares (2,762,195 shares in 1995) 15,824 13,811
Surplus 986 1
Retained earnings 2,567 1,689
Unearned ESOP shares at cost (1,789) (1,981)
Unrealized (loss) gain on investment securities
available for sale (156) 852
Total shareholders' equity 17,432 14,372
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Total liabilities, minority interest and
shareholders' equity $188,137 $158,588
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-------- --------
</TABLE>
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
<PAGE>
SECURITY BANK HOLDING COMPANY
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED -- IN THOUSANDS, EXCEPT NET INCOME PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
THREE MONTHS NINE MONTHS
ENDED SEPTEMBER 30, ENDING SEPTEMBER 30,
-------------------- ---------------------
1996 1995 1996 1995
------ ------ ------ ------
<S> <C> <C> <C> <C>
Interest income:
Interest on loans $2,227 $2,066 $6,382 $6,091
Interest and dividends on securities:
Taxable 947 548 2,435 1,748
Exempt from Federal income taxes 238 239 748 714
Interest on time deposits--domestic financial institutions 6 16 18 51
Dividend income on Federal Home Loan Bank stock 43 23 110 79
Interest on Federal funds sold 14 38 93 56
Income of direct financing leases 83 70 252 169
------ ------ ------ ------
Total interest income 3,558 3,000 10,038 8,908
------ ------ ------ ------
Interest expense:
Deposits:
Interest-bearing demand 26 17 73 51
NOW 60 70 171 198
Money market 160 128 446 335
Savings 98 108 291 308
Time 796 619 2,275 1,733
Securities sold under agreements to repurchase 49 34 129 116
ESOP debt 13 15 40 49
Short-term borrowings 5 7 16 18
Federal Home Loan Bank borrowings 244 108 635 446
------ ------ ------ ------
Total interest expense 1,451 1,106 4,076 3,254
------ ------ ------ ------
Net interest income 2,107 1,894 5,962 5,654
Provision for loan losses 55 45 145 140
------ ------ ------ ------
Net interest income after provision for loan losses 2,052 1,849 5,817 5,514
Other income:
Service charges on deposit accounts 260 226 734 684
Gain (loss) on sales of investment securities available for sale, net -- (33) 19 (29)
Loan servicing fees 84 58 245 179
Sold real estate loan fees 256 192 741 434
Other 150 97 410 312
------ ------ ------ ------
Total other income 750 540 2,149 1,580
------ ------ ------ ------
Other expense:
Salaries and employee benefits 1,245 979 3,580 2,896
Occupancy of bank premises 113 98 321 299
Furniture and equipment 158 156 500 430
Professional fees 97 112 343 318
FDIC assessment 1 (7) 3 125
Supplies 64 60 181 216
Other 462 319 1,271 1,056
------ ------ ------ ------
Total other expense 2,140 1,717 6,199 5,340
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Income before provision for income taxes 662 672 1,767 1,754
Provision for income taxes 160 235 440 558
------ ------ ------ ------
Net income $502 $437 $1,327 $1,196
------ ------ ------ ------
------ ------ ------ ------
Net income per share $0.22 $0.19 $0.58 $0.54
</TABLE>
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
<PAGE>
SECURITY BANK HOLDING COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED-IN THOUSANDS)
<TABLE>
<CAPTION>
NINE MONTH PERIODS
ENDED SEPTEMBER 30,
-------------------
1996 1995
---- ----
<S> <C> <C>
Cash flows provided by operating activities:
Net income $1,327 $1,196
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 422 477
Provision for loan losses 145 140
Origination of mortgage loans held for sale (42,536) (22,393)
Proceeds from mortgage loans sold 42,220 22,003
Net (gain) loss on sale of fixed assets 9 (1)
Net (gain) loss on sale of investment securities available for sale (18) 29
Federal Home Loan Bank stock dividend (109) (78)
ESOP related compensation expense 437 266
Decrease (increase) in other assets (1,113) 322
Increase in other liabilities 745 250
------ ------
Net cash provided by operating activities 1,529 2,211
------ ------
Cash flows from investing activities:
Net decrease in time deposits --- domestic financial institutions 180 640
Purchase of investment securities held to maturity -- (3,843)
Purchase of investment securities available for sale (35,258) (3,984)
Proceeds from sales of investment securities available for sale 10,185 4,735
Proceeds from maturities of investment securities held to maturity --- 1,003
Proceeds from maturities of investment securities available for sale 6,913 4,980
Net loan originations (9,562) (2,414)
Purchase of participations (178) (137)
Additions to premises and equipment (375) (309)
Purchase of Federal Home Loan Bank stock (1,547) (1,316)
Redemption of Federal Home Loan Bank stock 935 2,166
