<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For Quarter Ended September 30, 1999
0-20159
- --------------------------------------------------------------------------------
(Commission File Number)
CROGHAN BANCSHARES, INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Ohio 31-1073048
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
323 Croghan Street, Fremont, Ohio 43420
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(419)-332-7301
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [ X ] No [ ]
1,907,799 Common shares were outstanding as of September 30, 1999.
This document contains 12 pages.
<PAGE> 2
CROGHAN BANCSHARES, INC.
Index
PART I. Page(s)
Item 1. Financial Statements 3 - 6
Item 2. Management's Discussion and Analysis 7 - 10
Item 3. Quantitative and Qualitative Disclosures About Market
Risk - There have been no material changes from the
information provided in the December 31, 1998 Form 10-K.
PART II.
Item 1. Legal Proceedings - None
Item 2. Changes in Securities - None
Item 3. Defaults Upon Senior Securities - None
Item 4. Submission of Matters to a Vote of Security Holders - None
Item 5. Other Information - None
Item 6. Exhibits and Reports on Form 8-K:
(a) Exhibit 27 - Financial Data Schedule 12
(b) None
Signatures 11
<PAGE> 3
CROGHAN BANCSHARES, INC.
Consolidated Balance Sheets
(Unaudited)
<TABLE>
<CAPTION>
September 30 December 31
ASSETS 1999 1998
(Dollars in thousands, except par value)
<S> <C> <C>
CASH AND CASH EQUIVALENTS
Cash and due from banks $ 13,697 $ 10,334
Interest-bearing deposits in other banks - -
Federal funds sold - 8,300
--------- ---------
Total cash and cash equivalents 13,697 18,634
--------- ---------
INVESTMENT SECURITIES
Available-for-sale, at market value 38,599 30,493
Held-to-maturity, at amortized cost, market value of
$40,830 in 1999 and $45,935 in 1998 41,202 45,742
--------- ---------
Total investment securities 79,801 76,235
--------- ---------
LOANS 233,972 239,359
Less: Allowance for loan losses 3,256 3,418
--------- ---------
Net Loans Receivable 230,716 235,941
--------- ---------
BANK PREMISES AND EQUIPMENT, NET 7,369 7,821
ACCRUED INTEREST RECEIVABLE 2,872 2,752
OTHER REAL ESTATE OWNED - -
GOODWILL 7,549 8,027
OTHER ASSETS 3,939 734
--------- ---------
TOTAL ASSETS $ 345,943 $ 350,144
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES
Deposits:
Demand, non-interest bearing $ 34,298 $ 34,518
Savings, NOW and Money Market deposits 117,622 116,887
Time 139,904 150,051
--------- ---------
Total deposits 291,824 301,456
Federal funds purchased and securities sold under
repurchase agreements 10,296 9,140
Borrowed funds 7,000 3,335
Dividends payable 362 285
Other liabilities 1,762 2,223
--------- ---------
Total liabilities 311,244 316,439
--------- ---------
STOCKHOLDERS' EQUITY
Common stock, $12.50 par value. Authorized 3,000,000
shares; issued and outstanding 1,907,799 shares in
1999 and 1,903,754 shares in 1998 23,847 23,797
Surplus 69 3
Retained earnings 11,002 9,731
Net unrealized holding gain (loss) on securities
available-for-sale, net of related income taxes (219) 174
--------- ---------
Total stockholders' equity 34,699 33,705
--------- ---------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 345,943 $ 350,144
========= =========
</TABLE>
See note to consolidated financial statements.
<PAGE> 4
CROGHAN BANCSHARES, INC.
