U.S. 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 JUNE 30, 1997
[ ]TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM
__________ TO __________
Commission file number - 33-53596
FC BANC CORP.
(Exact name of small business issuer as specified in its charter)
OHIO 34-1718070
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) No.)
Farmers Citizens Bank Building,
105 Washington Square
Box 567, Bucyrus, Ohio 44820-0567
(Address of principal executive offices) (Zip Code)
(419) 562-7040
(Issuer's telephone number)
N/A
(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 . .
As of August 4, 1997, 321,188 shares of Common Stock of the Registrant were
outstanding. There were no preferred shares outstanding.
<PAGE>
<TABLE>
<CAPTION>
FC BANC CORP.
BUCYRUS, OHIO
FORM 10-QSB
INDEX
_____________________________________________________________________________
Page Number
<S> <C>
PART I FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Condensed consolidated balance sheets -- 3
June 30, 1997 and December 31, 1996
Condensed consolidated statements of income -- 4
Three and six months ended June 30, 1997 and 1996
Condensed consolidated statement of cash flows -- 5
Six months ended June 30, 1997 and 1996
Notes to condensed consolidated financial 6
statements -- June 30, 1997, 1996 and December 31, 1996
Item 2. Management's Discussion and Analysis of Financial 7
Condition and Results of Operations
PART II OTHER INFORMATION
Item 1. Legal Proceedings 12
Item 2. Changes in Securities 12
Item 3. Defaults upon Senior Securities 12
Item 4. Submission of Matters to a Vote of Security Holders 12
Item 5. Other Information 12
Item 6. Exhibits and Reports on Form 8-K 12
Signatures 14
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
FC BANC CORP.
Bucyrus, Ohio
CONSOLIDATED BALANCE SHEETS
_________________________________________________________________________________________________
< ---------- Dollars in thousands ----------->
(Unaudited) (Unaudited)
June 30, December 31,
1997 1996
____ ____
<S> <C> <C>
Assets
Cash and Cash equivalents
Cash and due from banks $ 3,981 $ 3,957
Federal funds sold 0 1,100
_______ _______
Total cash and cash equivalents 3,981 5,057
Investment securities available-for-sale, at fair value 28,864 32,194
Loans (net of unearned interest) 39,961 41,043
Less: Allowance for loan losses (1,283) (1,263)
_______ _______
Loans - net 38,678 39,780
Properties and equipment 1,380 1,476
Accrued income receivable 728 837
Deferred federal income taxes 491 521
Other assets 1,657 1,580
_______ _______
Total assets $75,779 $81,445
_______ _______
Liabilities and Shareholders' Equity
Deposits
Demand accounts 19,071 23,692
Savings accounts 18,747 20,208
Time deposits, $100,000 or over 721 914
Other time deposits 24,740 25,260
_______ _______
Total deposits 63,279 70,074
Federal funds purchased 700 0
Accrued interest payable 168 186
Accrued federal income taxes 124 63
Accrued expenses and other liabilities 552 455
_______ _______
Total liabilities $64,823 $70,778
_______ _______
Shareholders' Equity
Common stock -- $ 2.50 par value 832 832
Authorized -- 500,000 shares
Issued -- 332,816 shares
Surplus 1,377 1,377
Retained earnings 9,342 8,944
Treasury stock (11,628 shares in 1997 and
7,796 shares in 1996) (491) (322)
Unrealized loss on securities available-for-sale,
net of applicable deferred income taxes (104) (164)
_______ _______
Total shareholders' equity 10,956 10,667
_______ _______
Total liabilities and shareholders' equity $75,779 $81,445
_______ _______
______________________________________________________________________________________________________________
The accompanying notes are an integral part of these financial statements.
</TABLE>
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<TABLE>
<CAPTION>
FC BANC CORP.