Proceeds from sales of premises and equipment 27 6
Originations of direct financing leases (634) (1,623)
Gross payments on direct financing leases 644 350
Minority interest in subsidiary 961 --
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Net cash (used) provided by investing activities (27,709) 254
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Cash flows from financing activities:
Net increase in deposits 18,373 3,490
Increase in securities sold with agreements to repurchase 964 601
Repayment of ESOP debt -- --
Increase (decrease) in Federal Home Loan Bank borrowings 5,885 (2,786)
Proceeds from issuance of common stock 2,753 1
Payment of dividends (449) (320)
Other 76 30
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Net cash provided by financing activities 27,602 1,016
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Net increase in cash and cash equivalents 1,422 3,481
Cash and cash equivalents at beginning of period 8,097 5,275
------ ------
Cash and cash equivalents at end of period $9,519 $8,756
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------ ------
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest $3,969 $3,183
Income taxes 288 516
Supplemental disclosures of investing activities:
Unrealized gain (loss) on investment securities available for sale, net of tax (1,008) 694
Loans transferred to other real estate owned -- --
</TABLE>
SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
<PAGE>
SECURITY BANK HOLDING COMPANY
AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a) Basis of Financial Statement Preparation
The accompanying consolidated financial statements have been prepared by the
Company without audit and in conformity with generally accepted accounting
principles for interim financial information. Accordingly, certain financial
information and footnotes have been omitted or condensed. In the opinion of
management, the consolidated financial statements include all necessary
adjustments (which are of a normal and recurring nature) for the fair
presentation of the results of the interim periods presented. These financial
statements should be read in conjunction with the Company's audited consolidated
financial statements for the year ended December 31, 1995. The results of
operations for the interim period shown in this report are not necessarily
indicative of results for any future interim period or the entire fiscal year.
(b) Net Income Per Share
Net income per share is based on the weighted average number of common share and
common stock equivalents outstanding during each period and the effect of stock
options to the extent they are deemed to be dilutive (2,181,050, 2,288,808
shares at September 30, 1995 and 1996 respectively).
(c) Stock Sale
On September 12, 1996 the Company sold 402,500 shares of common stock at $8.00
per share in a public offering realizing net proceeds of $ 2,757,137.
(2) PREMISES AND EQUIPMENT
As of September 30, 1996, the Company had purchased property to begin
construction of a new branch. The existing building on the new property will be
razed.
As of September 30, 1996, the Company has also entered into an earnest money
agreement to purchase property which will be leased back to the sellers for
approximately one year; upon completion of the lease the Company plans to house
its loan functions at the new location.
The two new locations will allow the Company to vacate two existing locations,
one owned by the Company and one leased by the Company.
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FOR THE QUARTER ENDING SEPTEMBER 30, 1996 AND 1995
GENERAL. Net income increased to $502,000 for the three months ended September
30, 1996 from $437,000 for the same period of 1995, a 14.87% increase. The
increase in both interest expense and non-interest expense were offset by
increases in interest income and non-interest income. The increase in net
income is mostly attributable to a lower provision for income taxes in the three
month period ended September 30, 1996, compared to the same period in 1995, as a
result of overpayment of income taxes in 1995.
NET INTEREST INCOME. Net interest income before the provision for loan losses
increased $213,000 or 11.25% for the three months ended September 30, 1996 over
the same period in 1995. The increase in interest income was primarily due to
$3.9 million or 2.88% increase in average interest-earning assets for the three
months ended September 30, 1996 over the same period in 1995. The increase in
earning assets was an increase in investment securities volume of $3.9 million,
which accounted for $387,000 of the total increase in interest income.