Consolidated Statements of Operations and Comprehensive Income
(Unaudited)
<TABLE>
<CAPTION>
Three months ended Nine months ended
September 30 September 30
1999 1998 1999 1998
(Dollars in thousands, (Dollars in thousands,
except per share data) except per share data)
<S> <C> <C> <C> <C>
INTEREST INCOME
Interest and fees on loans receivable $ 4,983 $ 5,182 $14,860 $15,513
Interest and dividends on investment securities:
U.S. Treasury securities 306 443 1,036 1,318
Obligations of U.S. Government agencies and corporations 503 358 1,431 1,106
Obligations of states and political subdivisions 181 173 537 467
Other securities 77 36 192 116
Interest on federal funds sold 23 122 112 314
------- ------- ------- -------
Total interest income 6,073 6,314 18,168 18,834
------- ------- ------- -------
INTEREST EXPENSE
Interest on deposits 2,390 2,740 7,416 8,253
Interest on other borrowings 202 101 452 317
------- ------- ------- -------
Total interest expense 2,592 2,841 7,868 8,570
------- ------- ------- -------
Net interest income 3,481 3,473 10,300 10,264
PROVISION FOR LOAN LOSSES 60 60 180 180
------- ------- ------- -------
Net interest income after provision for loan losses 3,421 3,413 10,120 10,084
------- ------- ------- -------
NON-INTEREST INCOME
Trust income 107 95 322 274
Service charges on deposit accounts 216 189 595 548
Gain (loss) on sale of investment securities 1 - 2 -
Gain (loss) on sale of loans - 2 4 34
Other operating income 209 167 501 444
------- ------- ------- -------
Total non-interest income 533 453 1,424 1,300
------- ------- ------- -------
NON-INTEREST EXPENSES
Salaries, wages and employee benefits 1,539 1,392 4,495 4,191
Net occupancy expense of premises 158 178 478 499
Amortization of goodwill 159 160 479 481
Other operating expenses 858 929 2,626 2,679
------- ------- ------- -------
Total non-interest expenses 2,714 2,659 8,078 7,850
------- ------- ------- -------
Income before federal income taxes 1,240 1,207 3,466 3,534
FEDERAL INCOME TAXES 421 412 1,166 1,215
------- ------- ------- -------
NET INCOME $ 819 $ 795 $ 2,300 $ 2,319
======= ======= ======= =======
Net income per share, based on 1,905,482 shares in 1999 and
1,903,589 shares in 1998 $ .43 $ .42 $ 1.21 $ 1.22
======= ======= ======= =======
Dividends declared based on 1,907,799 shares in 1999 and
1,903,589 shares in 1998
Dividends declared $ .19 $ .15 $ .54 $ .45
======= ======= ======= =======
COMPREHENSIVE INCOME $ 822 $ 961 $ 1,907 $ 2,475
======= ======= ======= =======
</TABLE>
See note to consolidated financial statements.
<PAGE> 5
CROGHAN BANCSHARES, INC.
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Nine months ended
September 30
1999 1998
(Dollars in thousands)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 2,300 $ 2,319
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 948 908
Provision for loan losses 180 180
Deferred federal income taxes 83 26
FHLB stock dividend (74) (71)
Net amortization of investment security premiums and discounts 70 11
Loss (gain) on sale of investment securities - -
Loss (gain) on sale of loans (3) (34)
Loss (gain) on sale of equipment 16 4
Increase in cash value of life insurance (61) -
Decrease (increase) in accrued interest receivable (119) (229)
Decrease (increase) in other assets (51) (90)
Increase (decrease) in other liabilities (341) 31
-------- --------
Net cash provided by operating activities 2,948 3,055
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of investment securities:
Available-for-sale (23,752) (8,998)
Held-to-maturity (7,563) (16,758)
Proceeds from maturities of investment securities 25,158 22,185
Proceeds from sales of available-for-sale investment securities 2,000 -
Proceeds from sale of loans receivable 869 1,806
Net decrease (increase) in loans receivable 4,177 4,092
Payment of single premiums on split dollar life insurance policies (3,094) -
Capital expenditures (144) (440)
Proceeds from sale of equipment 5 6
-------- --------
Net cash provided by (used in) investing activities (2,344) 1,893
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase (decrease) in total deposits (9,526) 3,005
Increase (decrease) in federal funds purchased and securities
sold under repurchase agreements 1,156 (1,748)
Increase (decrease) in borrowed funds 3,665 (1,425)
Proceeds from issuance of common stock 117 2
Cash dividends paid (953) (856)
-------- --------
Net cash provided by (used in) financing activities (5,541) (1,022)
-------- --------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (4,937) 3,926
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 18,634 9,735
-------- --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 13,697 $ 13,661
======== ========
SUPPLEMENTAL DISCLOSURES
Cash paid during the year for:
Interest $ 7,988 $ 8,764
======== ========
Federal income taxes $ 1,035 $ 1,095
======== ========
Transfer of loans to other real estate $ - $ -
======== ========
</TABLE>
See note to consolidated financial statements.
