UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-------------------------------------------------------------------------------
Form 10-Q
X Quarterly Report Under Section 13 or 15(d) of the Securities
--------- Exchange Act of 1934
For the quarterly period ended June 30, 2000
Transition Report Under Section 13 or 15(d) of the Exchange
--------- Act
-------------------------------------------------------------------------------
EAGLE FINANCIAL SERVICES, INC.
(Exact name of registrant as specified in its charter)
Virginia 54-1601306
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
Post Office Box 391
Berryville, Virginia 22611
(Address of principal executive offices) (Zip Code)
(540) 955-2510
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all documents and
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 [ ]
The number of shares of the Registrant's Common Stock ($2.50 par value)
outstanding as of August 9, 2000 was 1,438,633.
1
<PAGE>
EAGLE FINANCIAL SERVICES, INC.
INDEX TO FORM 10-Q
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements ....................................... 3
Consolidated Balance Sheets as of
June 30, 2000 and December 31, 1999 .................... 3
Consolidated Statements of Income for the Three
and Six Months Ended June 30, 2000 and 1999 ............ 4
Consolidated Statements of Shareholders' Equity for
the Six Months Ended June 30, 2000 and 1999 ............ 5
Consolidated Statements of Cash Flows for
the Six Months Ended June 30, 2000 and 1999 ............ 6
Notes to Consolidated Financial Statements ............. 7
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations .............. 8
Item 3. Quantitative and Qualitative Disclosures
about Market Risk .......................................... 9
PART II. OTHER INFORMATION
Item 1. Legal Proceedings ......................................... 10
Item 2. Changes in Securities and Use of Proceeds ................. 10
Item 3. Defaults Upon Senior Securities ........................... 10
Item 4. Submission of Matters to a Vote of Security Holders ....... 10
Item 5. Other Information ......................................... 10
Item 6. Exhibits and Reports on Form 8-K .......................... 11
2
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Eagle Financial Services, Inc. and Subsidiary
Consolidated Balance Sheets
As of June 30, 2000 and December 31, 1999
<TABLE>
<CAPTION>
(Unaudited)
Jun 30, 2000 Dec 31, 1999
--------------- ---------------
<S> <C> <C>
Assets
Cash and due from banks $ 5,674,652 $ 6,420,162
Federal funds sold 668,000 0
Securities available for sale 11,728,290 11,100,666
Securities held to maturity (fair value:
2000, $26,326,870; 1999, $28,582,990) 27,312,427 29,487,192
Loans, net allowance for loan losses
of $1,245,936 in 2000 and
$1,122,616 in 1999 133,724,877 123,694,599
Bank premises and equipment, net 3,924,554 3,997,919
Other assets 4,023,386 3,677,223
--------------- ---------------
Total assets $ 187,056,186 $ 178,377,761
=============== ===============
Liabilities and Shareholders' Equity
Liabilities
Deposits:
Noninterest bearing demand deposits $ 24,686,393 $ 22,883,062
Interest bearing demand deposits,
money market and savings accounts 56,540,320 55,145,407
Time deposits 79,244,758 70,860,009
--------------- ---------------
Total deposits $ 160,471,471 $ 148,888,478
Federal funds purchased and securities
sold under agreements to repurchase 2,374,390 6,160,852
Federal Home Loan Bank advances 5,000,000 5,000,000
Other liabilities 966,040 867,583
Commitments and contingent liabilities 0 0
--------------- ---------------
Total liabilities $ 168,811,901 $ 160,916,913
-------------- ---------------
Shareholders' Equity
Preferred Stock, $10 par value;
500,000 shares authorized
and unissued $ 0 $ 0
Common Stock, $2.50 par value;
authorized 5,000,000 shares;
issued 2000, 1,438,635; issued
1999, 1,432,797 shares 3,596,588 3,581,992
