SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT UNDER SECTION 12 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1996
Commission file number 0-22536
Monocacy Bancshares, Inc.
(Exact Name of Registrant as Specified in its Charter)
Maryland 52-1824297
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification No.)
222 E. Baltimore Street
Taneytown, Maryland 21787
(Address of Principal Executive (Zip Code)
Offices)
(410) 756-2655
(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
Indicate the number of shares outstanding of each of the classes of common
stock, as of the latest practical date.
1,460,152 shares of Common Stock, $5 par value per share, were outstanding as of
May 10, 1996.
<PAGE>
MONOCACY BANCSHARES, INC.
Index to Form 10-QSB Report
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets . . . . . . . . . . . . . 1
Consolidated Income Statements . . . . . . . . . . . .2
Consolidated Statements of Stockholders' Equity . . . 3
Consolidated Statements of Cash Flow . . . . . . . . .4
Notes to Consolidated Financial Statements . . . . . .5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations . . . . . . . . . 6
PART II - OTHER INFORMATION
Item 1. Legal Proceedings . . . . . . . . . . . . . . . . . . . . 10
Item 2. Changes in Securities . . . . . . . . . . . . . . . . . . 10
Item 3. Defaults Upon Senior Securities . . . . . . . . . . . . . 10
Item 4. Submission of Matters to a Vote of Security Holders . . . 10
Item 5. Other Information . . . . . . . . . . . . . . . . . . . . 10
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . 10
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
<PAGE>
Part I
Item 1. Financial Statements
Monocacy Bancshares, Inc. and Subsidiary
Consolidated Balance Sheets
<TABLE>
<CAPTION>
March 31, December 31,
Assets 1996 1995
------
------------------- -------------------
(unaudited)
<S> <C> <C>
Cash and due from banks $ 8,592,135 $ 10,734,907
Federal funds sold 3,300,000 36,408,708
Interest-bearing deposits with other banks 415,927 804,820
Securities available for sale 77,889,524 53,840,610
Investment securities (approximate fair value of
$25,227,240 and $46,665,145) 25,808,422 15,523,954
Loans, less allowance for loan losses of
$1,970,279 and $1,912,722 137,300,427 137,222,322
Bank premises and equipment 7,179,727 6,233,342
Other real estate owned 1,311,774 1,310,842
Deferred income taxes 771,041 520,297
Accrued interest receivable 2,205,178 1,663,410
Other assets 1,294,713 1,930,407
------------------- -------------------
Total assets $ 266,068,868 $ 266,193,619
=================== ===================
Liabilities and Stockholders' Equity
Liabilities:
Non-interest bearing deposits $ 24,950,189 $ 21,317,312
Interest bearing deposits 200,764,369 202,094,532
------------------- -------------------
225,714,558 223,411,844
Federal funds purchased - -
Other borrowings 17,419,941 19,633,051
Accrued interest and other expenses payable 1,363,886 752,270
Dividends payable 145,838 132,356
Other liabilities 780,463 1,096,017
------------------- -------------------
Total liabilities 245,424,686 245,025,538
Stockholders' Equity:
Common stock 7,286,865 6,617,775
Common stock dividend to be distributed - 2,845,643
Surplus 8,983,515 6,777,176
Retained earnings 5,231,136 4,908,739
Net unrealized gain (loss) on
securities available for sale (857,334) 18,748
------------------- -------------------
Total stockholders' equity 20,644,182 21,168,081
------------------- -------------------
Total liabilities and stockholders' equity $ 266,068,868 $ 266,193,619
=================== ===================
</TABLE>
See the accompanying Notes to Consolidated Financial Statements.