<PAGE> 6
CROGHAN BANCSHARES, INC.
Notes to Consolidated Financial Statements
September 30, 1999
(Unaudited)
(1) Consolidated Financial Statements
The consolidated financial statements have been prepared by Croghan
Bancshares, Inc. (the "Corporation") without audit. In the opinion of
management, all adjustments (which include only normal recurring
adjustments) necessary to present fairly the Corporation's financial
position, results of operations and changes in cash flows have been made.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been omitted. The results of operations for the period
ended September 30, 1999 are not necessarily indicative of the operating
results for the full year or any future interim period.
<PAGE> 7
CROGHAN BANCSHARES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The information presented may contain forward-looking statements regarding
future financial performance which are not historical facts and involve various
risks and uncertainties. Actual results and performance could materially differ
from those contemplated in such forward-looking statements.
PERFORMANCE SUMMARY
Assets at September 30, 1999 totalled $345,943,000 compared to $350,144,000 at
1998 year end. Total deposits decreased to $291,824,000 from $301,456,000 at
year end and total loans decreased to $233,972,000 from $239,359,000 at year
end.
Net income for the quarter ended September 30, 1999 was $819,000 or $.43 per
common share compared to $795,000 or $.42 per common share for the same period
in 1998, and net income for the nine-month period ended September 30, 1999 was
$2,300,000 or $1.21 per common share compared to $2,319,000 or $1.22 per common
share for the same period in 1998. Operating results for 1999 include an
increase in salaries, wages and employee benefits, which is a result of
increased medical insurance claims incurred the first nine months.
DEPOSITS, LOANS RECEIVABLE, INVESTMENT SECURITIES, AND STOCKHOLDERS' EQUITY
Total deposits at September 30, 1999 decreased $9,632,000 or 3.2 percent from
1998 year end. The liquid deposit category (demand, savings, NOW and money
market deposit accounts) increased $515,000 while the time deposit category
decreased $10,147,000. Total loans decreased $5,387,000 or 2.3 percent from 1998
year end. Total investment securities increased $3,566,000 or 4.7 percent from
1998 year end.
Stockholders' equity at September 30, 1999 increased to $34,699,000 or $18.19
book value per common share compared to $33,705,000 or $17.70 book value per
common share at December 31, 1998. The balance in stockholders' equity at
September 30, 1999 included a net unrealized holding loss on securities
classified as available-for-sale of $219,000 (net of deferred income taxes
totalling $110,000). At December 31, 1998, stockholders' equity included a net
unrealized holding gain on securities classified as available-for-sale of
$174,000 (net of deferred income taxes totalling $90,000). Consistent with the
Corporation's quarterly dividend policy, a dividend of $.19 per share was
declared on September 14, 1999 to be distributed on October 29, 1999.
