=================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2000
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from __________ to __________
Commission file number 0-20148
CITIZENS FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Kentucky 61-1187135
(State of Incorporation) (I.R.S. Employer Identification
No.)
12910 Shelbyville Road, Louisville, Kentucky, 40243
(Address of principal executive offices)
(502) 244-2420
(Registrant's telephone number)
Check whether the registrant (1) has filed all reports required
to be filed by Sections 13 or 15(d) of the Exchange Act 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
APPLICABLE ONLY TO CORPORATE ISSURERS:
Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable
date: Class A Stock - 1,761,415 as of August 7, 2000.
The date of this Report is August 11, 2000.
==================================================================
1
<PAGE>
Part I - Financial Information; Item 1 - Financial Statements
Citizens Financial Corporation and Subsidiaries
Condensed Consolidated Statements of Income
(Unaudited)
Six Months Ended June 30 2000 1999
-------------------------------------------------------------------
Revenues:
Premiums and other considerations $11,768,194 $10,623,599
Premiums ceded (485,350) (459,238)
-------------------------------------------------------------------
Net premiums earned 11,282,844 10,164,361
Net investment income 2,965,696 3,114,506
Net realized investment gains, net of
expenses 6,324,889 3,954,078
Other income 111,437 95,090
-------------------------------------------------------------------
Total Revenues 20,684,866 17,328,035
Policy Benefits and Expenses:
Policyholder benefits 7,991,184 7,964,573
Policyholder benefits ceded (422,577) (632,594)
-------------------------------------------------------------------
Net benefits 7,568,607 7,331,979
Increase in net benefit reserves 1,048,683 566,305
Interest credited on policyholder
deposits 406,104 451,561
Commissions 2,383,575 2,101,436
General expenses 3,180,856 2,767,594
Interest expense 379,307 251,674
Policy acquisition costs deferred (787,671) (640,883)
Amortization of deferred policy
acquisition costs, value of insurance
acquired, and goodwill 627,495 704,409
-------------------------------------------------------------------
Total Policy Benefits and Expenses 14,806,956 13,534,075
-------------------------------------------------------------------
Income Before Income Tax Expense 5,877,910 3,793,960
Income Tax Expense 2,140,000 1,095,000
-------------------------------------------------------------------
Net Income $3,737,910 $2,698,960
-------------------------------------------------------------------
Net Income Per Common Share $2.12 $1.50
-------------------------------------------------------------------
See Notes to Condensed Consolidated Financial Statements.
2
<PAGE>
Part I; Item 1 (continued)
Citizens Financial Corporation and Subsidiaries
Condensed Consolidated Statements of Income
(Unaudited)
Three Months Ended June 30 2000 1999
-------------------------------------------------------------------
Revenues:
Premiums and other considerations $5,850,075 $5,493,912
Premiums ceded (289,583) (275,787)
-------------------------------------------------------------------
Net premiums earned 5,560,492 5,218,125
Net investment income 1,541,113 1,604,611
Net realized investment gains, net of
expenses 1,530,931 2,412,242
Other income 66,555 83,182
-------------------------------------------------------------------
Total Revenues 8,699,091 9,318,160
Policy Benefits and Expenses:
Policyholder benefits 3,758,649 3,917,139
Policyholder benefits ceded (158,476) (420,054)
-------------------------------------------------------------------
Net benefits 3,600,173 3,497,085
Increase in net benefit reserves 813,390 692,030
Interest credited on policyholder
deposits 204,658 204,210
Commissions 1,200,652 1,106,811
General expenses 1,554,836 1,543,809
Interest expense 194,085 124,575
Policy acquisition costs deferred (427,734) (332,815)
Amortization of deferred policy
acquisition costs, value of insurance
acquired, and goodwill 289,839 276,051
-------------------------------------------------------------------
Total Policy Benefits and Expenses 7,429,899 7,111,756
-------------------------------------------------------------------
Income Before Income Tax Expense 1,269,192 2,206,404
Income Tax Expense 440,000 670,000
-------------------------------------------------------------------
Net Income $ 829,192 $1,536,404
-------------------------------------------------------------------
Net Income Per Common Share $0.47 $0.85
-------------------------------------------------------------------
See Notes to Condensed Consolidated Financial Statements.