Surplus 2,734,652 2,602,005
Retained Earnings 12,097,039 11,407,018
Accumulated other comprehensive loss (183,994) (130,167)
--------------- ---------------
Total shareholders' equity $ 18,244,285 $ 17,460,848
--------------- ---------------
Total liabilities and
shareholders' equity $ 187,056,186 $ 178,377,761
=============== ===============
</TABLE>
3
<PAGE>
Eagle Financial Services, Inc. and Subsidiary
Consolidated Statements of Income (Unaudited)
For the Periods Ended June 30, 2000 and 1999
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30 June 30
2000 1999 2000 1999
--------------- --------------- --------------- ---------------
<S> <C> <C> <C> <C>
Interest Income
Interest and fees on loans $ 2,670,517 $ 2,066,323 $ 5,201,078 $ 4,043,182
Interest on federal funds sold 4,351 8,039 4,351 13,600
Interest on securities held to maturity:
Taxable interest income 275,074 281,310 559,534 566,685
Interest income exempt from
federal income taxes 105,286 109,767 212,013 206,579
Interest and dividends on securities
available for sale:
Taxable interest income 118,073 144,090 241,576 320,228
Interest income exempt from
federal income taxes 17,623 5,198 32,655 10,864
Dividends 33,096 27,875 62,409 50,028
Interest on deposits in banks 213 327 1,498 491
--------------- --------------- --------------- ---------------
Total interest income $ 3,224,233 $ 2,642,929 $ 6,315,114 $ 5,211,657
--------------- --------------- --------------- ---------------
Interest Expense
Interest on deposits $ 1,253,670 $ 934,034 $ 2,446,773 $ 1,897,239
Interest on federal funds purchased and
securities sold under agreements
to repurchase 86,524 41,060 173,851 57,021
Interest on Federal Home Loan
Bank advances 62,441 62,436 124,882 124,186
--------------- --------------- --------------- ---------------
Total interest expense $ 1,402,635 $ 1,037,530 $ 2,745,506 $ 2,078,446
--------------- --------------- --------------- ---------------
Net interest income $ 1,821,598 $ 1,605,399 $ 3,569,608 $ 3,133,211
Provision For Loan Losses 80,000 75,000 170,000 150,000
--------------- --------------- --------------- ---------------
Net interest income after
provision for loan losses $ 1,741,598 $ 1,530,399 $ 3,399,608 $ 2,983,211
--------------- --------------- --------------- ---------------
Other Income
Trust Department income $ 57,283 $ 91,966 $ 165,366 $ 164,186
Service charges on deposits 187,824 149,983 364,252 283,406
Other service charges and fees 282,502 260,252 498,576 416,059
Other operating income 32,260 38,228 47,190 58,278
--------------- --------------- --------------- ---------------
$ 559,869 $ 540,429 $ 1,075,384 $ 921,929
--------------- --------------- --------------- ---------------
Other Expenses
Salaries and wages $ 717,832 $ 666,320 $ 1,409,557 $ 1,309,917
Pension and other employee benefits 185,381 136,087 331,312 200,512
Occupancy expenses 122,001 110,064 245,915 221,002
Equipment expenses 157,719 130,982 294,345 266,857
Stationary and supplies 49,228 52,418 81,764 101,024
Credit card expense 53,013 44,008 95,244 77,715
ATM network fees 32,944 18,905 65,764 68,259
Postage 37,654 32,735 77,959 69,371
Other operating expenses 275,805 300,814 554,192 551,425
--------------- --------------- --------------- ---------------
$ 1,631,577 $ 1,492,333 $ 3,156,052 $ 2,866,082
--------------- --------------- --------------- ---------------
Income before income taxes $ 669,890 $ 578,495 $ 1,318,940 $ 1,039,058
Income Tax Expense 153,048 142,330 313,460 235,846
--------------- --------------- --------------- ---------------
Net Income $ 516,842 $ 436,165 $ 1,005,480 $ 803,212
=============== =============== =============== ===============
Net income per common share,
basic and diluted $ 0.36 $ 0.31 $ 0.70 $ 0.57
=============== =============== =============== ===============
</TABLE>
4
<PAGE>
<TABLE>
Eagle Financial Services, Inc. and Subsidiary