NET INTEREST INCOME
Net interest income, which represents the excess revenue generated from earning
assets over the interest cost of funding those assets, increased $8,000 for the
quarter ended September 30, 1999 compared to the same period in 1998, and
increased $36,000 for the nine-month period ended September 30, 1999 compared to
the same period in 1998. The net interest yield (net interest income divided by
average earning assets) was 4.40 percent for the quarter ended September 30,
1999 compared to 4.47 percent for the same period in 1998, and was 4.33 percent
for the nine-month period ended September 30, 1999 compared to 4.42 percent for
the same period in 1998.
PROVISION FOR LOAN LOSSES AND THE ALLOWANCE FOR LOAN LOSSES
The following table details factors relating to the provision and allowance for
loan losses for the periods noted:
<PAGE> 8
<TABLE>
<CAPTION>
Nine Months Ended Twelve Months Ended
September 30, December 31,
1999 1998
(Dollars in thousands)
<S> <C> <C>
Provision for loan losses charged
to expense $ 180 $ 240
Net loan charge-offs 342 340
Net loan charge-offs as a percent
of average outstanding net loans .15% .15%
Nonaccrual loans $ 436 $ 315
Loans past due 90 days or more 1,791 1,086
Potential problem loans, other than those
past due 90 days or more, nonaccrual,
or restructured 1,533 1,275
Allowance for loan losses 3,256 3,418
Allowance for loan losses as a
percent of period-end loans 1.39% 1.43%
</TABLE>
The provision for loan losses for the first nine months of 1999 appearing in the
Consolidated Statements of Operations and Comprehensive Income totalled
$180,000. This provision compares to $180,000 expensed during the same period in
1998. Net loan charge offs were $342,000 for the first nine months of 1999
compared to net loan charge offs of $239,000 during the same period in 1998.
Nonaccrual loans totalled $436,000 at September 30, 1999 compared to $315,000 at
December 31, 1998. Loans past due 90 days or more at September 30, 1999
increased by $705,000 and other potential problem loans increased $258,000 from
December 31, 1998 figures. The asset quality trends are being monitored
throughout 1999 to ensure adequate provisions for loan losses are calculated and
expensed. The Corporation's allowance for loan losses as a percentage of
outstanding loans decreased to 1.39 percent at September 30, 1999 compared to
1.43 percent at December 31, 1998.
It is the Corporation's policy to maintain the allowance for loan losses at a
level to provide for reasonably foreseeable losses. To accomplish this
objective, a loan review process is conducted by an outside consulting firm
which facilitates the early identification of problem loans and ensures sound
credit decisions. Management considers the balance at September 30, 1999 to be
adequate to provide for losses inherent in the loan portfolio.
NON-INTEREST INCOME
Total non-interest income increased $80,000 or 17.7 percent for the quarter
ended September 30, 1999 compared to the same period in 1998, and increased
$124,000 or 9.5 percent for the nine-month period ended September 30, 1999
compared to the same period in 1998. Included in non-interest income for the
nine-month period ended September 30, 1999 were realized gains of $2,000 on the
sale of investment securities that were classified as available-for-sale. There
were no such gains during the same period in 1998.
Trust department fee income increased $12,000 between comparable quarterly
periods and $48,000 between comparable nine-month periods. Service charges on
deposit accounts increased $27,000 between comparable quarterly periods and
increased $47,000 between comparable nine-month periods.
Gains on the sale of loans to the Federal Home Loan Mortgage Corporation
(Freddie Mac) totalled $2,000 for the quarterly period ended September 30, 1998,
and $34,000 for the first nine months of 1998. There were no such gains during
the same quarterly period in 1999 and $4,000 for the first nine months of 1999.
Other operating income increased $42,000 between comparable quarterly periods
and $57,000 between comparable nine-month periods.