3
<PAGE>
Part I; Item 1 (continued)
Citizens Financial Corporation and Subsidiaries
Condensed Consolidated Statements of Financial Condition
June 30, December 31,
2000 1999
-------------------------------------------------------------------
ASSETS (Unaudited)
Investments:
Securities available for sale, at fair
value:
Fixed maturities (amortized cost of
$67,575,527 and $68,958,634 in 2000
and 1999,respectively) $ 67,574,026 $ 69,501,248
Equity securities (cost of
$20,477,932 and $18,228,519 in 2000
and 1999,respectively) 24,309,287 22,941,274
Investment real estate 3,481,668 3,513,579
Mortgage loans on real estate 156,000 158,309
Policy loans 4,051,069 4,059,801
Short-term investments 580,425 580,425
-------------------------------------------------------------------
Total Investments 100,152,475 100,754,636
Cash and cash equivalents 22,269,781 18,696,401
Accrued investment income 1,193,569 1,145,447
Reinsurance recoverable 3,420,210 3,607,349
Premiums receivable 243,032 388,146
Property and equipment 2,000,055 2,051,414
Deferred policy acquisition costs 5,201,027 4,690,774
Value of insurance acquired 4,912,332 5,295,818
Goodwill 770,801 809,809
Federal income tax receivable --- 169,502
Other assets 434,977 370,734
-------------------------------------------------------------------
Total Assets $140,598,259 $137,980,030
-------------------------------------------------------------------
See Notes to Condensed Consolidated Financial Statements.
4
<PAGE>
Part I; Item 1 (continued)
Citizens Financial Corporation and Subsidiaries
Condensed Consolidated Statements of Financial Condition
June 30, December 31,
2000 1999
-------------------------------------------------------------------
LIABILITIES AND SHAREHOLDERS' EQUITY (Unaudited)
Liabilities:
Policy Liabilities:
Future policy benefits $ 80,469,879 $ 79,507,902
Policyholder deposits 15,284,544 15,811,486
Policy and contract claims 1,321,114 1,456,030
Unearned premiums 184,900 176,779
Other 264,114 241,502
-------------------------------------------------------------------
Total Policy Liabilities 97,524,551 97,193,699
Notes payable 8,250,000 8,500,000
Accrued expenses and other liabilities 3,046,667 2,270,660
Federal income tax payable 367,498 ---
Deferred federal income tax 566,619 1,979,214
-------------------------------------------------------------------
Total Liabilities 109,755,335 109,943,573
Commitments and Contingencies
Shareholders' Equity:
Common stock, 6,000,000 shares
authorized;1,761,415 and 1,767,215
shares issued and outstanding in
2000 and 1999,respectively 1,761,415 1,767,215
Additional paid-in capital 7,675,538 7,736,201
Accumulated other comprehensive income 2,457,991 3,322,971
Retained earnings 18,947,980 15,210,070
--------------------------------------------------------------------
Total Shareholders' Equity 30,842,924 28,036,457
--------------------------------------------------------------------
Total Liabilities and Shareholders' Equity $140,598,259 $137,980,030
--------------------------------------------------------------------
See Notes to Condensed Consolidated Financial Statements.
5
<PAGE>
Part I; Item 1 (continued)
Citizens Financial Corporation and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Six Months Ended June 30 2000 1999
---------------------------------------------------------------------
Cash Flows from Operations:
Net income $ 3,737,910 $ 2,698,960
Adjustments to reconcile net income to
cash from operations:
Increase in benefit reserves 975,511 538,789
Increase (decrease) in claim liabilities (134,916) 107,981
Decrease in reinsurance recoverable 187,139 9,357
Interest credited on policyholder
deposits 406,104 451,561
Provision for amortization and
depreciation, net of deferrals (10,898) 197,938
Amortization of premium and accretion
of discount on
securities purchased, net 26,435 83,155
Net realized investment gains (6,324,889) (3,954,078)
Increase in accrued investment income (48,122) (81,368)
Change in other assets and liabilities (190,835) (102,987)
Decrease in deferred federal income tax
liability (967,000) (13,014)
Increase in federal income taxes payable 537,000 270,350
----------------------------------------------------------------------
Net Cash provided by (used in) Operations (1,806,561) 206,644
Cash Flows from Investment Activities:
Cost of securities acquired (52,508,753) (31,785,122)
Investments sold or matured 59,973,409 32,018,397
Investment management fees and margin
interest (677,848) (233,349)
Additions to property and equipment, net (66,007) (88,719)
Other investing activities, net 9,533 7,401
----------------------------------------------------------------------
Net Cash provided by (used in) Investment
Activities 6,730,334 (81,392)
Cash Flows from Financing Activities:
Policyholder deposits 425,556 368,808
Policyholder withdrawals (1,358,602) (1,170,488)
Brokerage account advances, net (100,884) (1,328,241)
Payments on notes payable - bank (250,000) (255,000)
Repurchase of common stock (66,463) (93,300)
----------------------------------------------------------------------
Net Cash used in Financing Activities (1,350,393) (2,478,221)
----------------------------------------------------------------------
Net Increase (Decrease) in Cash and Cash
Equivalents 3,573,380 (2,352,969)
Cash and Cash Equivalents at Beginning of
Period 18,696,401 8,301,999
----------------------------------------------------------------------
Cash and Cash Equivalents at End of Period $22,269,781 $ 5,949,030
----------------------------------------------------------------------
See Notes to Condensed Consolidated Financial Statements.
