<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
X Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act
- --- of 1934
For the quarterly period ended March 31, 1997.
--------------
or
Transition Report under Section 13 or 15(d) of the Securities Exchange Act
- --- of 1934
For the transition period from ----------- to ----------.
Commission File No. 0-23980
-------
Georgia Bank Financial Corporation
----------------------------------
(Exact name of registrant as specified in its charter)
Georgia 58-2005097
------- ----------
(State of Incorporation) (I.R.S. Employer Identification No.)
3530 Wheeler Road, Augusta, Georgia 30909
-----------------------------------------
(Address of principal executive offices)
(706) 738-6990
--------------
(Issuer's telephone number, including area code)
Not Applicable
--------------
(Former name, former address and former fiscal year, if changed
since last report)
Check whether the issuer: (1) 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 X No
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:
1,542,368 shares of common stock, $3.00 par value per share, issued and
outstanding as of March 31, 1997.
Transitional Small Business Disclosure Format (check one): Yes No X
--- ---
<PAGE>
GEORGIA BANK FINANCIAL CORPORATION
FORM 10-QSB
INDEX
<TABLE>
<CAPTION>
PAGE
<S> <C>
PART I
Item 1. Financial Statements (Unaudited)
Condensed Consolidated Balance Sheets as of March 31,
1997 and December 31, 1996 3
Condensed Consolidated Statements of Income for the
quarter ended March 31, 1997 and March 31, 1996 and
the three months ended March 31, 1997 and March 31, 1996 4
Condensed Consolidated Statement of
Cash Flows for the three months ended March 31, 1997
and March 31, 1996 5
Notes to Consolidated Financial Statements 6
Item 2. Management Discussion and Analysis of
Financial Condition and Results of Operations 7
PART II Other Information 13
Item 1. Legal Proceedings *
Item 2. Changes in Securities *
Item 3. Defaults Upon Senior Securities *
Item 4. Submission of Matters to a Vote of Security-Holders *
Item 5. Other Information *
Item 6. Exhibits and Reports on Form 8-K *
SIGNATURE 14
</TABLE>
* No information submitted under this caption
1
<PAGE>
PART I
FINANCIAL INFORMATION
GEORGIA BANK FINANCIAL CORPORATION AND SUBSIDIARY
Consolidated Balance Sheets
ASSETS
<TABLE>
<CAPTION>
March 31,
1997 December 31,
(Unaudited) 1996
--------------------------------------
<S> <C> <C>
Cash and due from banks $ 13,703,894 $ 10,550,857
Federal funds sold 5,740,000 1,520,000
-------------- -----------------
Cash and cash equivalents 19,443,894 12,070,857
Investment Securities
Available-for-sale 58,686,738 52,819,926
Held-to-maturity (market values of
$4,526,726 and $4,513,828, respectively) 4,548,913 4,491,145
Loans 143,065,221 135,212,336
Allowance for loan losses (1,564,477) (1,467,702)
-------------- -----------------
141,500,744 133,744,634
Premises and equipment, net 8,910,149 8,927,402
Accrued interest receivable 1,438,605 1,494,291
Prepaid expenses 355,221 371,385
Intangible assets 808,639 878,089
Other assets 1,198,773 1,209,953
-------------- -----------------
$236,891,676 $216,007,682
============== =================
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits
Non-interest bearing $ 34,471,161 33,306,103
Interest bearing
NOW accounts 29,457,256 23,942,118
Savings 53,237,740 43,557,783
Money management accounts 21,741,972 21,241,122
Time deposits over $100,000 35,070,992 31,122,021
Other time 41,218,305 42,498,381
-------------- -----------------
215,197,426 195,667,528
Federal funds purchased and securities sold
under repurchase agreements 2,311,908 1,225,294
Accrued interest and other liabilities 1,669,466 1,580,714
Other borrowed funds 1,173,335 1,186,668
-------------- -----------------
Total liabilities 220,352,135 199,660,204
-------------- -----------------
Stockholders' equity
Common Stock, par value $3.00; 10,000,000 shares
authorized; shares issued and outstanding of
1,542,368 in 1997 and 1996 4,627,104 4,627,104
Additional paid in capital 10,337,222 10,337,222
Retained Earnings 2,050,696 1,564,330
Unrealized loss on securities available-for-sale
net of deferred income taxes of $256,029 in
1997 and $97,558 in 1996 (475,481) (181,178)
-------------- -----------------
Total stockholders' equity 16,539,541 16,347,478
-------------- -----------------
-------------- -----------------
$236,891,676 $216,007,682
============== =================
</TABLE>
See notes to consolidated financial statements.