NON-INTEREST EXPENSES
Total non-interest expenses increased $55,000 or 2.1 percent for the quarter
<PAGE> 9
ended September 30, 1999 compared to the same period in 1998, and increased
$228,000 or 2.9 percent for the nine-month period ended September 30, 1999
compared to the same period in 1998. Salaries, wages and employee benefits
increased $147,000 (10.6%) between comparable quarterly periods and $304,000
(7.30%) between comparable nine-month periods. Net occupancy expense of bank
premises decreased $20,000 between comparable quarterly periods and $21,000
between comparable nine-month periods. Goodwill amortization associated with the
August 1, 1996 purchase of Union Bancshares Corp. was basically unchanged for
the comparable quarterly and nine-month periods while other operating expenses
decreased $71,000 or 7.6 percent between quarterly periods and $53,000 or 2.0
percent between comparable nine-month periods.
FEDERAL INCOME TAX EXPENSE
Federal income tax expense increased $9,000 or 2.2 percent between comparable
quarterly periods, and decreased $49,000 or 4.0 percent between comparable
nine-month periods due to fluctuations in income before federal income taxes.
The Corporation's effective tax rate for the nine months ended September 30,
1999 decreased to 33.6 percent compared to 34.4 percent for the same period in
1998.
LIQUIDITY AND CAPITAL RESOURCES
Average federal funds sold positions of $2,082,000 and $3,049,000 were
maintained for the quarterly and nine-month periods, respectively, ended
September 30, 1999. Short-term borrowings of federal funds purchased and
repurchase agreements averaged $8,468,000 and $6,377,000 for the quarterly and
nine-month periods, respectively.
Federal Home Loan Bank borrowings totalled $7,000,000 at September 30, 1999. Of
that amount, $5,000,000 is due in October 1999 and $2,000,000 is due in October
2005.
Capital expenditures for bank premises and equipment totalled $144,000 for the
nine-month period ended September 30, 1999. This compares to $440,000 for the
same period in 1998. Projected 1999 capital expenditures total $290,000.
YEAR 2000 PREPAREDNESS
There is considerable concern over the ability of many computer software
programs to function when the year 2000 arrives. This concern arises because
many existing programs use only the last two digits to refer to the year. As
such, programs do not recognize the difference between a year that begins with
"20" instead of the current "19".
Computer operations are a crucial part of The Croghan Colonial Bank's (Croghan)
operating strategy and a comprehensive program has been implemented to verify
that all internal software will operate properly. Certified Year 2000 compliant
mainframe computer hardware and software was purchased and installed in 1997. To
ensure the validity of this certification, multiple testing sessions were
conducted during the fourth quarter of 1998. Additional testing occurred during
the first quarter of 1999 and sucessfully involved changing the processing dates
to December 31, 1999 and January 1, 2000.
A testing program has also been implemented to verify that all desktop personal
computers and network servers will function properly in the year 2000. Year 2000
test software and date changing procedures have been effected on all of the
personal computers located throughout the organization. The network servers were
tested during the first quarter of 1999 and sucessfully handled the date change.
Croghan's direct exposure to embedded microchip technology is of little or no
consequence. Unlike many manufacturers which use computerized robots,
controllers, and assembly lines, Croghan has only to assess its elevators and
HVAC systems. All such systems have been evaluated and were determined to be
<PAGE> 10
free of embedded microchip technology.
Croghan also has a vested interest in the computer processing requirements of
its vendors and customers. Many primary suppliers have been contacted to ensure
their preparedness. A tickler system was instituted to follow up with those
vendors that have not replied or possibly indicated some question as to their
commitment to readiness. These vendors will be contacted throughout the
remainder of 1999.
From a customer standpoint, the problem could affect the ability of Croghan's
borrowers to service debts if their direct operations, vendors, or customers
were impacted. To raise the customers' level of awareness, Croghan sponsored two
Year 2000 seminars for local businesses in 1998. In 1999 information has been
provided through customer statement stuffers containing special Year 2000
information for safety and soundness. A Year 2000 information section can be
found at the Croghan web page (www.croghan.com). Additionally, the Federal
Reserve Bank instituted a Year 2000 examination process to which Croghan is
subject. As a part of that process, Croghan was required to identify those
commercial customers (borrowers and depositors) which exceeded a set threshold
and prepare written Year 2000 assessment work sheets. As of September 30, 1999
approximately 220 such assessments have been completed. A tickler system was
then instituted to follow up on those customers with a high inclination to Year
2000 risk. The Year 2000 risk assessment for Croghan's borrowers is a factor in
determining the provision for loan losses.
