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DEARBORN BANCORP, INC. AND SUBSIDIARY FORM 10-Q (continued)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

A.	Accounting and Reporting Policies
	The consolidated financial statements of Dearborn Bancorp, Inc. (the "Corporation") include the consolidation of its only subsidiary, Community Bank of Dearborn (the "Bank"). The accounting and reporting policies of the Corporation are in accordance with generally accepted accounting principles and conform to practice within the banking industry.
	The consolidated financial statements of the Corporation as of September 30, 1999 and December 31, 1998 and for the three and nine month periods ended September 30, 1999 and 1998 reflect all adjustments, consisting of normal recurring items which are in the opinion of management, necessary for a fair presentation of the results for the interim period. The operating results for the quarter are not necessarily indicative of results of operations for the entire year.
	The consolidated financial statements included herein have been prepared by the Corporation, without an audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. These financial statements should be read in conjunction with the financial statements and notes thereon included in the Corporation's 1998 Annual Report to Stockholders on Form 10-K.

PART 1 - FINANCIAL INFORMATION

ITEM 2. - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
   AND RESULTS OF OPERATIONS

The following discussion and analysis is intended to address significant factors affecting the financial condition and results of operations of the Corporation. The discussion provides a more comprehensive review of the financial position and operating results than can be obtained from a reading of the financial statements and footnotes presented elsewhere in this report.

Certain information contained in Management's Discussion and Analysis of Financial Condition and Results of Operations may be deemed to include forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995 and are subject to the Act's safe harbor provisions. These statements are based on current expectations and involve a number of risks and uncertainties. Actual results could differ materially and adversely from those described in the forward-looking statements as a result of various factors outside the control of the Corporation, including but not limited

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to the following: the risk of non-payment of loans, changes in prevailing economic conditions causing declines in real estate market values, rapid changes in interest rates and the monetary and fiscal policies of the federal government, and strong competition for deposits, loans and other financial services from competitors.

General

The Corporation was formed in 1992 and the Bank was formed in 1993. Principal operations of the Bank commenced on February 28, 1994 when the Bank opened for business at its main office, located at 22290 Michigan Avenue, Dearborn, Michigan. On December 20, 1995, the Bank opened its second office, located at 24935 West Warren Avenue, Dearborn Heights, Michigan. On August 11, 1997, the Bank opened its third office, located at 44623 Five Mile Road, Plymouth Township, Michigan.

Results of Operations

The Corporation reported net income of $223,000 and $260,000 for the three month and nine month periods ended September 30, 1999, respectively, compared to net income of $284,000 and $714,000 for the three and nine month periods ended September 30, 1998. The Corporation's net income for the nine month period ended September 30, 1999 was negatively impacted by a charge-off of $543,000 during the second quarter due to the bankruptcy of a commercial borrower.

Net Interest Income

1999 Compared to 1998. Net interest income for the three month period ended September 30, 1999 was $1,262,000 compared to $1,097,000 for the same period ended September 30, 1998, an increase of $165,000 or 15%. The increase was caused primarily by an increase in the Corporation's interest rate spread to 2.40% in 1999 from 2.16% in 1998. At the same time, the Corporation's average earning assets increased by $18.8 million between the periods while average interest-bearing liabilities grew by $16.3 million. The Corporation's net interest margin decreased in 1999 to 3.62% from 3.64% in 1998. The Corporation's increase in interest rate spread was a result of lowering the cost of deposits, while increasing loan volume.

Net interest income for the nine month period ended September 30, 1999 was $3,575,000 compared to $2,776,000 for the same period ended September 30, 1998, an increase of $799,000 or 29%. This increase was caused primarily by an increase in average earning assets of $24.7 million between the periods while average interest-bearing liabilities grew by $16.3 million. Additionally, the Corporation's average cost of deposits decreased to 4.77% in 1999 from 5.40% in 1998. At the same time the Corporation's interest rate spread increased to 2.32% in 1999 from 2.08% in 1998. The Corporation's net interest margin also increased in 1999 to 3.55% from 3.43% in 1998. The Corporation's increase in interest rate spread was a result of lowering the cost of deposits, while increasing loan volume.