2
<PAGE>
GEORGIA BANK FINANCIAL CORPORATION AND SUBSIDIARY
Consolidated Statements of Income
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
--------------------------------------
1997 1996
--------------- -------------
<S> <C> <C>
Interest Income
Loans $3,323,737 $2,946,870
Investment securities 966,920 537,102
Federal funds sold 62,150 108,383
--------------- -------------
4,352,807 3,592,355
--------------- -------------
Interest Expense
Deposits 1,969,928 1,659,084
Federal funds purchased and securities sold
under repurchase agreements 13,951 6,348
Loans and borrowings 2,796 55,493
--------------- -------------
1,986,675 1,720,925
--------------- -------------
Net Interest Income 2,366,132 1,871,430
Provision for loan losses 93,750 65,000
--------------- -------------
Net interest income after provision for loan losses 2,272,382 1,806,430
--------------- -------------
Non-interest Income
Service charges and fees 551,051 417,447
Miscellaneous income 3,174 5,801
Investment securities gains (losses) (9,132) (29,658)
--------------- -------------
545,093 393,590
--------------- -------------
Non-interest expense
Salaries 845,701 687,536
Employee benefits 198,950 155,086
Occupancy 405,751 311,518
Other operating expenses 603,707 483,014
--------------- -------------
2,054,109 1,637,154
--------------- -------------
Income before taxes 763,366 562,866
Provision for income taxes 277,000 209,042
--------------- -------------
Net Income $ 486,366 $ 353,824
=============== =============
Earnings per common share:
Weighted average number of common
shares outstanding 1,542,368 1,542,701
Net income per share $0.32 $0.23
=============== =============
</TABLE>
See notes to consolidated financial statements.
3
<PAGE>
GEORGIA BANK FINANCIAL CORPORATION AND SUBSIDIARY
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
1997 1996
------------ ------------
<S> <C> <C>
Cash flows from operating activities
Net Income $ 486,366 $ 353,824
Adjustments to reconcile net income to net cash
provided by operating activities
Depreciation and amortization 249,555 243,586
Provision for loan losses 93,750 65,000
Loss on sale of investment securities 9,132 29,658
Amortization (accretion) of premium/discount
on investment securities (21,693) (6,662)
Loss on sale of other real estate 24,009 -
Real estate loans originated for sale (3,208,600) (5,434,962)
Proceeds from sale of real estate loans 3,686,058 4,997,507
Net decrease in accrues interest receivable 55,686 216,085
Net decrease (increase) in prepaid expense 16,164 (34,078)
Net increase in other assets (129,784) (4,604)
Net increase in accrued interest and other liabilities 356,133 126,858
------------ ------------
Net cash provided by operating activities 1,616,776 552,212
------------ ------------
Cash flows from investing activities
Proceeds from sales and maturities of investment securities 4,472,659 11,058,762
Purchase of investment securities (10,837,453) (13,424,289)
Net increase in loans (8,338,253) (4,479,228)
Net purchase of premises and equipment (162,852) (93,518)
------------ ------------
Net cash used in investing activities (14,865,899) (6,938,273)
------------ ------------
Cash flows from financing activities
Net increase in deposits 19,438,572 17,236,221
Net increase (decrease) in federal funds purchased and securities
sold under repurchase agreements 1,086,615 (444,719)
Payments on notes and bonds payable (13,333) (413,333)
Proceeds from sale of other real estate 110,306 -
Reverse stock split - -
------------ ------------
Net cash provided by financing activities 20,622,160 16,378,169
------------ ------------
Net increase (decrease) in cash and cash equivalents 7,373,037 9,992,108
Cash and cash equivalents at beginning of period 12,070,857 12,725,123
------------ ------------
Cash and cash equivalents at end of period $ 19,443,894 $ 22,717,231
============ ============
</TABLE>
See notes to consolidated financial statements.