1
<PAGE>
Monocacy Bancshares, Inc. and Subsidiary
Consolidated Income Statements
For the three months ended March 31, 1996 and 1995
(unaudited)
<TABLE>
<CAPTION>
1996 1995
------------------- -------------------
<S> <C> <C>
Interest income:
Loans, including fees $ 3,270,267 $ 3,347,643
Interest-bearing deposits with other banks 31,753 47,943
Federal funds sold 125,800 4,016
Securities available for sale 1,136,457 107,682
Investment securities 186,159 557,660
------------------- -------------------
Total interest income 4,750,436 4,064,944
------------------- -------------------
Interest expense:
Deposits 2,406,959 1,475,481
Federal funds purchased 0 18,749
Other borrowings 276,105 232,779
------------------- -------------------
Total interest expense 2,683,064 1,727,009
------------------- -------------------
Net interest income 2,067,372 2,337,935
Provision for loan losses 75,000 150,000
------------------- -------------------
Net interest income after
provision for loan losses 1,992,372 2,187,935
------------------- -------------------
Noninterest income:
Service charges on deposit accounts 84,841 75,009
Other service charges 167,786 82,365
Trust department fees 34,265 32,028
Gains and fees on sales of loans 59,023 24,844
Gains (losses) on sales of securities 33,695 11,549
Other 59,391 79,276
------------------- -------------------
Total noninterest income 439,001 305,071
------------------- -------------------
Noninterest expense:
Salaries & employee benefits 1,085,674 956,298
Occupancy 148,175 104,897
Equipment 175,401 140,415
Deposit insurance 24,463 95,793
Professional fees 66,901 62,706
Other 337,973 292,448
------------------- -------------------
Total noninterest expense 1,838,587 1,652,557
------------------- -------------------
Income before income taxes 592,786 840,449
Provision for income taxes 124,560 233,563
------------------- -------------------
Net income $ 468,226 $ 606,886
=================== ===================
Net income per common share $ 0.32 $ 0.42
=================== ===================
</TABLE>
See the accompanying Notes to Consolidated Financial Statements.
2
<PAGE>
Monocacy Bancshares, Inc. and Subsidiary
Consolidated Statements of Stockholders' Equity
(Information for the three months ended March 31, 1996 is unaudited)
<TABLE>
<CAPTION>
Net Unrealized
Common Stock Gain(Loss) on Total
Common Dividend to be Retained Securities Stockholders'
Stock Distributed Surplus Earnings Available for Sale Equity
---------- ------------- ----------- ---------- --------------- ---------------
<S> <C> <C> <C> <C> <C> <C>
Balance at December 31, 1993 $6,561,000 - 6,561,000 4,077,477 89,878 17,289,355
Net income - - - 2,222,130 - 2,222,130
Issuance of shares of common stock
in connection with employee benefit
and dividend reinvestment plans 13,145 - 49,009 - - 62,154
Cash dividend - - - (367,714) - (367,714)
Decrease in fair value of securities
available for sale - - - - (596,242) (596,242)
--------- ------------- ----------- ---------- -------- -----------
Balance at December 31, 1994 6,574,145 - 6,610,009 5,931,893 (506,364) 18,609,683
Net income - - - 2,350,776 - 2,350,776
Issuance of shares of common stock
in connection with employee benefit
and dividend reinvestment plans 43,630 - 167,167 - - 210,797
Cash dividend - - - (528,287) - (528,287)
10% stock dividend to be distributed - 2,845,643 - (2,845,643) - -
Increase in fair value of securities
available for sale - - - - 525,112 525,112
--------- ------------- ----------- ---------- -------- -----------
Balance at December 31, 1995 6,617,775 2,845,643 6,777,176 4,908,739 18,748 21,168,081
Net income - - - 468,226 - 468,226
Issuance of shares of common stock
in connection with employee benefit
and dividend reinvestment plans 8,685 - 21,101 - - 29,786
Issuance of 10% common stock dividend 660,405 (2,845,643) 2,185,238 -
Cash dividend - - - (145,829) - (145,829)
Decrease in fair value of securities
available for sale - - - - (876,082) (876,082)
========= ============== =========== ========== ========= ===========
Balance at March 31, 1996 $7,286,865 - 8,983,515 5,231,136 (857,334) $20,644,182
========= ============== =========== =========== ========= ===========
</TABLE>
3
<PAGE>
Monocacy Bancshares, Inc. and Subsidiary
Consolidated Statements of Cash Flows
For the three month periods ended March 31, 1996 and 1995
(unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
1996 1995
------------------ ------------------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 468,226 $ 606,887
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 15,297 274,229
Provision for loan losses 75,000 150,000
Deferred income taxes 200,571 (54,128)
Gains on sales of securities available for sale (33,695) (11,549)
Proceeds from sales of loans originated for sale 3,231,030 10,616,033
Disbursements for loans originated for sale (3,172,007) (10,591,189)
Gains on sale of loans (59,023) (24,844)
Decrease in unearned income, net of origination costs (195,045) (74,243)
Gain on sale of other real estate owned - (19,763)
(Increase)decrease in accrued interest receivable (541,768) 68,820
Increase in accrued interest and other