A majority of the cost associated with upgrading Croghan's internal hardware and
software was incurred when the mainframe equipment was purchased in 1997.
Additional direct expenditures attributable to Year 2000 internal hardware and
software approximated $32,000 in 1998 and are estimated at $25,000 for 1999.
Costs associated with the vendor and customer compliance portions of the Year
2000 preparedness plan are difficult to quantify, but direct costs of the
program were estimated at $25,000 in 1998 and should approximate a similar
amount in 1999. The estimated year to date expenditure totalled $17,000. An even
more difficult amount to quantify is the personnel time required to verify
system integrity and assure compliance with the policies and procedures mandated
by the regulatory agencies. Such expense is estimated to have amounted to over
$100,000 since 1997 and will likely approximate $75,000 in 1999.
Croghan has a well established and tested contingency plan for mainframe and
personal computer processing. The plan has been implemented on various occasions
during times of electrical and telephone circuit interruption. A worst-case Year
2000 scenario would likely be similar in nature to interruptions that have been
experienced in the past. At those times, Croghan has reverted to the manual
processing of customer transactions at the teller windows with mainframe
processing accomplished at the off-site disaster recovery location (the off-site
location was tested in October 1998, January 1999, March 1999 and September 1999
for Year 2000 preparedness and found to be satisfactory). Croghan has strived to
ensure that its contingency plan, vendor, internal processing, and customer
segments of the Year 2000 preparedness plan are being executed.
<PAGE> 11
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.
CROGHAN BANCSHARES, INC
-------------------------------
Registrant
Date: October 28, 1999 /s/ Thomas F. Hite
------------------------ -------------------------------
Thomas F. Hite, President
Date: October 28, 1999 /s/ Allan E. Mehlow
------------------------ -------------------------------
Allan E. Mehlow, Treasurer
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED BALANCE SHEETS AND CONSOLIDATED STATEMENTS OF OPERATIONS AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1999
<PERIOD-END> SEP-30-1999
<CASH> 13,697
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 38,599
<INVESTMENTS-CARRYING> 41,202
<INVESTMENTS-MARKET> 40,830
<LOANS> 233,972
<ALLOWANCE> 3,256
<TOTAL-ASSETS> 345,943
<DEPOSITS> 291,824
<SHORT-TERM> 15,296
<LIABILITIES-OTHER> 2,124
<LONG-TERM> 2,000
0
0
<COMMON> 23,847
<OTHER-SE> 10,852
<TOTAL-LIABILITIES-AND-EQUITY> 345,943
<INTEREST-LOAN> 14,860
<INTEREST-INVEST> 3,196
<INTEREST-OTHER> 112
<INTEREST-TOTAL> 18,168
<INTEREST-DEPOSIT> 7,416
<INTEREST-EXPENSE> 7,868
<INTEREST-INCOME-NET> 10,300
<LOAN-LOSSES> 180
<SECURITIES-GAINS> 2
<EXPENSE-OTHER> 8,078
<INCOME-PRETAX> 3,466
<INCOME-PRE-EXTRAORDINARY> 2,300
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,300
<EPS-BASIC> 1.21
<EPS-DILUTED> 1.21
<YIELD-ACTUAL> 4.33
<LOANS-NON> 436
<LOANS-PAST> 1,791
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 1,533
<ALLOWANCE-OPEN> 3,418
<CHARGE-OFFS> 478
<RECOVERIES> 136
<ALLOWANCE-CLOSE> 3,256
<ALLOWANCE-DOMESTIC> 180
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