4
<PAGE>
GEORGIA BANK FINANCIAL CORPORATION AND SUBSIDIARY
Notes to Condensed Consolidated Financial Statements
March 31, 1997 and December 31, 1996
Note 1 - Basic presentation
The accompanying financial statements include the accounts of Georgia Bank
Financial Corporation and its wholly-owned subsidiary, Georgia Bank & Trust
Company. Significant intercompany transactions and accounts are eliminated in
consolidation.
The financial statements for the three months ended March 31, 1997 and 1996 are
unaudited and have been prepared pursuant to the rules and regulations of the
Securities and Exchange Commission. 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 such
rules and regulations. These consolidated financial statements should be read in
conjunction with the audited consolidated financial statements and notes thereto
included in the Company's annual report for the year ended December 31, 1996.
The financial information included herein reflects all adjustments (consisting
of normal recurring adjustments) which are, in the opinion of management,
necessary to a fair presentation of the financial position and results for
interim periods.
Note 2 - Stockholder's equity
On August 21, 1996, the Company's Board of Directors approved a 15% stock
dividend payable on September 25, 1996 to shareholders of record on September 4,
1996. All weighted average share and per share information in the accompanying
financial statements has been restated to reflect the effect of the additional
shares outstanding resulting from the stock dividend.
5
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
Net Income
- ----------
The Company's net income was $486,000 for the first quarter of 1997, an increase
of $132,000 (37.2%) compared to net income of $354,000 for the first quarter of
1996. Earnings per share were $0.32 in 1996 compared to $0.23 for the first
quarter 1996, an increase of 39%. Total assets increased to $237 million, an
increase of $21 million (9.7%) from year end 1996 and $41 million (20.9%) over
the comparable period in 1996.
For the first quarter, the increase in net income resulted from an increase in
net interest income of $495,000 and an increase in non-interest income of
$151,000. The Company's provision for loan losses during the quarter was an
additional $29,000 and non-interest expense increased $417,000. Income before
taxes increased $200,000 (35.5%) and was partially offset by an increase in
income tax expense of $68,000.
The return on average assets for the Company was 0.86% for the quarter ended
March 31, 1997, compared to 0.77% for the same period last year. The return on
average equity for the period increased to 11.83%, compared to 9.72% for the
comparable period in 1996.
Net Interest Income
- -------------------
Net interest income increased $495,000 (26.5%) during the first quarter over the
comparable period in 1996, primarily due to increases in interest earning asset
balances. Interest earning assets increased $18.0 million (9.3%) during the
period over year end 1996 and $38.3 million (22.0%) over the comparable period
in 1996. Loans, the highest yielding component of interest earning assets,
increased $7.9 million (5.8%) over year end 1996 and $17.8 million (14.2%) over
the comparable period in 1996. Investments in securities increased $5.9 million
(10.3%) over year end and $25.6 million (68.1%) over the first quarter of 1996.
Federal Funds sold increased over year end by $4.2 million, but decreased $5.1
million from the comparable period in 1996. The increase in Federal Funds sold
during the first quarter is attributable to growth in both non-interest and
interest-bearing deposits. This growth in Federal Funds is temporary as most of
these assets will be reinvested in higher yielding loans and securities.