expenses payable 296,060 143,821
Other, net 649,177 (1,078,303)
------------------ ------------------
Net cash provided by operating activities 933,823 5,771
------------------ ------------------
Cash flows from investing activities:
Net (increase)decrease in interest-bearing
deposits with other banks 388,893 (1,573,030)
Proceeds from maturities of investment securities 5,236,993 182,475
Proceeds from sales of securities available for sale 3,448,477 2,162,276
Proceeds from maturities of securities available for sale 822,479 -
Purchases of securities available for sale (29,613,572) (245,000)
Purchases of investment securities (15,521,461) -
Loan originations, net of principal repayments 175,443 2,743,701
Purchases of bank premises and equipment (1,095,185) (129,669)
Additions to real estate owned (8,432) -
Proceeds from real estate owned 7,500 -
Net cash provided by (used in) ------------------ ------------------
investing activities (36,158,865) 3,140,753
------------------ ------------------
Cash flows from financing activities:
Net increase(decrease) in deposits 2,302,715 (1,297,067)
Proceeds from issuance of other borrowings - -
Repayments of other borrowings (2,213,110) (1,163,109)
Issuance of common stock 29,786 49,676
Dividends paid on common stock (145,829) (86,974)
------------------ ------------------
Net cash used in financing activities (26,438) (2,497,474)
------------------ ------------------
Net increase (decrease) in cash and cash equivalents (35,251,480) 649,050
Cash and cash equivalents at beginning of period 47,143,615 6,311,742
================== ==================
Cash and cash equivalents at end of period $ 11,892,135 $ 6,960,792
================== ==================
Supplemental disclosures of cash flow information:
Interest paid on deposits and borrowings $ 2,366,723 $ 1,565,855
Income taxes paid 934 81,167
Transfers of loans to other real estate owned - -
Securitization of residential mortgage loans - 7,784,483
</TABLE>
4
See the accompanying Notes to Consolidated Financial Statements.
<PAGE>
MONOCACY BANCSHARES, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
(Information as of and for the three months
ended March 31, 1996 is unaudited)
NOTE 1 - BASIS OF PRESENTATION
The accompanying consolidated financial statements have been prepared
in accordance with the instructions for Form 10-QSB and, therefore, do
not include all information and notes necessary for a fair presentation
of financial condition, results of operations and cash flows in
conformity with generally accepted accounting principles. The
consolidated financial statements should be read in conjunction with
the audited financial statements included in the Monocacy Bancshares,
Inc., (the "Company") 1995 Annual Report on Form 10-KSB.
The consolidated financial statements include the accounts of the
Company's subsidiaries, Taneytown Bank & Trust Company (the "Bank")
and Royal Oak Savings Bank, FSB ("the Savings Bank"). All
significant intercompany balances and transactions have been
eliminated.
The consolidated financial statements as of March 31, 1996, and for the
three month periods ended March 31, 1996 and 1995 are unaudited but
include all adjustments (consisting only of normal recurring
adjustments) which the Company considers necessary for a fair
presentation of financial position and results of operations for those
periods. The Consolidated Statements of Income for the three months
ended March 31, 1996 are not necessarily indicative of the results that
will be achieved for the entire year.
NOTE 2 - EARNINGS PER COMMON SHARE
Earnings per common share are based upon the weighted average number of
common shares outstanding during the periods, adjusted by any common
stock equivalents and giving retroactive effect to stock dividends.
NOTE 3 - ALLOWANCE FOR LOAN LOSSES
The Allowance for Loan Losses is established through a provision for
loan losses charged to expenses. Loans are charged against the
allowance when management believes that the collectibility of the
principal is unlikely. The allowance is an amount that management
believes will be adequate to absorb possible losses on existing loans
that may become uncollectible, based on evaluations of the
collectibility of loans and prior loan loss experience. While
management uses available information to recognize losses on loans,
future additions to the allowance may be necessary based on changes in
economic conditions. In addition, various regulatory agencies, as an
integral part of their examination process, periodically review the
Bank's allowance for loan losses. Such agencies may require the Bank to
recognize additions to the allowance based on their judgments about
information available to them at the time of their examinations.
NOTE 4 - ACQUISITION
On April 19, 1996, the Savings Bank was merged into the operations of
the Bank, with the Savings Bank's branches becoming branches of the
Bank. The two (2) new branch offices are located in Eldersburg,
Maryland and Randallstown, Maryland. As of March 31, 1996, the Savings
Bank had total assets of approximately $46 million and total deposits
of approximately $38 million.