Interest-bearing liabilities increased $3.7 million or 3.19% for the three
months ended September 30, 1996, compared to the same period in 1995. The
volume increase accounted for $344,000 of the increase in interest expense.
PROVISION FOR LOAN LOSSES. The loan loss provision during the three month
period ended September 30, 1996, was $55,000 and $45,000 for the same period in
1995. Net charge-offs during the three month periods were $31,000 and $26,000
for 1996 and 1995, respectively.
NON-INTEREST INCOME. Non-interest income increased 38.89% to $750,000 for the
three months ended September 30, 1996 as compared to $540,000 for the same
period in 1995. The increase in non-interest income is due in large part to
fees generated by the origination and sale of mortgage loans. Mortgage loan
originations were $14.1 million in the three months ended September 30, 1996, up
from $11.1 million for the same period in 1995. Loans sold were $12.6 million
and $10.9 million for the three months ended September 30, 1996 and 1995,
respectively, generating $256,000 and $192,000 of fee income during each
respective period, an increase of 33.33%. The Company has benefited from
mortgage refinancing transactions that have been motivated by favorable interest
rates. Although the Company will continue to originate and sell loans into the
secondary market, there is no assurance that the favorable interest rate
environment will continue or that mortgage lending operations will continue to
significantly contribute to the net income of the Bank.
NON-INTEREST EXPENSE. Non-interest expense increased 24.64% to $2,140,000 for
the three months ended September 30, 1996 compared to $1,717,000 for the same
period in 1995. The primary non-interest expenses are salaries and employee
benefits, and expenses relating to occupancy and equipment. Salaries and
employee benefits were up due to increased staff levels in commercial loan
department, the Eugene and Bend loan production offices which opened in
November, 1995 and July 1996, respectively and the opening of Lincoln Security
Bank in Newport, Oregon in May 1995.
<PAGE>
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
GENERAL. Net income increased to $1,327,000 for the nine months ended September
30, 1996 from $1,196,000 for the same period of 1995, an 10.95% increase. The
increase in both interest expense and non-interest expense were more than offset
by increases in interest income and non-interest income. The increase in net
income is mostly attributable to a lower provision for income taxes in the nine
month period ended September 30, 1996, compared to over the same period in 1995,
as a result of overpayment of income taxes in 1995.
NET INTEREST INCOME. Net interest income before the provision for loan losses
increased $308,000 or 5.45% for the nine months ended September 30, 1996 over
same period in 1995. The increase in interest income was primarily due to a
$21.8 million or 16.13% increase in average interest-earning assets for the nine
months ended September 30, 1996 over the same period in 1995. The largest
component of the increase in earning assets was an increase in investment
securities volume of $16.0 million, which accounted for $773,000 of the total
increase in interest income. The increase in loans and other earning asset
volume of $5.8 million for the first nine months of 1996 compared to the same
period in 1995 resulted in an increase in interest income of $432,000. The
yield on earning assets decreased to 8.53% for the nine months ended September
30, 1996, from 8.80% for the same period in 1995. This decrease in yield
accounted for a $107,000 decrease in interest income. The remaining
$32,000 of the increase in interest income was due to one additional day in the
nine month period ended September 30, 1996 over the same period in 1995.
Interest-bearing liabilities increased $17.7 million or 15.29% for the nine
months ended September 30, 1996, compared to the same period in 1995. The
volume increase accounted for $689,000 of the increase in interest expense. The
rate on interest-bearing liabilities increased to 4.07% for the nine months
ended September 30, 1996, compared to 3.75% for the same period in 1995. This
increase in rate accounted for a $122,000 increase in interest expense. The
remaining $11,000 of the increase in interest expense was due to one additional
day in the nine month period ended September 30, 1996 over the same period in
1995.
PROVISION FOR LOAN LOSSES. The loan loss provision during the nine month period
ended September 30, 1996, was $145,000 and $140,000 for the same period in 1995.
Net charge-offs during the nine month periods were $125,000 and $23,000 for 1996
and 1995, respectively.