6
<PAGE>
Part I; Item 1 (continued)
Citizens Financial Corporation and Subsidiaries
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Note 1 - BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial
statements have been prepared in accordance with the
instructions to Form 10-Q in conformity with accounting
principles generally accepted in the United States. The
accompanying unaudited condensed financial statements reflect
all adjustments which are, in the opinion of management,
necessary to a fair presentation of the results for the interim
periods. All such adjustments are of a normal recurring
nature. For further information, refer to the December 31, 1999
consolidated financial statements and footnotes included in the
Company's annual report on Form 10-KSB.
Note 2 - COMPREHENSIVE INCOME
The components of comprehensive income, net of related tax, for
the three months and six months ended June 30, 2000 and 1999 are
as follows:
--------------------------------------------
Three Months Six Months
Ended June 30, Ended June 30,
--------------------------------------------------------------------------
COMPREHENSIVE INCOME: 2000 1999 2000 1999
--------------------------------------------------------------------------
Net Income $ 829,192 $1,536,404 $3,737,910 $2,698,960
Net unrealized gains
(losses) on securities (3,111,712) (543,028) (864,980) 213,607
--------------------------------------------------------------------------
Comprehensive Income $(2,282,520) $ 993,376 $2,872,930 $2,912,567
--------------------------------------------------------------------------
Note 3 - SEGMENT INFORMATION
The Company's operations are managed along five principal
insurance product lines: Home Service Life, Broker Life, Preneed
Life, Dental, and Other Health. Products in all five lines are
sold through independent agency operations. Home Service Life
consists primarily of traditional life insurance coverage sold
in amounts of $10,000 and under to middle and lower income
individuals. This distribution channel is characterized by a
significant amount of agent contact with customers throughout
the year. Broker Life product sales consist primarily of
simplified issue and graded-benefit policies in amounts of
$10,000 and under. Other products in this segment, which are
not aggressively marketed, include: group life, universal life,
annuities and participating life coverages. Preneed Life
products are sold to individuals in connection with
prearrangement of their funerals and include single premium and
multi-pay policies with coverages generally in amounts of
$10,000 and less. These policies are generally sold to older
individuals at increased premium rates. Dental products are
term coverages generally sold to small and intermediate size
employer groups. Other Health products include various accident
and health coverages sold to individuals and employer groups.
Segment information as of June 30, 2000 and 1999, and for the
periods then ended is as follows:
7
<PAGE>
Part I; Item 1 (continued)
Three Months Six Months
Ended June 30, Ended June 30,
------------------------------------------------------------------------------
REVENUE: 2000 1999 2000 1999
------------------------------------------------------------------------------
Home Service Life $ 2,178,382 $ 2,290,329 $ 4,544,798 $ 4,427,256
Broker Life 1,470,882 1,533,610 2,965,840 3,087,760
Preneed Life 1,228,505 1,022,484 2,280,474 1,808,055
Dental 1,950,207 1,721,092 3,835,510 3,397,389
Other Health 340,184 338,403 733,355 653,497
------------------------------------------------------------------------------
Segment Totals 7,168,160 6,905,918 14,359,977 13,373,957
Net realized investment
gains, net of expenses 1,530,931 2,412,242 6,324,889 3,954,078
-----------------------------------------------------------------------------
Total Revenue $ 8,699,091 $ 9,318,160 $20,684,866 $17,328,035
-----------------------------------------------------------------------------
Below are the net investment income amounts included in the
revenue totals above.