Interest Income
- ---------------
Interest income increased $339,000 for the first quarter of 1997 from the fourth
quarter of 1996 and increased $761,000 (21.2%) over the comparable quarter in
1996. Interest income on loans increased $237,000 (7.7%) for the first quarter
when compared to fourth quarter 1996, and increased $377,000 (12.8%) over the
comparable quarter of 1996. Interest income earned on investment securities
increased $95,000 (10.9%) for the quarter over the fourth quarter of 1996 and
$430,000 (80.0%) over the first quarter of 1996
6
<PAGE>
primarily as a result of higher volumes. Interest income from Federal Funds sold
is anticipated to decrease as these assets are reinvested in higher yielding
loans and investment securities.
Interest Expense
- ----------------
Interest expense totaled $2.0 million for the first quarter, an increase of
$49,000 (2.5%) over the fourth quarter of 1996, and an increase of $266,000
(15.5%) over the comparable quarter in 1996. The increase for the quarter is the
result of both higher volumes of interest-bearing deposits and an increase in
rates. The increase over the prior year is the result of increased interest-
bearing balances. Interest-bearing balances increased $18.3 million (11.3%) for
the first quarter over year end and $36.0 million (24.9%) over the comparable
period in 1996.
Non-interest Income
- -------------------
Non-interest income (excluding investment securities gains and losses) for the
first quarter decreased $157,000 (22.1%) below the fourth quarter of 1996 but
reflected an increase of $131,000 (30.9%) above the first quarter of 1996. The
decrease from the fourth quarter is a result of the decrease in secondary market
mortgage sales while the increase over the first quarter of 1996 reflects
increased volumes and increases in service charges and fees on deposit accounts.
Non-interest Expense
- --------------------
Non-interest expense totaled $2.1 million for the first quarter, an increase of
$170,000 (9.1%) over the fourth quarter of 1996 and an increase of $417,000
(25.4%) over the comparable period in 1996. Increases for the respective periods
are attributable to increases in salary and benefits expense of $91,000 (9.6%)
and $202,000 (23.4%), respectively, an increase in occupancy expense of $226,000
(125.5%) for the quarter and of $94,000 (30.2%) over the comparable period in
1996. Other operating expenses decreased $157,000 (20.6%) when compared to the
fourth quarter of 1996 and increased $121,000 (25.0%) over the previous year.
The increases are the result of the continued expansion in the Company's local
market that is reflected in additions to staff and the higher occupancy and
operating expenses associated with operating seven banking offices . Management
continues to focus on expense control and improving operating efficiencies.
Income taxes
- ------------
Income taxes in the first quarter of 1996 totaled $277,000, an increase of
$68,000 above the first quarter of 1996 as a result of increased income before
tax income. Effective tax rates remained comparable for the periods.
7
<PAGE>
Asset Quality
- -------------
The table on page 10 shows the current and prior period amounts of non
performing assets. Non-performing assets were $1.6 million at March 31, 1997,
compared to $1.9 million at December 31, 1996 and $1.7 million at March 31,
1996. The ratio of non-performing loans to total loans and other real estate was
1.09% at March 31, 1997, down from 1.40% at December 31, 1996 and down from
1.13% at March 31, 1996. Reduction of non-performing assets continues to be a
management priority. The efforts of management are reflected in the decrease.
Loans past due 90 days or more and still accruing increased to $343,000, up from
$131,000 at December 31, 1996 and $322,000 at March 31, 1996. Based upon
information available to it, management believes that the value of collateral
securing each loan is sufficient to cover principal and interest.