Management believes the loan loss provision maintains the reserve for loan
losses at an appropriate level. The reserve for loan losses was $1,072,748 at
September 30, 1996, as compared to $1,134,000 at September 30, 1995. The Bank's
ratio of reserve for loan losses to total loans was 1.18% at September 30, 1996,
compared to 1.45% at September 30, 1995.
Non-performing assets (defined as loans on non-accrual status, 90 days or more
past due, and other real estate owned) were $338,000 and $409,000 at September
30, 1996 and 1995, respectively. Management believes the loans are adequately
secured and that no significant losses will be incurred.
NON-INTEREST INCOME. Non-interest income increased 36.01% in the first nine
months of 1996 as compared to the same period in 1995. The increase in
non-interest income is due in large part to fees generated by the origination
and sale of mortgage loans. Mortgage loan originations were $42.5 million in
the first nine months of 1996, up from $22.4 million for the same period in
1995. Loans sold were $42.2 million and $22.0 million for the first nine
months of 1996 and 1995, respectively, generating $741,000 and $434,000 of fee
income during each respective period, an increase of 70.74%. Security Bank has
benefited from mortgage refinancing transactions that have been motivated by
favorable interest rates. Although the Bank will continue to originate and sell
loans into the secondary market, there is no assurance that the favorable
interest rate environment will continue or that mortgage lending operations will
continue to significantly contribute to the net income of the Bank.
NON-INTEREST EXPENSE. Non-interest expense increased 16.09% to $2,149,000 for
the first nine months of 1996 compared to $1,580,000 for the first nine months
of 1995. The primary non-interest expenses are salaries and employees benefits,
and expenses relating to occupancy and equipment. Salaries and employee
benefits were up due to increased staff levels in the commercial loan
department. The Eugene and Bend loan production offices which opened in
November, 1995, and July, 1996, respectively and the opening of Lincoln Security
Bank in May 1996.
-6-
<PAGE>
FINANCIAL CONDITION
Total assets have continued to grow in 1996 as compared to the prior periods.
Assets have grown 18.63% to $188.1 million at September 30, 1996, compared to
$158.6 million at December 31, 1995. The growth in 1996 is the result of
opening Lincoln Security Bank and increased deposits which were invested in
investment securities. Lincoln Security Bank, opened in May 1996 in Newport,
Oregon, had total assets $13.6 million and total deposits of $10.6 million. The
growth in assets in 1996 was primarily the result of loan demand, as the
southern Oregon coast's growth and economic factors continue to be favorable.
The ratio of gross loans and leases to deposits decreased to 64.69% at September
30, 1996, compared to 66.22% at December 31, 1995.
The growth in interest-earning assets has been predominantly in loans and
investment securities. Net loans increased $9.6 million from December 31, 1995,
to September 31, 1996. Investment securities increased $16.6 million as of
September 30, 1996, due to the continued growth in deposit funds available for
investment. Federal funds sold, reflecting short term (over-night) investments,
decreased at the comparable period-end time frames. The level of federal funds
sold fluctuates daily relative to loan demand, deposit fluctuations and
investment activity, and provides a source of liquidity for the Bank.
Deposit growth continued for the nine months ended September 30, 1996. Total
deposits increased $18.4 million to $145.7 at September 30, 1996, compared to
$127.3 million at December 31, 1995. The growth in 1996 has been predominantly
in interest-bearing deposits. The ratio of interest-bearing deposits to total
deposits decreased slightly from 84.7% at December 31, 1995, to 83.9% at
September 30, 1996.
Security Bank ("Bank") is a member of the Federal Home Loan Bank of Seattle.
This membership allows the Bank access to low cost, long-term funding otherwise
unavailable. The Bank has utilized this funding, and in 1995 borrowed $2.7
million to support loan and investment growth. In the nine months ended
September 30, 1996, the Bank has borrowed an additional $5.9 million, leaving
the balance at $17.4 million as of September 30, 1996.
LIQUIDITY
Liquidity enables the Company to meet the withdrawals of its depositors and the
borrowing needs of its loan customers. The Company maintains its liquidity
position through maintenance of cash resources and a stable core deposit base.