-------------------------------------------
Three Months Six Months
Ended June 30, Ended June 30,
-------------------------------------------------------------------------
NET INVESTMENT INCOME: 2000 1999 2000 1999
-------------------------------------------------------------------------
Home Service Life $ 537,315 $ 543,509 $1,029,043 $1,050,478
Broker Life 640,963 680,843 1,236,698 1,324,446
Preneed Life 329,844 349,005 637,621 679,012
Dental 10,056 8,417 18,701 16,303
Other Health 22,935 22,837 43,633 44,267
-------------------------------------------------------------------------
Segment Totals $1,541,113 $1,604,611 $2,965,696 $3,114,506
-------------------------------------------------------------------------
The Company evaluates performance based on several factors, of
which the primary financial measure is segment profit. Segment
profit represents pretax earnings, excluding net realized
investment gains and interest expense. The majority of the
Company's realized investment gains are generated from
investments in equity securities. The equities portfolio
averaged (on a cost basis) approximately $19,894,000 and
$19,839,000 during the six months ended June 30, 2000 and 1999,
respectively. If these funds had been invested in
fixed-maturities yielding 7%, realized investment gains would
have declined and the six month segment profit totals below
would have increased by an additional $454,000 and $432,000 in
2000 and 1999, respectively. Investment income was also
impacted in the first half of 2000 due to the accumulation of
additional cash and cash equivalent positions in anticipation of
potential interest rate increases.
-----------------------------------------
Three Months Six Months
Ended June 30, Ended June 30,
---------------------------------------------------------------------------
SEGMENT PROFIT (LOSS): 2000 1999 2000 1999
---------------------------------------------------------------------------
Home Service Life $ 52,708 $ (10,841) $ 94,948 $ 25,870
Broker Life 61,042 23,180 196,013 195,739
Preneed Life (228,571) (122,174) (555,223) (301,366)
Dental 100,984 76,573 222,495 255,265
Other Health (53,817) (48,001) (25,905) (83,952)
----------------------------------------------------------------------------
Segment Totals (67,654) (81,263) (67,672) 91,556
Net realized investment
gains, net of expense 1,530,931 2,412,242 6,324,889 3,954,078
Interest expense 194,085 124,575 379,307 251,674
----------------------------------------------------------------------------
Income before Federal
Income Tax $1,269,192 $2,206,404 $5,877,910 $3,793,960
----------------------------------------------------------------------------
8
<PAGE>
Part I; Item 1 (continued)
Depreciation and amortization amounts below consist of
amortization of the value of insurance acquired, deferred policy
acquisition costs and goodwill, along with depreciation expense.
------------------------------------------
Three Months Six Months
Ended June 30, Ended June 30,
------------------------------------------------------------------------
DEPRECIATION AND AMORTIZATION: 2000 1999 2000 1999
------------------------------------------------------------------------
Home Service Life $ 155,196 $ 89,873 $ 304,565 $ 303,176
Broker Life 113,002 147,074 276,107 286,283
Preneed Life 74,167 87,995 152,807 208,066
Dental 12,664 10,218 26,262 23,808
Other Health 9,448 8,097 17,030 17,488
------------------------------------------------------------------------
Segment Totals $ 364,477 $ 343,257 $ 776,771 $ 838,821
------------------------------------------------------------------------
Segment asset totals are determined based on policy liabilities
outstanding in each segment.
June 30, December 31,
ASSETS: 2000 1999
---------------------------------------------------------
Home Service Life $ 49,321,088 $ 47,347,032
Broker Life 58,203,930 57,958,271
Preneed Life 30,138,560 29,754,353
Dental 842,201 913,939
Other Health 2,092,480 2,006,435
---------------------------------------------------------
Segment Totals $ 140,598,259 $ 137,980,030
---------------------------------------------------------
Note 4 - NET REALIZED INVESTMENT GAINS, NET OF EXPENSES
The Company recorded gross pretax reductions to the carrying
value of available for sale securities totaling $2,762,000 and
$1,090,000 for the six months ended June 30, 2000 and 1999,
respectively, relating to declines in value which were
considered by management to be other than temporary. These
amounts are reported as reductions of net realized investment
gains. The Company also nets certain direct, incremental
investment management fees and margin loan interest cost against
net realized investment gains presented in the Condensed
Consolidated Statements of Income. Such costs are based
directly on or, are primarily associated with, realized capital
gains. Costs netted against realized investment gains total
$283,000 and $297,000 for the six months ended June 30, 2000 and
1999, respectively.