Consolidated Statements of Shareholders' Equity (Unaudited)
For the Six Months Ended June 30, 2000 and 1999
<CAPTION>
Accumulated
Other
Common Retained Comprehensive Comprehensive
Stock Surplus Earnings Income (Loss) Income Total
------------ ------------ ------------ ------------ ------------ --------------
<S> <C> <C> <C> <C> <C> <C>
Balance, December 31, 1998 $ 3,545,853 $ 2,307,615 $10,262,104 $ 77,929 $16,193,501
Comprehensive income:
Net income 803,212 $ 803,212 803,212
Other comprehensive income:
Unrealized (loss) on
securities available for
sale, net of deferred
income taxes of $60,851 (118,123) (118,123) (118,123)
------------
Total comprehensive income $ 685,089
============
Issuance of common stock, dividend
investment plan (3,864 shares) 9,659 93,113 102,772
Dividends declared ($0.18 per share) (255,476) (255,476)
Fractional shares purchased (10) (101) (111)
------------ ------------ ------------ ------------ --------------
Balance, June 30, 1999 $ 3,555,502 $ 2,400,627 $10,809,840 $ (40,194) $16,725,775
============ ============ ============ ============ ==============
Balance, December 31, 1999 $ 3,581,992 $ 2,602,005 $11,407,018 $ (130,167) $17,460,848
Comprehensive income:
Net income 1,005,480 $ 1,005,480 1,005,480
Other comprehensive income:
Unrealized (loss) on
securities available for
sale, net of deferred
income taxes of $27,729 (53,827) (53,827) (53,827)
------------
Total comprehensive income $ 951,653
============
Issuance of common stock, employee
Benefit plan (1,352 shares) 3,380 22,423 25,803
Issuance of common stock, dividend
investment plan (4,489 shares) 11,223 110,296 121,519
Dividends declared ($0.22 per share) (315,459) (315,459)
Fractional shares purchased (7) (72) (79)
------------ ------------ ------------ ----------- ------------
Balance, June 30, 2000 $ 3,596,588 $ 2,734,652 $12,097,039 $ (183,994) $18,244,285
============ ============ ============ =========== =============
</TABLE>
5
<PAGE>
Eagle Financial Services, Inc. and Subsidiary
Consolidated Statements of Cash Flows (Unaudited)
For the Six Months Ended June 30, 2000 and 1999
<TABLE>
<CAPTION>
Six Months Ended
June 30
2000 1999
------------- -------------
<S> <C> <C>
Cash Flows from Operating Activities
Net income $ 1,005,480 $ 803,212
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization 274,450 221,043
Amortization of intangible assets 22,525 27,715
(Gain) Loss on equity investment (5,490) 3,317
Provision for loan losses 170,000 150,000
Loss on sale of other real estate owned 299 0
Premium amortization on securities, net 31,700 33,233
Changes in assets and liabilities:
(Increase) in other assets (402,313) (226,090)
Increase (decrease) in other liabilities 126,186 (62,210)
------------- -------------
Net cash provided by operating activities $ 1,222,837 $ 950,220
------------- -------------
Cash Flows from Investing Activities
Proceeds from maturities and principal
payments on securities held to maturity $ 2,145,907 $ 6,014,178
Proceeds from maturities and principal
payments on securities available for sale 1,513,198 3,396,284
Purchases of securities held to maturity 0 (8,453,579)
Purchases of securities available for sale (2,225,220) (1,059,111)
Purchases of bank premises and equipment (164,970) (72,871)
Proceeds from sale of other real estate owned 2,701 0
Net (increase) in loans (10,200,278) (11,594,652)
------------- -------------
Net cash (used in) investing activities $ (8,928,662) $(11,769,751)
------------- -------------
Cash Flows from Financing Activities
Net increase in demand deposits,
money market and savings accounts $ 3,198,244 $ 6,633,555
Net increase (decrease) in certificates
of deposits 8,384,749 (1,766,466)
Net increase (decrease) in federal funds
purchased and securities sold under
agreements to repurchase (3,786,462) 3,701,359
Proceeds from issuance of common stock to ESOP 25,803 0
Cash dividends paid (193,940) (152,704)