Bucyrus, Ohio
CONSOLIDATED STATEMENTS OF INCOME
_____________________________________________________________________________________________________________
<---------Dollars in thousands, except per share amounts-------->
(Unaudited) (Unaudited)
3 Months Ended 6 Months Ended
June 30, June 30,
1997 1996 1997 1996
____ ____ ____ ____
<S> <C> <C> <C> <C>
Interest income
Interest and fees on loans $ 910 $ 844 $1,806 $1,665
Interest on investment securities:
Taxable 369 413 739 807
Exempt from federal income tax 73 104 148 208
Interest on federal funds sold 6 23 16 80
______ ______ ______ ______
Total interest income 1,358 1,384 2,709 2,760
______ ______ ______ ______
Interest expense
Interest on interest-bearing
checking accounts 68 79 142 165
Interest on savings deposits 137 143 269 290
Interest on certificates of deposit 322 350 636 688
Interest on borrowed funds 4 1 6 17
______ ______ ______ ______
Total interest expense 531 573 1,053 1,160
______ ______ ______ ______
Net interest income 827 811 1,656 1,600
Provision for loan losses 7 0 27 0
______ ______ ______ ______
Net interest income after
provision for loan loss 820 811 1,629 1,600
Noninterest income
Service charges on deposit accounts 83 97 164 181
Life insurance 17 16 34 42
Other income 31 13 53 46
______ ______ ______ ______
Total noninterest income 131 126 251 269
______ ______ ______ ______
Noninterst expense
Salaries and employee benefits 303 487 597 869
Net occupancy expense 92 92 195 193
Equipment expense 30 33 58 67
FDIC deposit insurance assessment 7 5 14 10
State and other taxes 40 41 82 81
Other expense 195 215 414 421
______ ______ ______ ______
Total noninterest expense 667 873 1,360 1,641
______ ______ ______ ______
Income before income taxes 284 64 520 228
Federal income tax expense 70 (14) 122 3
______ ______ ______ ______
Net Income $ 214 $ 78 $ 398 $ 225
______ ______ ______ ______
__________________________________________________________________________________________________________________
Per share data:
Weighted average shares outstanding 322,359 327,150 323,374 327,778
Net income per share of common stock $ 0.66 $ 0.24 $ 1.23 $ 0.69
__________________________________________________________________________________________________________________
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
FC BANC CORP.
Bucyrus, Ohio
CONSOLIDATED STATEMENTS OF CASH FLOWS
____________________________________________________________________________________________________
<------- Dollars in thousands ------->
6 Months Ended 6 Months Ended
June 30, June 30,
1997 1996
(Unaudited) (Unaudited)
<S> <C> <C>
Cash flows from operating activities:
Net Income $ 398 $ 225
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation 132 140
Provision for loan losses 27 0
Provision for deferred taxes 0 14
Amortization/Accretion - net 30 37
Change in accrued income and other assets 32 (173)
Change in accrued expenses and other liabilities 141 369
_______ _______
Total adjustments 362 387
_______ _______
Net cash provided by operating activities 760 612
Cash flows from investing activities:
Proceeds from maturities of available-for-sale securities 3,679 3,044
Purchase of available-for-sale securities (1,290) (7,005)
Net change in loans 1,074 (421)
Proceeds on sale of available for sale securities 1,001 873
Purchase of premises and equipment (37) (300)
_______ _______
Net cash used in investing activities 4,427 (3,809)
Cash flows from financing activities:
Net decrease in deposits (6,795) 692
Net change in short-term borrowing 700 (1,025)
Purchase of treasury stock (168) (315)
_______ _______
Net cash provided by financing activities (6,263) (648)
_______ _______
Net decrease in cash and cash equivalents (1,076) (3,845)
Cash and cash equivalents at beginning of period 5,057 9,529
_______ _______
Cash and cash equivalents at end of period $ 3,981 $ 5,684
_______ _______
____________________________________________________________________________________________________
Supplemental information:
Interest paid $ 1,071 $ 1,176
Net Income taxes paid $ 61 $ (138)
____________________________________________________________________________________________________
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
FC BANC CORP.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
June 30, 1997, 1996 and December 31,1996
________________________________________________________________________________
NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Corporation is a bank holding company whose activities are primarily
limited to holding the stock of the Farmers Citizens Bank, Bucyrus, Ohio, (the
"Company"). The Company conducts a general banking business in north central
Ohio which consists of attracting deposits from the general public and
applying those funds to the origination of loans for residential, consumer and
non-residential purposes. The Company's profitability is significantly
dependent on net interest income which is the difference between interest
income generated from interest-earning assets (i.e., loans and investments)
and the interest expense paid on interest-bearing liabilities (i.e., customer
deposits and borrowed funds). Net interest income is affected by the relative
amount of interest-earning assets and interest-bearing liabilities and
interest received or paid on these balances. The level of interest rates paid
or received by the Company can be significantly influenced by a number of
environmental factors, such as governmental monetary policy, that are outside
of management control.