A further source of liquidity is the Bank's ability to borrow funds. The
Company maintains three unsecured lines of credit totaling $10.0 million for the
purchase of funds on an overnight basis. The Bank is also a member of the
Federal Home loan Bank which provides a secured line of credit in the amount of
$26.2 million, and other funding opportunities for liquidity and asset/liability
matching. Over the past three years these lines have been used periodically.
As of September 30, 1996 no funds were borrowed under the Company's unsecured
lines of credit and $17.4 million were borrowed from the Federal Home Loan Bank.
Interest rates charged on the lines are determined by market factors. The Bank's
liquidity has been stable and adequate over the past three years. Short-term
deposits have continued to grow and excess investable cash is loaned on a short
term basis (federal funds sold). The Bank's primary source of funds is consumer
deposits and commercial accounts. These funds are not subject to significant
movements as a result of changing interest rates and other economic factors, and
therefore enhance the Bank's long term liquidity.
CAPITAL RESOURCES
Beginning in 1990, federal regulators required the calculation of Risk-based
Capital. This is an analysis that weights balance sheet and off-balance sheet
items for their inherent risk. It requires minimum standards for Risk-based
Capital by Capital Tier. Full implementation of this analysis was required in
1992, requiring a minimum total Risk-based Capital ratio of 8.00% and a minimum
Tier 1 Capital Ratio of 4.00%. At September 30, 1996, Security Bank had a
Risk-based Capital Ratio of 16.33% and Tier 1 Capital Ratio of 15.39%. This
was compared to 13.36% and 12.36% for total Risk-Based Capital and Tier 1
Capital, respectively, at December 31, 1995. If the bank were fully leveraged,
further growth would be restricted to the level attainable through generation
and retention of net income unless the Bank were to seek additional capital from
outside sources.
-7-
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
None.
ITEM 2. CHANGES IN SECURITIES.
Not applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS.
Not applicable.
ITEM 5. OTHER INFORMATION.
Not applicable.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) EXHIBITS.
The following exhibit is being filed herewith:
Exhibit 27 Financial Data Schedule
(b) REPORTS ON FORM 8-K.
None.
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.
DATED: November 19, 1996.
SECURITY BANK HOLDING COMPANY
By:/s/Charles D. Brummel
-------------------------------------
Charles D. Brummel
President and Chief Executive Officer
-8-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
UNAUDITED FINANCIAL STATEMENTS FOR THE NINE-MONTH PERIOD ENDING SEPTEMBER 30,
1996, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCETO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 6,833
<INT-BEARING-DEPOSITS> 370
<FED-FUNDS-SOLD> 2,686
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 74,821
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 89,438
<ALLOWANCE> 1,083
<TOTAL-ASSETS> 188,137
<DEPOSITS> 145,663
<SHORT-TERM> 21,801
<LIABILITIES-OTHER> 1,636
<LONG-TERM> 644
0
0
<COMMON> 15,824
<OTHER-SE> 1,608
<TOTAL-LIABILITIES-AND-EQUITY> 188,137
<INTEREST-LOAN> 6,382
<INTEREST-INVEST> 3,183
<INTEREST-OTHER> 473
<INTEREST-TOTAL> 10,038
<INTEREST-DEPOSIT> 3,256
<INTEREST-EXPENSE> 4,076
<INTEREST-INCOME-NET> 5,962
<LOAN-LOSSES> 145
<SECURITIES-GAINS> 19
<EXPENSE-OTHER> 6,199
<INCOME-PRETAX> 1,767
<INCOME-PRE-EXTRAORDINARY> 1,327
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,327
<EPS-PRIMARY> 0.58
<EPS-DILUTED> 0.58
<YIELD-ACTUAL> 5.06
<LOANS-NON> 314
<LOANS-PAST> 24
<LOANS-TROUBLED> 557
<LOANS-PROBLEM> 0<F1>
<ALLOWANCE-OPEN> 1,063
<CHARGE-OFFS> 176
<RECOVERIES> 51
<ALLOWANCE-CLOSE> 1,083
<ALLOWANCE-DOMESTIC> 0<F1>
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0<F1>
<FN>
<F1>THESE ITEMS NOT REQUIRED BY REGULATION SB
</FN>
</TABLE>