Fractional shares purchased (79) (111)
------------- -------------
Net cash provided by financing activities $ 7,628,315 $ 8,415,633
------------- -------------
(Decrease) in cash and cash equivalents $ (77,510) $(2,403,898)
Cash and Cash Equivalents
Beginning 6,420,162 7,636,475
------------- -------------
Ending $ 6,342,652 $ 5,232,577
============= =============
Supplemental Disclosures of Cash Flow Information
Cash payments for:
Interest $ 2,740,263 $ 2,111,280
============= =============
Income taxes $ 378,968 $ 234,038
============= =============
Supplemental Schedule of Non-Cash Investing and
Financing Activities:
Issuance of common stock,
dividend investment plan $ 121,519 $ 102,772
============= =============
Unrealized (loss) on securities
available for sale $ (81,556) $ (178,974)
============= =============
</TABLE>
6
<PAGE>
EAGLE FINANCIAL SERVICES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
June 30, 2000
(1) The accompanying unaudited financial statements have been prepared in
accordance with generally accepted accounting principals from interim
financial information and with the instructions to Form 10-Q and
Article 10 of Regulation S-X. Accordingly, they do not include all of
the information and footnotes required by generally accepted accounting
principles.
(2) In the opinion of management, the accompanying unaudited financial
statements contain all adjustments (consisting of only normal recurring
accruals) necessary to present fairly the financial position as of June
30, 2000 and December 31, 1999, and the results of operations and cash
flows for the three and six months ended June 30, 2000 and 1999. The
statements should be read in conjunction with the Notes to Financial
Statements included in the Company's Annual Report for the year ended
December 31, 1999.
(3) The results of operations for the three and six month periods ended
June 30, 2000 and 1999, are not necessarily indicative of the results
to be expected for the full year.
(4) Securities held to maturity and available for sale as of June 30, 2000
and December 31, 1999, are:
<TABLE>
<CAPTION>
June 30, 2000 Dec 31, 1999
Held to Maturity Amortized Cost Amortized Cost
---------------- -------------- --------------
<S> <C> <C>
U.S. Treasury securities $ 121,983 $ 121,982
Obligations of U.S. government
corporations and agencies 3,505,132 3,508,336
Mortgage-backed securities 8,820,575 9,610,658
Obligations of states and political
subdivisions 14,864,737 16,246,216
-------------- --------------
$ 27,312,427 $ 29,487,192
============== ==============
June 30, 2000 Dec 31, 1999
Fair Value Fair Value
-------------- --------------
U.S. Treasury securities $ 123,525 $ 124,517
Obligations of U.S. government
corporations and agencies 3,417,082 3,443,285
Mortgage-backed securities 8,446,163 9,265,569
Obligations of states and political
subdivisions 14,340,100 15,749,619
-------------- --------------
$ 26,326,870 $ 28,582,990
============== ==============
</TABLE>
<TABLE>
<CAPTION>
June 30, 2000 Dec 31, 1999
Available for Sale Amortized Cost Amortized Cost
------------------ -------------- --------------
<S> <C> <C>
Obligations of U.S. government
corporations and agencies $ 3,752,408 $ 3,753,082
Mortgage-backed securities 4,775,985 4,621,081
Obligations of states and political
Subdivisions 1,493,010 1,080,608
Other 1,985,666 1,843,118
-------------- --------------
$ 12,007,069 $ 11,297,889
============== ==============
June 30, 2000 Dec 31, 1999
Fair Value Fair Value
-------------- --------------
Obligations of U.S. government
corporations and agencies $ 3,704,581 $ 3,722,667
Mortgage-backed securities 4,685,018 4,496,760
Obligations of states and political
Subdivisions 1,465,150 1,049,296
Other 1,873,541 1,831,943
-------------- --------------
$ 11,728,290 $ 11,100,666
============== ==============
</TABLE>
(5) Net loans at June 30, 2000 and December 31, 1999 are summarized as