Earnings per common share were computed by dividing net income by the
weighted average number of shares outstanding for the three- and six-month
periods ended June 30, 1997 and 1996. The weighted average number of shares
outstanding for the three-month periods ended June 30, 1997 and 1996, were
322,359 and 327,150, respectively. The weighted average number of shares
outstanding for the six-month periods ended June 30,1997 and 1996, were
323,374 and 327,778, respectively.
The consolidated financial information presented herein has been prepared
in accordance with generally accepted accounting principles ("GAAP") and
general accounting practices within the financial services industry. In
preparing consolidated financial statements in accordance with GAAP, management
is required to make estimates and assumptions that affect the reported amounts
of assets and liabilities and the disclosure of contingent assets and
liabilities at the date of the financial statements and revenues and expenses
during the reporting period. Actual results could differ from such estimates.
NOTE B - BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements
have been prepared in accordance with generally accepted accounting principles
for interim financial information and with instructions to Form 10-QSB and
Article 10 of Regulation S-X and Rule 310 of Regulation SB. Accordingly, they
do not include all information and footnotes required by generally accepted
accounting principles for complete financial statements. In the opinion of
management, all adjustments considered necessary for a fair presentation have
been included. Operating results are not necessarily indicative of the
results that may be expected for the year ended December 31, 1997.
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<PAGE>
FC BANC CORP.
MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
________________________________________________________________________________
The following focuses on the consolidated financial condition of FC Banc
Corp. at June 30, 1997, compared to December 31, 1996, and the results of
operations for the three- and six-month periods ended June 30, 1997, compared
to the same periods in 1996. The purpose of this discussion is to provide a
better understanding of the consolidated financial statements and footnotes
included in the Form 10-QSB. The Registrant is not aware of any market or
institutional trend, events or uncertainties that will have or are reasonably
likely to have a material effect on liquidity, capital resources or operations
except as discussed herein. Other than as discussed herein, the Registrant is
not aware of any current recommendations by regulatory authorities which would
have such effect if implemented.
Note Regarding Forward-Looking Statements
In addition to historical information contained herein, the following
discussion contains forward-looking statements that involve risks and
uncertainties. Economic circumstances, the Corporation's operations and the
Corporation's actual results could differ significantly from those discussed
in the forward-looking statements. Some of the factors that could cause or
contribute to such differences are discussed herein but also include changes
in the economy and interest rates in the nation and the Corporation's market
area generally. Some of the forward-looking statements included herein are
the statements regarding the allowance for loan losses.
Financial Condition
Liquidity
Liquidity relates to the Company's ability to meet cash demands of its
customers and their credit needs. Liquidity is provided by the Company's ability
to readily convert assets to cash and readily marketable, short-term assets such
as federal funds sold and deposits in other banks.
Cash, amounts due from banks and federal funds sold totaled $3,981,000 at
June 30, 1997. Investments and mortgage-backed securities available-for-sale
were $28,864,000 at June 30, 1997. These amounts decreased by $2,986,000 from
March 31, 1997 and $4,406,000 from December 31, 1996. These assets, as well
as anticipated deposit balance fluctuations, scheduled loan payments and
maturing investment securities, provide the Company with an adequate source of
funds for expected future demand for loans and for fluctuations in deposit
volume. They also provide management with the flexibility to change the
composition of interest earning assets as market conditions change in the
future. The Company's liquidity ratio was 50.06% at June 30, 1997, which
exceeded the regulatory requirements and management's internal guideline of
20.00%.
Liability liquidity relates to the Company's ability to retain existing
deposits, obtain new deposits and borrow in the marketplace. Total deposits
decreased $3,762,000 from March 31, 1997 and $6,795,000 from December 31,
1996. These decreases are attributable to the loss of $2 million public fund
deposits, normal seasonal fluctuations, and management's decision not to
aggressively price deposits. The Company has experienced some deposit
disintermediation during 1997 which management attributes primarily to
customer awareness of rate differentiation. Management does not anticipate
any significant amount disintermediation through the end of 1997. Management
expects total deposits to remain steady or experience some growth during the
remainder of 1997 as deposit products are repriced.
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Access to advances from the Federal Reserve Bank (FRB) in the form of
Federal Funds Purchased and Securities Sold Under Agreement to Repurchase
(Repo Agreements) are supplemental sources of cash to meet liquidity needs.