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Average Balances, Interest Rates and Yields. Net interest income is affected by the difference ("interest rate spread") between rates of interest earned on interest-earning assets and rates of interest paid on interest-bearing liabilities and the relative amounts of interest-bearing liabilities and interest-earning assets. When the total of interest-earning assets approximates or exceeds the total of interest-bearing liabilities, any positive interest rate spread will generate net interest income. Financial institutions have traditionally used interest rate spreads as a measure of net interest income. Another indication of an institution's net interest income is its "net yield on interest-earning assets" or "net interest margin," which is net interest income divided by average interest-earning assets.

The following table sets forth certain information relating to the Corporation's consolidated average interest-earning assets and interest-bearing liabilities and reflects the average yield on assets and average cost of liabilities for the periods indicated. Such yields and costs are derived by dividing income or expense by the average daily balance of assets or liabilities, respectively, for the periods presented. During the periods indicated, non-accruing loans, if any, are included in the net loan category.

	Three Months ended    September 30, 1999					Three Months ended    September 30, 1998
(In thousands)	Average    Balance	Interest		Average    Rate		Average    Balance		Interest		Average    Rate
Assets
Federal funds sold and interest       bearing deposits with banks	$3,103	$39		5.03%		$8,904		$121		5.44%
Investment securities, available for sale	60,584	839		5.54%		51,225		773		6.04%
Loans	75,694	1,624		8.58%		60,477		1,375		9.09%
Sub-total earning assets	139,381	2,502		7.18%		120,606		2,269		7.53%
Other assets	6,059					5,230
Total assets	$145,440					$125,836
Liabilities and stockholders' equity
Interest bearing deposits	$103,230	$1,231		4.77%		$86,891		$1,162		5.35%
Other borrowings	510	9		7.06%		525		10		7.62%
Sub-total interest bearing liabilities	103,740	1,240		4.78%		87,416		1,172		5.36%
Non-interest bearing deposits	13,570					10,344
Other liabilities	857					474
Stockholders' equity	27,273					27,602
Total liabilities and stockholders' equity	$145,440					$125,836
Net interest income		$1,262						$1,097
Net interest rate spread				2.40%						2.17%
Net interest margin on earning assets				3.62%						3.64%

 

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	Nine Months ended    September 30, 1999			Nine Months ended    September 30, 1998
(In thousands)	Average    Balance	Interest	Average    Rate	Average    Balance	Interest	Average    Rate
Assets
Federal funds sold and interest       bearing deposits with banks	$4,423	$178	5.37%	$9,622	$387	5.36%
Investment securities, available for sale	56,530	2,357	5.56%	41,982	1,862	5.91%
Loans	71,800	4,538	8.43%	56,453	3,830	9.05%
Sub-total earning assets	132,753	7,073	7.10%	108,057	6,079	7.50%
Other assets	5,672			5,137
Total assets	$138,425			$113,194
Liabilities and stockholders' equity
Interest bearing deposits	$97,033	$3,472	4.77%	$80,695	$3,271	5.40%
Other borrowings	511	26	6.78%	501	32	8.52%
Sub-total interest bearing liabilities	97,544	3,498	4.78%	81,196	3,303	5.42%
Non-interest bearing deposits	12,507			10,576
Other liabilities	845			478
Stockholders' equity	27,529			20,944
Total liabilities and stockholders' equity	$138,425			$113,194
Net interest income		$3,575			$2,776
Net interest rate spread			2.32%			2.08%
Net interest margin on earning assets			3.55%			3.43%

 

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Rate/Volume Analysis. The following table analyzes net interest income in terms of changes in the volume of interest-earning assets and interest-bearing liabilities and changes in yields and rates. The table reflects the extent to which changes in the interest income and interest expense are attributable to changes in volume (changes in volume multiplied by prior year rate) and changes in rate (changes in rate multiplied by prior year volume). Changes attributable to the combined impact of volume and rate have been allocated proportionately to changes due to volume and changes due to rate.