Note 5 - INCOME TAXES
Current taxes are provided based on estimates of the projected
effective annual tax rate. Deferred taxes reflect the net
effects of temporary differences between the carrying amount of
assets and liabilities for financial reporting purposes and the
amounts used for income tax purposes.
9
<PAGE>
Part I; Item 2 - Management's Discussion and Analysis
FINANCIAL POSITION. Shareholders' equity totaled approximately
$30,843,000 and $24,565,000 at June 30, 2000 and 1999,
respectively. These balances reflect net increases of
approximately 10% and 13%, respectively for the six month
periods then ended. As described above, comprehensive income
totaled approximately $2,873,000 and $2,913,000 for the six
months ended June 30, 2000 and 1999, respectively. A
significant portion of comprehensive income arose from
appreciation of the Company's equity securities portfolio.
Equity securities comprised approximately 17% and 20% of the
Company's total assets as of June 30, 2000 and 1999,
respectively. Accordingly, as also described below, the
Company's financial position can be significantly affected by
movements in the equities markets. Equity portfolio positions
increased $2,249,000 on a cost basis and $1,368,000 on a market
value basis during the first six months of 2000. Fixed maturity
portfolio positions decreased $1,927,000 on an amortized cost
basis and $1,383,000 on a market value basis during the same
period. Cash and cash equivalent positions also increased
approximately $3,573,000 during the period.
OPERATIONS. Net premiums and other considerations increased
approximately 11% during the first six months of 2000 compared
to the first six months of 1999. This total includes increases
of 4%, 46%, 13% and 13% in the Home Service Life, Preneed Life,
Dental, and Other Health segments, respectively, along with a 2%
decline in Broker Life premium. The Home Service Life and
Preneed Life segments have each benefited from product redesign,
expanded agent recruiting and other focused marketing efforts.
Dental premium has demonstrated continuing quarterly growth
during 1999 and into 2000 due to consistent marketing efforts
and a modest agent incentive program. The Other Health segment
represents approximately 6% of total premium. The decline in
Broker Life premium is due primarily to lapses in a closed block
of business obtained in the 1998 United Liberty acquisition.
The 5% decrease in investment income compared to the first six
months of the prior year is attributable to increased equity and
cash equivalent investment positions as described above and
reduced income from investment real estate.
Total pretax earnings increased approximately 55% to $5,878,000
for the six months ended June 30, 2000, primarily due to an
approximate $2,371,000 increase in realized investment gains,
net of expenses. Pretax Segment Profit (excluding realized
investment gains and interest expense) for the first six months
of 2000 was approximately $(68,000), compared to approximately
$92,000 for the first six months of 1999. This decrease
resulted primarily from additional costs associated with
expanding Preneed Life marketing efforts, reduced investment
income associated with increased positions in the favorable
equity markets, more conservative cash and cash equivalent
investment positions, and initiation of a small property
management operation. Improved Home Service and Broker Life
mortality partially offset these items. Additionally, Dental
claims experience has improved compared to the first half of
1999, although expense increases have offset this improvement.
The Company is targeting Preneed volume growth within the next
few years sufficient to produce Preneed segment profits.
The Company's increased earnings has also resulted in a higher
effective income tax rate due to a phasing-out of available
small-life insurance company deductions and full utilization of
previously available alternative minimum-tax credit
carryforwards and non-life insurance net operating loss
carryforwards.
CASH FLOW AND LIQUIDITY. Cash flow used in operations totaled
$1,807,000 for the six months ended June 30, 2000 compared to
$207,000 provided by operations for the same period in the prior
year. This change resulted primarily from additional income tax
payments made in the current year. The $6,730,000 of cash
provided by investing activities for the six months ended June
30, 2000 resulted primarily from retaining the net proceeds from
realized investments gains as cash. The $1,350,000 of cash used
in financing activities during the first six months of 2000 is
primarily attributable to annuity and Universal Life account
withdrawals.