Capital Resources
Shareholders' equity totaled $10,956,000 at June 30, 1997, compared to
$10,771,000 at March 31, 1997and $10,667,000 at December 31, 1996,
respectively. This increase was primarily due to first quarter earnings of
$184,000 and second quarter earnings of $214,000 being offset by net treasury
stock purchases of $169,000 and net unrealized holding gains on securities
available-for-sale of $80,000. As of June 30, 1997, the ratio of shareholders'
equity to assets was 14.46% compared to 13.10% at December 31, 1996.
Regulatory Capital Requirements
The Company complies with the capital requirements established by the
Federal Reserve System, which aresummarized as follows:
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<CAPTION>
Capital Position
Regulatory as of
Minimum June 30, 1997 December 31, 1996
____________________________________________________________________________________
<S> <C> <C> <C>
Tier I 4.00% 25.12% 22.61%
risk-based
capital......
Total Risk- 8.00% 26.39% 23.88%
Based capital
Tier I 3.00% - 5.00% 14.36% 13.04%
leverage.....
</TABLE>
Under "Prompt Corrective Action" regulations adopted in September 1992,
the Federal Deposit Insurance Corporation (FDIC) has defined five categories
of capitalization (well capitalized, adequately capitalized, undercapitalized,
significantly undercapitalized, and critically undercapitalized). The Company
meets the "Well Capitalized" definition, which requires a total risk-based
capital ratio of at least 10%, and a leverage ratio of at least 8%. Effective
January 1, 1997, the Federal Financial Institutions Examination Council (the
FFIEC) adopted the Uniform Financial Institutions Rating System (the UFIRS).
Under the revised UFIRS interest rate risk became an additional element in
measuring risk-based capital. This change is not expected to significantly
impact the Company's compliance with capital guidelines.
Changes in Financial Condition
General. The Corporation's consolidated total assets were $75.78 million
at June 30, 1997, reflecting a decrease of $2.69 million, or 3.43%, from the
$78.47 million at March 31, 1997, and $5.66 million or 6.96%, from the $81.44
million at December 31, 1996. This decline was primarily attributed to a
decrease in deposits coupled with decreased loan demand, primarily commercial
and real estate, and maturing investment securities.
Cash and Cash Equivalents, Investment Securities, and Mortgage-Backed
Securities. Cash and cash equivalents, investment securities, and
mortgage-backed securities decreased $4.41 million between December 31,
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1996 and June 30, 1997. The decline was primarily attributable to $3.68
million in principle reductions and maturing investment securities, the
proceeds of which were utilized to satisfy depositor withdrawal requests.
Dollars invested in overnight funds increased from $1.1 million at December
31, 1996 to $2.0 million at March 31, 1997 and then decreased to zero at June
30, 1997.
Loans Receivable. Total loans outstanding at June 30, 1997, equaled
$39.96 million, compared to $39.72 million and $41.04 million at March 31,
1997 and December 31, 1996, respectively. The decline of $1.30 million in
commercial loans since December 31, 1996 has been partially offset by
increases in consumer based portfolios. However, total loans have increased
in the second quarter of 1997 by $245 thousand after a first quarter decline
of $1.30 million. The results of managements initiation of an enhanced
officer call program and several new products are beginning to be reflected in
the financial statements of the company.
Deposits. Total deposits decreased by $3.76 million, or 4.33%, during
the quarter ended June 30,1997, for a total decrease of $6.80 million since
December 31, 1996. Total demand and savings deposits have continued to
decline in the second quarter. Demand deposits declined by $2.39 million and
savings deposits declined a modest $0.42 million which together accounts for
approximately 74.73% of the total deposit decline during the three months
ended June 30, 1997.
The overall decline in deposits for the six-month period ended June 30,
1997 was $6.80 million or 9.70% of which approximately 89.51%, or $6.08
million was attributed to demand and savings accounts.
Liabilities other than deposits and federal funds purchased increased by
$182,000 during the second quarter of 1997 after a decrease of $42,000 during
the first quarter of 1997. The fluctuations noted in the other liability
account are attributed primarily to the accrual for various operating expenses
such as interest on deposits and federal funds purchased, federal income
taxes, personnel expense, and so forth.
Results of Operations
General. The Corporation recorded a consolidated net income of $214,000
for the second quarter of 1997, compared to $78,000 for the same quarter in
1996. This growth was primarily attributable to a decrease in salaries and
employee benefits. Year-to-date net income for the six months ended June
30,1997 as compared to June 30, 1996 was up by 76.88%, or $173,000.