	Three months ended    September 30, 1999/1998    Change in interest due to						Nine months ended    September 30, 1999/1998    Change in interest due to
(In thousands)	Volume		Rate		Net    Change		Volume		Rate		Net    Change
Assets
Federal funds sold and interest       bearing deposits with banks	($73	)	($9	)	($82	)	($209	)	($---	)	($209	)
Investment securities, available for sale	130		(64	)	66		607		(112	)	495
Loans	326		(77	)	249		970		(262	)	708
Total interest earning assets	$383		($150	)	$233		$1,368		($374	)	$994
Liabilities
Interest bearing deposits	$195		($126	)	$69		$585		($384	)	$201
Other borrowings	---		(1)	)	(1	)	1		(7	)	(6	)
Total interest bearing liabilities	$195		($127	)	$68		$586		($391	)	$195
Net interest income					$165						$799
Net interest rate spread					0.23%						0.24%
Net interest margin on earning assets					-0.02%						0.12%

Provision for Possible Credit Losses

1999 Compared to 1998. The provision for possible credit losses was $40,000 and $707,000 for the three and nine month periods ended September 30, 1999, respectively, compared to $37,000 and $79,000 for the same periods in 1998, an increase of $3,000 for the three month period and $628,000 for the nine month period. This significant increase in the nine month period was necessary, due primarily to the bankruptcy of a borrower, with whom the Corporation participated in a lending relationship along with a number of other Michigan banks. Management felt the need to charge-off the majority of the loan relationship due to the uncertainty to collect from the borrower, resulting in the need to increase the the provision for credit losses accordingly to insure the allowance for credit losses is maintained at a balance considered appropriate to cover losses inherent in the portfolio. The provision for possible credit losses was based upon management's assessment of relevant factors, including types and amounts of non-performing loans, historical and anticipated loss experience on such types of loans, and current and projected economic conditions.

 

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Non-interest Income

1999 Compared to 1998. Non-interest income was $146,000 and $427,000 for the three and nine month periods ended September 30, 1999, respectively, compared to $129,000 and $316,000 for the same periods in 1998, an increase of $17,000 or 13% for the three month period and $111,000 or 35% for the nine month period. This increase was primarily due to gains on loans held for sale and increases in service charges on deposit accounts.

Non-interest Expense

1999 Compared to 1998. Non-interest expense was $984,000 and $2,834,000 for the three and nine month periods ended September 30, 1999, respectively, compared to $759,000 and $2,071,000 for the same periods in 1998, an increase of $225,000 or 30% for the three month period and $763,000 or 37 % for the nine month period. The largest components of non-interest expense were salaries and employee benefits which amounted to $574,000 and $1,647,000 and occupancy and equipment expense which amounted to $112,000 and $329,000 for the three and nine month periods ended September 30, 1999, respectively. For the same periods in 1998, salaries and employee benefits were $471,000 and $1,259,000 and occupancy and equipment expense were $101,000 and $292,000, respectively. The primary factor for these increases was the expansion of the operations and lending departments of the Bank in 1998 and 1999. As of September 30, 1999, the number of full time equivalent employees was 40 as compared to 35 as of September 30, 1998.

Income Taxes

1999 Compared to 1998. The income tax expense was $161,000 and $201,000 for the three and nine month periods ended September 30, 1999, respectively, compared to an income tax expense of $146,000 and $228,000 for the same periods in 1998. The decrease was primarily due to the decreased income before income taxes in 1999.

Comparison of Financial Condition at September 30, 1999 and December 31, 1998

Assets. Total assets at September 30, 1999 were $146.4 million compared to $126.8 million at December 31, 1998, an increase of $19.6 million or 15%. The increase was primarily due to increases in deposits, which were then deployed into loans and investment securities - available for sale.