follows (In Thousands):
<TABLE>
<CAPTION>
June 30, 2000 Dec 31, 1999
--------------- ---------------
<S> <C> <C>
Loans secured by real estate:
Construction and land development $ 4,868 $ 4,138
Secured by farmland 6,100 6,057
Secured by 1-4 family residential 70,944 64,566
Nonfarm, nonresidential loans 24,911 23,457
Loans to finance agricultural production 497 495
Commercial and industrial loans 10,515 9,952
Loans to individuals 15,819 14,745
Loans to U.S. state and political subdivisions 1,242 1,343
All other loans 92 102
--------------- ---------------
Gross loans $ 134,988 $ 124,855
Less:
Unearned income (17) (37)
Allowance for loan losses (1,246) (1,123)
--------------- ---------------
Loans, net $ 133,725 $ 123,695
=============== ===============
</TABLE>
(6) Allowance for Loan Losses
<TABLE>
<CAPTION>
Jun 30 2000 Jun 30, 1999 Dec 31, 1999
-------------- -------------- --------------
<S> <C> <C> <C>
Balance, beginning $ 1,122,616 $ 925,171 $ 925,171
Provision charged to operating expense 170,000 150,000 335,000
Recoveries added to the allowance 17,871 45,052 99,746
Loan losses charged to the allowance (64,551) (155,778) (237,301)
-------------- -------------- --------------
Balance, ending $ 1,245,936 $ 964,445 $ 1,122,616
============== ============== ==============
</TABLE>
(7) New Accounting Pronouncements
There are no new accounting pronouncements to disclose within this Form 10-Q.
7
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
PERFORMANCE SUMMARY
Net income of the company for the first six months of 2000 and 1999 was
$1,005,480 and $803,212, respectively. This is an increase of $202,268 or
25.18%. Net interest income after provision for loan losses for the first six
months of 2000 and 1999 was $3,399,608 and $2,983,211, respectively. This is an
increase of $416,397 or 13.96%. Total other income increased $153,455 or 16.65%
from $921,929 for the first six months of 1999 to $1,075,384 for the first six
months of 2000. Total other expenses increased $289,970 or 10.12% from
$2,866,082 during the first six months of 1999 to $3,156,052 during the first
six months of 2000.
Earnings per common share outstanding (basic and diluted) was $0.70 and $0.57
for the six months ended June 30, 2000 and 1999, respectively. Annualized return
on average assets for the six month periods ended June 30, 2000 and 1999 was
1.12% and 1.05%, respectively. Annualized return on average equity for the six
month periods ended June 30, 2000 and 1999 was 11.33% and 9.79%, respectively.
PROVISION AND ALLOWANCE FOR LOAN LOSSES
The provision for loan losses is based upon management's estimate of the amount
required to maintain an adequate allowance for loan losses reflective of the
risks in the loan portfolio. The Company reviews the adequacy of the allowance
for loan losses monthly and utilizes the results of these evaluations to
establish the provision for loan losses. The allowance is maintained at a level
believed by management to absorb potential losses in the loan portfolio. The
methodology considers specific identifications, specific and estimate pools,
trends in delinquencies, local and regional economic trends, concentrations,
commitments, off balance sheet exposure and other factors. The provision for
loan losses for the six month periods ended June 30, 2000 and 1999 increased
$20,000 from $150,000 in 1999 to $170,000 in 2000. The allowance for loan losses
increased $123,320 or 10.99% during the first six months of 2000 from $1,122,616
at December 31, 1999 to $1,245,936 at June 30, 2000. The allowance as a
percentage of total loans increased from 0.90% as of December 31, 1999 to 0.92%
as of June 30, 2000. The Company had net charge-offs of $46,680 and $110,726 for
the first six months of 2000 and 1999, respectively. The ratio of net
charge-offs to average loans decreased from 0.11% for the first six months of
1999 to 0.04% for the first six months of 2000.