Three months ended, June 30, 1997 vs Three months ended, June 30, 1996
Net Interest Income. The Corporation's net interest income for the three
months ended June 30, 1997, increased by 2.10%, from $811,000 to $820,000,
compared to the same period in 1996. The net interest margin, which consists
of net interest income as a percentage of average interest-earning assets,
increased slightly, from 4.31% for the three months ended June 30, 1996, to
4.63% for the same period in 1997, primarily as a result of the decline in
volume of interest-bearing liabilities coupled with a general decrease in the
yield, or interest cost, of each category of interest-bearing liabilities.
During the same period, net interest spread, which reflects average yield on
interest-earning assets less costs of interest-bearing liabilities, decreased
slightly to 4.45%. Average loans outstanding continued to show an increase
over 1996 which contributed approximately $64,000 to the net interest income
while the changes in average yield on loans outstanding decreased the net
interest income by approximately $2,000.
Provision for Loan Losses. The allowance for loan losses was established
and is maintained by periodic charges to the provision for loan losses, an
operating expense, in order to provide for the risk of loss inherent in the
Corporation's loan portfolio. Loan losses and recoveries are charged or
credited, respectively, to the allowance for loan losses as they occur.
The allowance and provision for loan losses is determined by management
upon consideration of such factors as the size and character of the loan
portfolio, loan loss experience, problem loans and economic conditions in the
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Corporation's market area. Management attempts to minimize the risk
associated with each loan by evaluating each loan independently based upon
criteria which include, but are not limited to, (a) the purpose of the loan,
(b) the credit history of the borrower, (c) the borrower's financial standing
and trends, (d) the market value of the collateral involved, and (e) the down
payment received. Quarterly reviews of the loan portfolio are conducted to
identify problem loans and to determine appropriate courses of action on a
loan-by-loan basis. While management believes that it uses the best
information available to determine the allowance for loan losses, unforeseen
market conditions could result in material adjustments, and net earnings could
be significantly adversely affected, if circumstances differ substantially
from the assumptions used in making the final determination. Increases in the
loan portfolio, increases in the types of loans carrying greater risk of loss,
increases in non-performing loans and changes in the local and national
economy all could cause the allowance for loan losses to be insufficient.
The Company added $7,000 to the allowance for loan losses during the
quarter ended June 30, 1997, due to the results of management's quarterly
evaluation of the loan portfolio. The Company also recognized $22,000 in
losses on loans while recovering $43,000 on loans previously charged against
the allowance for loan losses.
Noninterest Income and Expense. Noninterest income was $131,000 for the
three months ended June 30, 1997, compared to $126,000, for the same period in
1996. This increase was primarily the result of the increases in credit card
related fee income and other miscellaneous operating income. Service charges
on deposit accounts decreased primarily as a result of the reduction in
deposits. Noninterest expense declined $206,000 for the three months ended
June 30, 1997, compared to the same period in 1996. Total personnel costs for
the current period decreased $184,000. The larger personnel costs in 1996
were directly related to staffing changes and the retirement of long-term
employees.
Six months ended, June 30, 1997 vs Six months ended, June 30, 1996
Net Interest Income. The Corporation's net interest income for the six
months ended June 30, 1997, increased 3.50%, or $56,000 over the same period
in 1996. This increase was primarily attributable to the overall reduction in
interest paid on deposits. The net interest margin, which consists of net
interest income as a percentage of average interest-earning assets, increased
from 4.25% to 4.62% for the six months ended June 30, 1997, as compared to the
same period in 1996. This is representative of the increase in the ratio of
total loans to total deposits and interest-bearing liabilities, from
approximately 58% at June 30, 1996 to approximately 62% at June 30, 1997.
Provision for Loan Losses. The allowance for loan losses was established
and is maintained by periodic charges to the provision for loan losses, an
operating expense, in order to provide for the risk of loss inherent in the
Corporation's loan portfolio. Loan losses and recoveries are charged or
credited, respectively, to the allowance for loan losses as they occur.