Federal Funds Sold. Total federal funds sold at September 30, 1999 were $3.3 million compared to $4.0 million at December 31, 1998, a decrease of $0.7 million or 18%. The decrease was due to the deployment of funds into loans and investment securities - available for sale.

Mortgage Loans Held for Sale. Total mortgage loans held for sale at September 30, 1999 were $1,128,000 compared to $1,211,000 at December 31, 1998, a decrease of $83,000 or 7%. This decrease was primarily related to a decrease in demand for mortgage loans as a result of the increasing interest rate environment.

 

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Investment Securities - Available for Sale. Total investment securities - available for sale, at September 30, 1999 were $60.9 million compared to $50.2 million at December 31, 1998, an increase of $10.7 million or 21%. An increase in deposits has enabled the Corporation to invest in investment securities - available for sale until such time as quality loan opportunities or other higher yielding investments become available. All securities within the Corporation's portfolio are U.S. Treasury issues, U.S. Government sponsored agency issues, corporate debt securities carrying ratings of Aa2 or better or munipal obligations carrying ratings of Aaa or better. The Corporation does not hold any securities in the "Held to Maturity" category nor does the Corporation hold or utilize derivatives.

The amortized cost and estimated market value of investments in debt securities available for sale are as follows (in thousands):

	September 30, 1999
	Amortized Cost		Gross    Unrealized    Gains		Gross    Unrealized    Losses		Estimated    Market    Value
US Treasury securities	$2,344		$---		($51	)	$2,293
US Government agency securities	56,855		---		(824	)	56,031
Municipal Bonds	126		---		(2	)	124
Corporate debt securities	2,466		---		---		2,466
Totals	$61,791		$---		($877	)	$60,914
	December 31, 1998
	Amortized Cost		Gross    Unrealized    Gains		Gross    Unrealized    Losses		Estimated    Market    Value
US Treasury securities	$2,013		$---		($1	)	$2,012
US Government agency securities	31,682		---		(20	)	31,662
Corporate debt securities	16,537		---		---		16,537
Totals	$50,232		$---		($21	)	$50,211

 

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Loans. Total loans at September 30, 1999 were $75.6 million compared to $66.0 million at December 31, 1998, an increase of $9.6 million or 15%. Major categories of loans included in the loan portfolio are as follows (in thousands):

	09/30/99		12/31/98		09/30/98
Consumer loans	$10,566		$12,434		$13,262
Commercial, financial, & other	19,701		14,843		13,178
Commercial real estate construction	3,100		2,619		1,888
Commercial real estate mortgages	16,873		12,478		11,954
Residential real estate mortgages	25,384		23,649		20,966
	75,624		66,023		61,248
Allowance for possible credit losses	(750	)	(627	)	(594	)
	$74,874		$65,396		$60,654

 

The following is a summary of non-performing assets and problems loans (in thousands):

	09/30/99		12/31/98		09/30/98
Over 90 days past due and still accruing	$66		$2		$---
Non-accrual loans	154		410		37
Renegotiated loans	---		---		---
Other real estate owned	---		---		---
	$220		$412		$37

 

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Allowance for Possible Credit Losses. The allowance for possible credit losses at September 30, 1999 was $750,000 compared to $627,000 at December 31, 1998, an increase of $123,000 or 20%. The increase in the allowance for possible credit losses was based upon management's assessment of relevant factors, including types and amounts of non-performing loans, historical and anticipated loss experience on such types of loans, and current and projected economic conditions.