The coverage of the allowance for loan losses over non-performing assets and
loans 90 days past due and still accruing interest increased from 123.68% at
December 31, 1999 to 276.61% at June 30, 2000. Loans past due greater than 90
days and still accruing interest decreased from $642,299 at December 31, 1999 to
$192,303 at June 30, 2000.
Loans are viewed as potential problem loans when management questions the
ability of the borrower to comply with current repayment terms. These loans are
subject to constant review by management and their status is reviewed on a
regular basis. The amount of problem loans as of June 30, 2000 was $671,950.
Most of these loans are well secured and management expects to incur only
immaterial losses on their disposition.
BALANCE SHEET
Total assets increased $8.7 million or 4.87% from $178.4 million at December 31,
1999 to $187.1 million at June 30, 2000. Securities decreased $1.6 million or
3.81% during the first six months of 2000 from $40.6 million at December 31,
1999 to $39.0 million at June 30, 2000. Loans, net of unearned discounts
increased $10.2 million or 8.13% during the same period from $124.8 million at
December 31, 1999 to $135.0 million at June 30, 2000.
Total liabilities increased $7.9 million or 4.91% during the first six months of
2000 from $160.9 million at December 31, 1999 to $168.8 million at June 30,
2000. Total deposits increased $11.6 million or 7.78% during the same period
from $148.9 at December 31, 1999 to $160.5 million at June 30, 2000. Total
shareholders' equity increased $0.7 million or 4.49% during the first six months
of 2000 from $17.5 million at December 31, 1999 to $18.2 million at June 30,
2000.
SHAREHOLDERS' EQUITY
The Company continues to be a well capitalized financial institution.
Shareholders' equity per share increased $0.49 or 4.02% from $12.19 per share at
December 31, 1999 to $12.68 per share at June 30, 2000. During 1999 the Company
paid $0.38 per share in dividends. The Company's 2000 total dividends for the
first two quarters was $0.22 per share. The Company has a Dividend Investment
Plan that reinvests the dividends of participating shareholders in Company
stock. The Company also sponsors a 401(k) savings plan under which eligible
employees may choose to save up to 15 percent of their salary. The Company
matches 50 percent (up to 6 percent of the employee's salary) of employee
contributions with Company common stock.
LIQUIDITY AND MARKET RISK
Asset and liability management assures liquidity and maintains the balance
between rate sensitive assets and liabilities. Liquidity management involves
meeting the present and future financial obligations of the Company with the
sale or maturity of assets or through the occurrence of additional liabilities.
Liquidity needs are met with cash on hand, deposits in banks, federal funds
sold, securities classified as available for sale and loans maturing within one
year. Total liquid assets were $46.3 million at June 30, 2000 and $42.6 million
at December 31, 1999. These represent 27.42% and 26.46% of total liabilities as
of June 30, 2000 and December 31, 1999, respectively.
There have been no material changes in Quantitative and Qualitative Disclosures
about Market Risk as reported at December 31, 1999 in the Company's Form 10-K.
YEAR 2000
The Y2K issue involved the risk that computer programs and computer systems
would not be able to perform without interruption into the year 2000. If
computer systems did not correctly recognize the date change from December 31,
1999 to January 1, 2000, computer applications that rely on a date field could
have failed or created erroneous results. All computer programs and systems at
the Company operated without problems when the date changed from December 31,
1999 to January 1, 2000. While the Company will continue to monitor computer
programs and systems, no Y2K related problems are expected to occur.
To date, the Company has expensed approximately $25,000 related to the Year 2000
issue. Most of these costs are associated with the testing of mission critical
software and upgrading the Bank's ATM's. Any remaining expenses related to Y2K
are not expected to have a material effect on the Company's consolidated
financial statements.