The allowance and provision for loan losses is determined by management
upon consideration of such factors as the size and character of the loan
portfolio, loan loss experience, problem loans and economic conditions in the
Corporation's market area. Management attempts to minimize the risk
associated with each loan by evaluating each loan independently based upon
criteria which include, but are not limited to, (a) the purpose of the loan,
(b) the credit history of the borrower, (c) the borrower's financial standing
and trends, (d) the market value of the collateral involved, and (e) the down
payment received. Quarterly reviews of the loan portfolio are conducted to
identify problem loans and to determine appropriate courses of action on a
loan-by-loan basis. While management believes that it uses the best
information available to determine the allowance for loan losses, unforeseen
market conditions could result in material adjustments, and net earnings could
be significantly adversely affected, if circumstances differ substantially
from the assumptions used in making the final determination. Increases in the
loan portfolio, increases in the types of loans carrying greater risk of loss,
increases in non-performing loans and changes in the local and national
economy all could cause the allowance for loan losses to be insufficient.
The Corporation added $27,000 to the allowance for loan losses during the
six months ended June 30, 1997, due to the results of management's quarterly
evaluation of the loan portfolio. The Corporation also recognized
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<PAGE>
$63,000 in losses on loans while recovering $56,000 on loans previously
charged against the allowance for loan losses.
Noninterest Income and Expense. Noninterest income was $251,000 for the
six months ended June 30, 1997, compared to $269,000, for the same period in
1996. This decrease was primarily the result of the decrease in credit card
related fee income of $3,000. Service charges on deposit accounts also
decreased by $17,000 for the six months ended June 30, 1997, compared to the
same period in 1996. Noninterest expense also decreased by $281,000 for the
three months ended June 30, 1997, compared to the same period in 1996. The
decrease was attributed to the decreased costs of employee salaries and
benefit plans of $272,000, which was due to the changes in staffing and a
reduction in the total number of employees.
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<PAGE>
FC BANC CORP.
PART II - OTHER INFORMATION
________________________________________________________________________________
ITEM 1 - LEGAL PROCEEDINGS
Not Applicable
ITEM 2 - CHANGES IN SECURITIES
Not Applicable
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
Not Applicable
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not Applicable
ITEM 5 - OTHER INFORMATION
a. New Director Appointed
Mr. James Spreng, who has been a director for several years,
recently notified us that he had accepted a new position and as a
requirement of his employment he could no longer serve in the
capacity of director of the Bank. Therefore, he has tendered his
resignation as director of both FC Banc Corp. and Farmers Citizens
Bank, Bucyrus, Ohio, effective July 22, 1997.
On July 22, 1997, the Board of Directors, after careful consider-
ation, has appointed John O. Spreng, Jr. to the Board of Directors
of both FC Banc Corp. and Farmers Citizens Bank. Mr. Spreng is a
prominent local farmer, head of the Crawford County Fair Board, a
director of the local Rotary Club and involved in numerous other
civic activities. He also gives us representation from the eastern
side of the county as well as the agricultural community.
b. Subsidiary Management Additions
Brad Murtiff joined the Farmers Citizens Bank, a wholly owned
subsidiary, July 15, 1997 as Assistant Vice President and Mortgage
Division Manager. He is responsible for building the Mortgage
Department which includes the introduction of new products,
increasing awareness in the community, and the overall growth and
development of the mortgage business. Brad has morethan ten years
of experience in the mortgage industry which includes the
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<PAGE>
formation of his own mortgage business. As a licensed mortgage
broker, Brad handled all aspects of a mortgage from application to
closing. Brad is a valuable addition to Farmers Citizens Bank as
his background and skills will result in increased quality, profit-
ability, and growth for many years to come.
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
c. Exhibit 27: Financial Data Schedule
d. A report on Form 8-K was filed during the quarter ended June 30,
1997. (A Shareholders' letter describing first quarter results,
filed on April 24, 1997.)
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<PAGE>
SIGNATURES
In accordance with 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.
FC BANC CORP.
Date AUGUST 12, 1997 /s/ G. W. Holden
___________________________ ____________________________
G. W. Holden
President and Chief Executive Officer
/s/ Terry L. Gernert
____________________________
Terry L. Gernert
Secretary/Treasurer
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<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM CONSOLIDATED
BALANCE SHEETS AS OF JUNE 30, 1997 & DECEMBER 31, 1996, AND RELATED CONSOLIDATED
INCOME STATEMENTS FOR THE THREE & SIX MONTHS ENDING JUNE 30, 1997 & 1996, AND
CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE PERIODS ENDED JUNE 30, 1997 & 1996,
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<CIK> 0000893539
<NAME> FC BANC CORP.
<MULTIPLIER> 1,000
<CURRENCY> US DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> APR-01-1997
<PERIOD-END> JUN-30-1997
<EXCHANGE-RATE> 1
<CASH> 3,981
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
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0
0
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</TABLE>