The following is an analysis of the allowance for possible credit losses (in thousands):

	09/30/99		12/31/98		09/30/98
Balance, beginning of year	$627		$522		$522
Charge-offs:
Consumer Loans	(55	)	(15	)	(7	)
Commercial Loans	(543	)	---		---
Recoveries:
Consumer Loans	14		---		---
Net charge-offs	(584	)	(15	)	(7	)
Additions charged to operations	707		120		79
Balance, September 30	$750		$627		$594
Allowance to total loans	0.99	%	0.95	%	0.97	%
Net charge-offs to average loans	0.81	%	0.03	%	0.01	%
Average allowance for possible loan losses	659		564		549
Average total loans, gross	71,800		59,355		56,453
Average allowance to average total loans	0.92	%	0.95	%	0.97	%

Net charge-offs for the nine month period ended September 30, 1999 were $583,000, compared to $7,000 for the same period in 1998. A charge-off of a commercial loan relationship in the amount of $543,000 during the three month period ended June 30, 1999 was the largest single charge-off in the Bank's history. Since the Bank's inception in 1994 through December 31, 1998, net charge-offs were $35,000.

Bank Premises and Equipment. Bank premises and equipment at September 30, 1999 was $2.4 million compared to $2.4 million at December 31, 1998.

 

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Accrued Interest Receivable. Accrued interest receivable at September 30, 1999 was $1,157,000 compared to $933,000 at December 31, 1998, an increase of $224,000 or 24%. The increase was primarily due to increase in loans and investments securities - available for sale.

Other Assets. Other assets at September 30, 1999 were $822,000 compared to $372,000 at December 31, 1998, an increase of $450,000 or 121%. The increase was primarily due to increases in prepaid federal income taxes and deferred income tax benefit.

Deposits. Total deposits at September 30, 1999 were $117.6 million compared to $97.6 million at December 31, 1998, an increase of $20.0 million or 20%. The following is a summary of the distribution of deposits (in thousands):

	09/30/99	12/31/98	09/30/98
Non-interest bearing:
Demand	$14,132	$11,142	$9,320
Interest bearing:
Checking	$4,995	$3,630	$2,646
Money market	14,644	11,215	14,130
Savings	3,972	2,079	1,884
Time, under $100,000	42,809	42,790	41,374
Time, $100,000 and over
Non-volatile priced	13,014	13,493	14,147
Volatile priced (negotiated rate)	24,006	13,261	13,440
	$103,440	$86,468	$87,621

The increase in deposits was primarily due to normal business development, marketing, telemarketing, referral programs and growth strategies which included an annual birthday celebration and major marketing campaign in March. The increase in deposits enabled the Corporation to invest the funds in loans and investment securities - available for sale.

Accrued Interest Payable. Accrued interest payable at September 30, 1999 was $371,000 compared to $338,000 at December 31, 1998, an increase of $33,000 or 10%. The increase was due to the increase in the volume of time deposits.

Other Liabilities. Other liabilities at September 30, 1999 were $502,000 compared to $559,000 at December 31, 1998, an decrease of $57,000 or 10%. The decrease was primarily due to the decrease in deferred taxes.

 

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Capital

Stockholders' equity at September 30, 1999 was $27.4 million compared to $27.7 million at December 31, 1998, a decrease of $0.3 million or 1%. The following is a presentation of the Bank's regulatory capital ratios (in thousands):

	Actual		Minimum For Capital   Adequacy Purposes:		Minimum   To Be Well Capitalized   Under Prompt Corrective   Action Provisions:
	Amount	Ratio	Amount	Ratio	Amount	Ratio
As of September 30, 1999
Total capital       (to risk weighted assets)	11,667	14.49%	6,443	8.00%	8,054	10.00%
Tier 1 capital       (to risk weighted assets)	10,917	13.55%	3,222	4.00%	4,832	6.00%
Tier 1 capital       (to average assets)	10,917	8.53%	5,120	4.00%	6,400	5.00%
As of December 31, 1998
Total capital       (to risk weighted assets)	10,622	16.20%	5,245	8.00%	6,557	10.00%
Tier 1 capital       (to risk weighted assets)	9,995	15.20%	2,623	4.00%	3,934	6.00%
Tier 1 capital       (to average assets)	9,995	9.00%	4,438	4.00%	5,547	5.00%

Based on the respective regulatory capital ratios at September 30, 1999 and December 31, 1998, the Bank is considered well capitalized.