YEAR 2000 ISSUE. The Company has experienced no difficulties
with its internal systems or with third-party systems that were
identified as year 2000 related. The Company completed an
internal assessment of the year 2000 issue and implemented
updated releases or modified its software so that its computer
systems will function properly with respect to dates in the year
2000 and thereafter. However, the possibility remains that some
of the
10
<PAGE>
Part I; Item 2 - Management's Discussion and Analysis
(continued)
Company's computer programs could fail to properly distinguish
between dates in the 1900's and 2000's. This could cause system
failures or miscalculations, creating disruption of operations,
including, among other things, a temporary inability to process
insurance transactions, conduct banking activities, or engage in
other normal business activities. Also, some systems and
equipment that are not typically thought of as
"computer-related" ("non-IT") contain embedded hardware or
software that may not perform properly in the future.
FORWARD-LOOKING INFORMATION.
All statements, trend analyses and other information contained
in this report relative to markets for the Company's products
and trends in the Company's operations or financial results, as
well as other statements including words such as "anticipate",
"believe", "plan", "estimate", "expect", "intend", and other
similar expressions, constitute forward-looking statements under
the Private Securities Litigation Reform Act of 1995. These
forward-looking statements are subject to known and unknown
risks, uncertainties and other factors which may cause actual
results to be materially different from those contemplated by
the forward-looking statements. Such factors include, among
other things: (1) general economic conditions and other factors,
including prevailing interest rate levels and stock market
performance, which may affect the Company's ability to sell its
products, the market value of the Company's investments and the
lapse rate and profitability of policies; (2) the Company's
ability to achieve anticipated levels of operating efficiencies
and meet cash requirements based upon projected liquidity
sources; (3) customer response to new products, distribution
channels and marketing initiatives; (4) mortality, morbidity,
and other factors which may affect the profitability of the
Company's insurance products; (5) changes in the Federal income
tax laws and regulations which may affect the relative tax
advantages of some of the Company's products; (6) increasing
competition in the sale of insurance; (7) regulatory changes or
actions, including those relating to regulation of insurance
products and insurance companies; (8) ratings assigned to the
Company and its subsidiaries by independent rating organizations
which the Company believes are important to the sale of its
products; and (9) unanticipated litigation. There can be no
assurance that other factors not currently anticipated by
management will not also materially and adversely affect the
Company's results of operations.
11
<PAGE>
Part II - Other Information
Item 4. Submission of Matters to a Vote of Security Holders.
The 2000 annual meeting of shareholders of the Company was
held on May 25, 2000. At the meeting,
eight incumbent directors were re-elected to serve until
the 2001 annual meeting of shareholders.
The names of the incumbent directors and shares of the
Company's Class A Sock voted were as follows:
Candidate Votes
---------------------- ----------
John H. Harralson,Jr. 1,516,023
Lane A. Hersman 1,511,323
Frank T. Kiley 1,516,023
Charles A. Mays 1,487,323
Earle V. Powell 1,515,923
Thomas G. Ward 1,516,023
Darrell R. Wells 1,465,886
Margaret A. Wells 1,465,886
Item 6. Exhibits and Reports on Form 8-K.
a).Exhibit 11. Statement re: computation of per share
earnings.
Exhibit 27. Financial Data Schedule.
b).A Form 8-K dated July 19, 2000 was filed relating to
Item 5 - Other Events. The form disclosed the filing of
an action against a subsidiary of the Company, United
Liberty Life Insurance Company.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act
of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned thereunto duly authorized.
CITIZENS FINANCIAL CORPORATION
/s/ Darrell R. Wells
BY: --------------------------------
Darrell R. Wells
President and Chief Executive
Officer
/s/ Brent L. Nemec
BY: --------------------------------
Brent L. Nemec
Treasurer and Principal
Accounting Officer
Date: August 10, 2000
12
<PAGE>
EXHIBIT INDEX
-------------------------------------------------------
Exhibit No. Description
-------------------------------------------------------
11 Statement re: computation of per share
earnings
27 Financial Data Schedule (electronic
filing only)
13
<PAGE>
EXHIBIT 11
Citizens Financial Corporation and Subsidiaries
Computation of Per Share Earnings
(Unaudited)
Six Months Ended June 30 2000 1999
-------------------------------------------------------------------
Numerator:
Net income $3,737,910 $2,698,960
Denominator:
Weighted average common shares 1,762,943 1,799,116
Earnings Per Share $2.12 $1.50
Three Months Ended June 30 2000 1999
-------------------------------------------------------------------
Numerator:
Net income $829,192 $1,536,404
Denominator:
Weighted average common shares 1,761,672 1,797,804
Earnings Per Share $0.47 $0.85
14
<PAGE>