Additions to the allowance for loan losses are made periodically to maintain the
allowance at an appropriate level based upon management's analysis of potential
risk in the loan portfolio. The amount of the loan loss provision is determined
by an evaluation of the level of loans outstanding, the level of non-performing
loans, historical loan loss experience, delinquency trends, the amount of actual
losses charged to the reserve in a given period, and assessment of present and
anticipated economic conditions. A provision for losses in the amount of $94,000
was charged to expense for the first quarter ended March 31, 1997. Recoveries of
$28,000 exceeded charge-offs of $26,000 resulting in a $2,000 addition to the
reserve during the first quarter. At March 31, 1997, the ratio of allowance for
loan losses to total loans was 1.09%, the same level as at December 31, 1995 and
at March 31, 1996. Management considers the current allowance for loan losses
appropriate based upon its analysis of the potential risk in the portfolio,
although there can be no assurance that the assumptions underlying such analysis
will continue to be correct.
Liquidity and Capital Resources
- -------------------------------
The Company's liquidity remains adequate to meet operating and loan funding
requirements. The loan to deposit ratio at March 31, 1997 was 66.48% compared to
69.10% at December 31, 1996 and 71.86 at March 31, 1996. This reduction in the
loan to deposit ratio and resulting increase in liquidity is due to the fact
that total deposit balances increased $19.5 million during the first quarter
while loans increased $7.9 million. Total deposits increased $40.8 million and
loans $17.8 million when compared to March 31, 1996.
Shareholders equity to total assets was 6.98% at March 31, 1997, compared to
7.57% at December 31, 1995. This decrease reflects the $20.8 million growth of
total assets during the first quarter. The capital of the Company and the Bank
exceeded all required regulatory guidelines at March 31, 1997. The Company's
Tier 1 risk-based, total risk-
8
<PAGE>
based and the leverage capital ratios were 10.16%, 11.14%, and 7.26%
respectively at the end of the first quarter, 1997. The schedule on page 12
reflects the current capital levels in more detail, including comparisons to
regulatory requirements.
Cautionary Note Regarding Forward-Looking Statements
- ----------------------------------------------------
The Company may, from time to time, make written or oral forward-looking
statements, including statements contained in the Company's filings with the
Securities and Exchange Commission (the "Commission") and its reports to
shareholders. Such forward-looking statements are made based on management's
belief as well as assumptions made by, and information currently available to,
management pursuant to "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995. The Company's actual results may differ
materially from the results anticipated in these forward-looking statements due
to a variety of factors, including governmental monetary and fiscal policies, on
deposit levels, loan demand, loan collateral values, securities portfolio values
and interest rate risk management; the effects of competition in the banking
business from other commercial banks, savings and loan associations, mortgage
banking firms, consumer finance companies, credit unions, securities brokerage
firms, insurance companies, money market mutual funds and other financial
institutions operating in the Company's market area and elsewhere, including
institutions operating through the Internet; changes in government regulations
relating to the banking industry, including regulations relating to branching
and acquisitions; failure of assumptions underlying the establishment of
reserves for loan losses, including the value of collateral underlying
delinquent loans, and other factors. The Company cautions that such factors are
not exclusive. The Company does not undertake to update any forward-looking
statements that may be made from time to time by, or on behalf of, the Company.