On April 8, 1998, the Corporation completed an initial public offering of common stock underwritten by Roney and Co. As a result of the offering, the Corporation sold 1,407,600 shares of stock, adjusted for a two percent stock dividend issued in January 1999, at a price of $13.73 per share and received $18.0 million in new capital, net of offering costs. The Corporation is also now trading on the NASDAQ National Market under the symbol "DEAR".

 

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Liquidity and Asset and Liability Management

Liquidity refers to readily available funds to meet the needs of borrowers and depositors. Levels of liquidity are closely monitored in conjunction with loan funding requirements and deposit outflows. Adequate liquidity protects institutions from raising funds under duress at excessive expense and provides a necessary cushion for occasional unpredictable aberrations in demand. While adequate liquidity is imperative, excessive liquidity in lower yielding cash investments or other easily marketable assets reduces potential interest income. Thus, an appropriate balance must be maintained to protect the institution and at the same time, prudently maximize income opportunities. Sources of liquidity from both assets and liabilities include federal funds sold, securities available for sale, loan repayments, core deposits, a federal funds purchase credit facility and a relationship with borrowing capability with the Federal Home Loan Bank.

The Corporation has sought to manage its exposure to changes in interest rates by matching more closely the effective maturities or repricing characteristics of the Corporation's interest-earning assets and interest-bearing liabilities. The matching of the asset and liabilities may be analyzed by examining the extent to which the assets and liabilities are interest rate sensitive and by monitoring the expected effects of interest rate changes on net interest income.

An asset or liability is interest rate sensitive within a specific time period if it will mature or reprice within that time period. If the Corporation's assets mature or reprice more quickly or to a greater extent that its liabilities, the Corporation's net portfolio value and net interest income would tend to increase during periods of rising interest rates but decrease during periods of falling interest rates. If the Corporation's assets mature or reprice more slowly or to a lesser extent than its liabilities, its net portfolio value and net interest income would tend to decrease during periods of rising interest rates but increase during periods of falling interest rates.

Interest Rate Sensitivity Analysis. The matching of assets and liabilities may be analyzed by examining the extent to which such assets and liabilities are "interest rate sensitive" and by monitoring an institution's interest rate sensitivity "gap." An asset or liability is said to be interest rate sensitive within a specific period if it will mature or reprice within that period. The interest rate sensitivity "gap" is the difference between the amount of interest-earning assets maturing or repricing within a specific time period and the amount of interest-bearing liabilities maturing or repricing within that time period. A gap is considered positive when the amount of interest rate sensitive assets exceeds the amount of interest rate sensitive liabilities, and is considered negative when the amount of interest rate sensitive liabilities exceed the amount of interest rate sensitive assets. During a period of rising interest rates, a negative gap would be expected to adversely affect net interest income while a positive gap would be expected to result in an increase in net interest income, while conversely during a period of declining interest rates, a negative gap would be expected to result in an increase in net interest income and a positive gap would be expected to adversely affect net interest income.

 

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Different types of assets and liabilities with the same or similar maturities may react differently to changes in overall market rates or conditions, and thus changes in interest rates may affect net interest income positively or negatively even if an institution were perfectly matched in each maturity category. Additionally, the gap analysis does not consider the many factors as banking interest rates move. While the interest rate sensitivity gap is a useful measurement and contributes toward effective asset and liability management, it is difficult to predict the effect of changing interest rates solely on that measure, without accounting for alterations in the maturity or repricing characteristics of the balance sheet that occur during changes in market interest rates. During periods of rising interest rates, the Corporation's assets tend to have prepayments that are slower than those in an interest rate sensitivity gap and would increase the negative gap position. Conversely, during a period of declining interest rates, the Corporation's assets would tend to prepay faster than originally expected thus decreasing the negative gap position. In addition, some of the Corporation's assets, such as adjustable rate mortgages, have caps on the amount by which their interest rates can change in any single period, and therefore may not reprice as quickly as liabilities in the same maturity category.