FORWARD LOOKING STATEMENTS
Certain statements contained in this annual report that are not historical facts
may be forward looking statements. The forward looking statements are subject to
certain risks and uncertainties which could cause actual results to differ
materially from historical or expected results. Readers are cautioned not to
place undue reliance on these forward looking statements.
8
<PAGE>
Item 3. Quantitative and Qualitative Disclosures about Market Risk
The information required by Part I, Item 3., is incorporated herein
by reference to the section titled LIQUIDITY AND MARKET RISK within Part I, Item
2 "Management's Discussion and Analysis of Financial Condition and Results of
Operation."
9
<PAGE>
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
None.
Item 2. Changes in Securities and Use of Proceeds.
None.
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
Item 5. Other Information.
None.
10
<PAGE>
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
The following exhibits, when applicable, are filed with this Form 10-Q or
incorporated by reference to previous filings.
Number Description
--------- -----------------------------------------
Exhibit 2. Not applicable.
Exhibit 3. (i) Articles of Incorporation of
Registrant (incorporated herein by
reference to Exhibit 3.1 of Registrant's
Form S-4 Registration Statement,
Registration No. 33-43681.)
(ii) Bylaws of Registrant (incorporated
herein by reference to Exhibit 3.2 of
Registrant's Form S-4 Registration
Statement, Registration No. 33-43681)
Exhibit 4. Not applicable.
Exhibit 10. Material Contracts.
10.1 Description of Executive Supplemental
Income Plan (incorporated by reference to
Exhibit 10.1 to the Company's Annual
Report on Form 10-K for the year ended
December 31, 1996).
10.2 Lease Agreement between Bank of Clarke
County (tenant) and Winchester
Development Company (landlord) dated
August 1, 1992 for the branch office at
625 East Jubal Early Drive, Winchester,
Virginia (incorporated herein by
reference to Exhibit 10.2 of the
Company's Annual Report on Form 10-K for
the year ended December 31, 1995).
10.3 Lease Agreement between Bank of Clarke
County (tenant) and Winchester
Development Company (landlord) dated July
1, 1997 for an office at 615 East Jubal
Early Drive, Winchester, Virginia
(incorporated herein by reference to
Exhibit 10.3 of the Company's Quarterly
Report on Form 10-Q for the quarter ended
June 30, 1997).
10.4 Lease Agreement between Bank of Clarke
County (tenant) and Steven R. Koman
(landlord) dated December 2, 1997 for the
branch office at 40 West Piccadilly
Street, Winchester, Virginia
(incorporated herein by reference to
Exhibit 10.4 of the Company's Annual
Report on Form 10-K for the year ended
December 31, 1997).
10.5 Lease Agreement between Bank of Clarke
County (tenant) and Winchester Real
Estate Management, Inc. (landlord) dated
March 20, 2000 for the branch office at
190 Campus Boulevard, Suite 120,
Winchester, Virginia (incorporated herein
by reference to Exhibit 10.5 of the
Company's Quarterly Report on Form 10-Q
for the quarter ended March 31, 2000).
Exhibit 11. Computation of Per Share Earnings
(incorporated herein as Exhibit 11).
Exhibit 15. Not applicable.
Exhibit 18. Not applicable.
Exhibit 19. Not applicable.
Exhibit 22. Not applicable.
Exhibit 23. Not applicable.
Exhibit 24. Not applicable.
Exhibit 27. Financial Data Schedule
(incorporated herein as Exhibit 27).
Exhibit 99. Not applicable.
(b) Reports on Form 8-K.
No reports on Form 8-K were filed by the registrant during the second
quarter of 2000.
11
<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.
EAGLE FINANCIAL SERVICES, INC.
Date: August 9, 2000 /s/ JOHN R. MILLESON
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John R. Milleson
President and Chief Executive
Officer
Date: August 9, 2000 /s/ JAMES W. MCCARTY, JR.
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James W. McCarty, Jr.
Vice President, Chief Financial
Officer, and Secretary/Treasurer
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