5
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (dollars in thousands)
FINANCIAL CONDITION
Total assets at March 31, 1996, were $266,069 a .05% or $125 decrease from
December 31, 1995. The decrease in assets from December 31, 1995 occurred
primarily in liquid assets as the Bank paid off over $2 million of borrowings
during the first quarter of 1996. In addition, the funds received in the
December 31, 1995 acquisition of the Savings Bank that were invested in federal
funds sold as of December 31, 1995 were reinvested in higher yielding securities
during the first quarter of 1996 causing a significant redistribution of funds
between the Bank's investment portfolios. The securities portfolios totalled
$103,698 at March 31, 1996, which was $34,333 above the December 31, 1995 level.
As of March 31, 1996, the Bank had also sold federal funds of $3,300. Net loans
were $137,300, which reflects a 0.06% increase from December 31, 1995.
ALLOWANCE FOR LOAN LOSSES
The allowance for loan losses was $1,970 at March 31, 1996, which was 1.41% of
loans. During the first three months of 1996, Monocacy had a $75 provision for
loan losses and had net charge-offs of $9. At December 31, 1995, the allowance
for loan losses was $1,904 or 1.37% of loans.
Table 1, "Non-Performing Assets and Past Due Loans" for Monocacy shows total
non-performing assets of $2,540 at March 31, 1996. The allowance for loan losses
is 160.42% of non-performing loans and 77.56% of non-performing assets at March
31, 1996, indicating substantial coverage.
Based upon the latest quarterly analysis of the loan portfolio, Management
considers the allowance for loan losses to be adequate to absorb any reasonable,
foreseeable loan losses.
Table 2, "Changes in the Allowance for Loan Losses" shows the activity in the
allowance for loan losses for the three month periods ended March 31, 1996 and
1995.
LIQUIDITY
Liquidity describes the ability of the Company to meet financial obligations,
including lending commitments and contingencies, that arise during the normal
course of business. Liquidity is primarily needed to meet the borrowing and
deposit withdrawal requirements of the customers of the Company, as well as to
meet current and planned expenditures.
The Company's liquidity is derived primarily from its deposit base and equity
capital. Core deposits, defined as all deposits except certificates of deposit
of $100 or more, totalled $216,059 or 95.7% of total deposits at March 31, 1996.
Liquidity is also provided through the Company's portfolios of cash and interest
bearing deposits in other banks, federal funds sold, investment securities due
within one year and securities available for sale. Such assets totalled $90,198
or 33.9% of total assets at March 31, 1996.
In addition, the Bank has established lines of credit totalling $30,000 with the
Federal Home Loan Bank of Atlanta (the "FHLB") as an additional source of
liquidity. At March 31, 1996, the Bank had $14,670 outstanding with the FHLB and
had sufficient collateral necessary to borrow the full amount available under
the lines of credit.
CAPITAL RESOURCES
The Federal Reserve Board has adopted risk-based capital guidelines for bank
holding companies. As of March 31, 1996, the required minimum ratio of capital
to risk-adjusted assets (including certain off-balance sheet items, such as
standby letters of credit) was 8%. At least half of the total capital must be
comprised of common equity, retained earnings and a limited amount of perpetual
preferred stock, after subtracting goodwill and making certain other adjustments
("Tier I capital"). The remainder may consist of perpetual debt, mandatory
convertible debt securities, a limited amount of subordinated debt, remaining
preferred stock and a limited amount of loan loss reserves ("Tier 2 capital").
The maximum amount of supplementary capital
6
<PAGE>
elements that qualifies as Tier 2 capital is limited to 100% of Tier 1 capital
net of goodwill and certain other intangible assets. The Federal Reserve Board
also has adopted a minimum leverage ratio (Tier 1 capital to assets) of 3% for
bank holding companies that meet certain specified criteria, including having
the highest regulatory rating. The rule indicates that the minimum leverage
ratio should be at least 1.0% to 2.0% higher for holding companies that do not
have the highest rating or that are undertaking major expansion programs.
Failure to meet the capital guidelines could subject a banking institution to a
variety of enforcement remedies available to federal regulatory authorities.
The table below presents the Company's capital position relative to its various
minimum statutory and regulatory capital requirements at March 31, 1996.