The following table sets forth the amounts of interest-earning assets and interest-bearing liabilities outstanding at September 30, 1999 which are expected to mature or reprice in each of the time periods shown (in thousands):

	Interest Rate Sensitivity Period
(In thousands)	1-90 Days		91-365 Days		1-5 Years		Over 5 Years		Total
Earning assets
Federal funds sold	$3,276		$---		$---		$---		$3,276
Mortgage loans held for sale	1,128		---		---		---		1,128
Securities available for sale	2,466		---		58,448		---		60,914
Total loans, net of non-accrual	19,428		4,961		44,027		7,055		75,471
Total earning assets	26,298		4,961		102,475		7,055		140,789
Interest bearing liabilities
Total interest bearing deposits	17,907		59,280		26,253		---		103,440
Mortgage payable	---		---		---		499		499
Total interest bearing liabilities	17,907		59,280		26,253		499		103,939
Net asset (liability) funding gap	8,391		(54,319	)	76,222		6,556		$36,850
Cumulative net asset (liability)    funding gap	$8,391		($45,928	)	$30,294		$36,850

 

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Year 2000 Problem

The Corporation is aware of the current concerns throughout the business community of reliance upon computer software programs that do not properly recognize the year 2000 in date formats, often referred to as the "Year 2000 Problem." The Year 2000 Problem is the result of software being written using two digits rather than four digits to define the application year (i.e., "99" rather than "1999"). A failure by a business to properly identify and correct a Year 2000 Problem in its operations could result in system failures or miscalculations. In turn, this could result in disruptions of operations, including among other things a temporary inability to process transactions, send invoices or otherwise engage in routine business transactions on a day-to-day basis.

The Corporation began to prepare for the Year 2000 project in 1997. The plan began with an internal evaluation of equipment, software applications and vendor supplied products. The Corporation's main data processing vendor has represented that it is compliant at December 31, 1998, and regularly provides updates on its progress to the Corporation. The Corporation has a written plan, which is regularly updated and reported to the Board of Directors. The testing phase was essentially complete on December 31, 1998. The current phase of the plan is contingency planning and validation. The Corporation has also been gathering information from significant borrowers and depositors, to help mitigate any risk posed to the Bank by their non-compliance.

During 1998, the Corporation made expenditures of $313,000, of which $65,000 was charged to expense for depreciation, testing and employee wages to upgrade non-compliant personal computer workstations, software and local area networks. In 1999, the Corporation expects to incur $99,000 in expenses related to depreciation, testing and employee wages. In August 1998, the Corporation made a capital expenditure of $151,000 to purchase a new mainframe computer to accommodate the growth of the Corporation. The mainframe was certified Year 2000 Compliant at the time of delivery. Additionally, if the Corporation (or its customers or vendors) are unable to remedy any potential Year 2000 problems in a timely manner, there could be a material adverse effect on the Corporation's business. The Corporation has a written contingency plan in place should testing fail on any given computer application. Based on information that is currently available, the Corporation does not anticipate that the cost of achieving Year 2000 compliance will have a material effect on its capital resources, results of operations, or liquidity as presented herein.

 

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DEARBORN BANCORP, INC. FORM 10-Q (continued)

PART 2 - OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS IN FORM 8-K.

(a)	Financial Statements:
	The following consolidated financial statements of Dearborn Bancorp, Inc. and its subsidiary included in this report are:
	Consolidated Balance Sheets - September 30, 1999, December 31, 1998    and September 30, 1998
	Consolidated Statements of Income - For the Three and Nine Months Ended    September 30, 1999 and 1998
	Consolidated Statements of Comprehensive Income (Loss) - For the Three and Nine    Months Ended September 30, 1999 and 1998.
	Consolidated Statements of Cash Flows - For the Nine Months Ended    September 30, 1999 and 1998
	Notes to Consolidated Financial Statements
(b)	There were no Form 8-K Reports filed during the three months ended September 30, 1999.

 

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DEARBORN BANCORP, INC. FORM 10-Q (continued)

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.

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