9
<PAGE>
GEORGIA BANK FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
(Dollars in Thousands)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
------------------------------
PROFITABILITY 1997 1996
- ------------- ---- ----
<S> <C> <C>
Return on average assets * 0.86% 0.77%
Return on average equity * 11.83% 9.72%
ALLOWANCE FOR LOAN LOSSES
- ---------------------------
Beginning balance, January 1 $1,468 $1,335
Provision charged to expense 94 65
Recoveries 28 9
Loans charged off 26 40
Ending balance, March 31 $1,564 $1,369
</TABLE>
<TABLE>
<CAPTION>
NON-PERFORMING ASSETS March 31, 1997 December 31, 1996 March 31, 1996
- ---------------------
<S> <C> <C> <C>
Non-accrual loans $1,536 $1,739 $1,671
Other real estate owned 27 150 75
Restructured loans -- -- --
-------- ----------- ----------
Total non-performing assets $1,563 $1,889 $1,746
======== =========== ==========
LOANS PAST DUE 90 DAYS OR
MORE AND STILL ACCRUING $ 343 $ 131 $ 322
======== =========== =========
</TABLE>
* Annualized
10
<PAGE>
GEORGIA BANK FINANCIAL CORPORATION
AND
GEORGIA BANK & TRUST COMPANY
REGULATORY CAPITAL REQUIREMENTS
MARCH 31, 1997
(Dollars in Thousands)
<TABLE>
<CAPTION>
Actual Required Excess
Amount Percent Amount Percent Amount Percent
------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
GEORGIA BANK FINANCIAL
CORPORATION
Risk-based capital:
Tier 1 capital 16,207 10.16% 6,383 4.00% 9,824 6.16%
Total capital 17,771 11.14% 12,765 8.00% 5,006 3.14%
Tier 1 leverage ratio 16,207 7.26% 11,162 5.00% 5,045 2.26%
GEORGIA BANK & TRUST
COMPANY
Risk-based capital:
Tier 1 capital 14,894 9.42% 6,321 4.00% 8,573 5.42%
Total capital 16,458 10.41% 12,643 8.00% 3,815 2.41%
Tier 1 leverage ratio 14,894 6.72% 11,088 5.00% 3,806 1.72%
</TABLE>
11
<PAGE>
PART II
OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
There are no material pending legal proceedings to which the Company or any
of its subsidiaries is a party or of which any of their property is subject.
ITEM 2. CHANGES IN SECURITIES.
(a) Not applicable.
(b) Not applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
Not applicable.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS.
None.
ITEM 5. OTHER INFORMATION.
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits
None.
(b) Reports on Form 8-K
None.
12
<PAGE>
GEORGIA BANK FINANCIAL CORPORATION
Form 10-QSB Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
GEORGIA BANK FINANCIAL CORPORATION
Date: May 8, 1997 By: /s/ Ronald L. Thigpen
----------------- ---------------------------------
Ronald L. Thigpen
Senior Vice President, Chief Financial
Officer (Duly Authorized Officer of
Registrant and Principal Financial Officer)
13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
MARCH 31, 1997 10-QSB FINANCIAL STATEMENTS AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 13,703,894
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 5,740,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 58,686,738
<INVESTMENTS-CARRYING> 4,548,913
<INVESTMENTS-MARKET> 4,526,726
<LOANS> 143,065,221
<ALLOWANCE> 1,564,477
<TOTAL-ASSETS> 236,891,676
<DEPOSITS> 215,197,426
<SHORT-TERM> 3,311,908
<LIABILITIES-OTHER> 1,669,466
<LONG-TERM> 173,335
0
0
<COMMON> 4,627,104
<OTHER-SE> 11,912,437
<TOTAL-LIABILITIES-AND-EQUITY> 16,539,541
<INTEREST-LOAN> 3,323,737
<INTEREST-INVEST> 966,920
<INTEREST-OTHER> 62,150
<INTEREST-TOTAL> 4,352,807
<INTEREST-DEPOSIT> 1,969,928
<INTEREST-EXPENSE> 1,986,675
<INTEREST-INCOME-NET> 2,366,132
<LOAN-LOSSES> 93,750
<SECURITIES-GAINS> (9,132)
<EXPENSE-OTHER> 2,054,109
<INCOME-PRETAX> 763,366
<INCOME-PRE-EXTRAORDINARY> 763,366
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 486,366
<EPS-PRIMARY> 0.32
<EPS-DILUTED> 0.32
<YIELD-ACTUAL> 0
<LOANS-NON> 1,535,747
<LOANS-PAST> 342,597
<LOANS-TROUBLED> 1,081,487
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 1,467,702
<CHARGE-OFFS> 25,574
<RECOVERIES> 28,599
<ALLOWANCE-CLOSE> 1,564,477
<ALLOWANCE-DOMESTIC> 1,564,477
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>