Minimum
Monocacy Bancshares, Inc. Regulatory
March 31, 1996 Requirements
Risk-based capital ratios
Tier I capital 10.9% 4.00%
Total capital 12.1% 8.00%
Leverage capital ratio 6.5% 3.00%
RESULTS OF OPERATIONS
Net income was $468 for the first three months of 1996, down from $607 or 22.9%
for the same period last year. Net interest income was down by $271 for the
first three months of 1996, a result of the lower net interest margin because of
the changing mix of earning assets and interest-bearing liabilities and the
interest rate environment. The provision for loan losses was $75 for the first
three months of 1996 and $150 for the same period last year.
Non-interest income increased by $134 or 43.9% for the first three months of
1996 with higher loan service charges and more gains realized on the sales of
loans. Mortgage-banking activities were more profitable during the three month
period ended March 31, 1996, as evidenced by a 111.56% increase in servicing
fees and gains on sales of loans for that period over the same period in 1995. A
significant portion of this increase is attributable to fees earned on the
servicing portfolio acquired in the Royal Oak transaction. Gains recognized on
sales of securities available for sale were $33 for the three months ended March
31, 1996 as compared to $12 for the same period in 1995. Non-interest expenses
grew by $186 or 11.3% for the three month period ended March 31, 1996, with
higher staff levels and related costs and continuing investments in additional
technology. Offsetting these increases to non-interest expenses was a reduction
in the Federal Deposit Insurance Corporation insurance rate for Banks due to the
full capitalization of the Bank Insurance Fund ("BIF") that occurred in 1995.
Income taxes were $125 for an effective tax rate of 21.1% in the first three
months of 1996. The effective tax rate for the first three months of 1995 was
27.8%. The decreased effective tax rate is due primarily to the increased
investment in tax-exempt municipal securities by the Company.
7
<PAGE>
Table 1
Monocacy Bancshares, Inc.
Non-Performing Assets and Past Due Loans
<TABLE>
<CAPTION>
March 31, March 31, December 31,
1996 1995 1995
----------------- ----------------- -----------------
<S> <C> <C> <C>
Non-accrual loans:
Real Estate
Commercial mortgage $ 1,013 $ 1,815 $ 1,042
Residential mortgage - - -
Commercial 210 542 210
Consumer 5 8 6
----------------- ----------------- -----------------
Total non-accrual loans 1,228 2,365 1,258
Foreclosed properties 1,312 298 1,311
----------------- ----------------- -----------------
Total non-performing assets $ 2,540 $ 2,663 $ 2,569
================= ================= =================
Allowance for loan losses to:
Non-accrual loans 160.42% 80.89% 151.35%
================= ================= =================
Non-performing assets 77.56% 71.84% 74.11%
================= ================= =================
Accruing loans past due
90 days or more $ 210 $ 101 $ 174
================= ================= =================
Allowance for loan losses $ 1,970 $ 1,913 $ 1,904
================= ================= =================
</TABLE>
8
<PAGE>
Table 2
Monocacy Bancshares, Inc.
Allowance For Loan Losses
Three months ended March 31,
1996 1995
----------------- -----------------
Allowance for loan losses
at beginning of period $ 1,904 $ 1,902
Provision for loan losses 75 150
Charge-offs (10) (146)
Recoveries 1 6
Allowance for loan losses ================= =================
at end of period $ 1,970 $ 1,912
================= =================
Allowance for loan losses
as a percentage of loans
receivable, net of
unearned income 1.41% 1.40%
================= =================
9
<PAGE>
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
On March 25, 1996, the Board of Directors of the Company declared a
$.10 per share cash dividend to common stockholders of record on April
8, 1996, payable April 22, 1996.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit No.
11.0 Information used in the computation Page 12
of net income per share
27.0 Financial Data Schedule Page 13
(b) Reports on Form 8-K
Acquisition of Royal Oak Savings Bank, FSB *
Acquisition of Classic Mortgage Company *
* Exhibits incorporated by reference
10
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MONOCACY BANCSHARES, INC.
Registrant
Principal Executive Officer:
By:
Frank W. Neubauer, President/CEO
Date: May 10, 1996
Principal Financial and Accounting Officer:
By:
Michael K. Walsch, Executive Vice President/CFO
Date: May 10, 1996
11
MONOCACY BANCSHARES, INC. AND SUBSIDIARY EXHIBIT 11.0
Information used in the computation
of net income per common share
Three Months Ended
March 31,
1996 1995
---- ----
Net income $ 468,226 $ 606,887
========= =========
Weighted average common shares outstanding 1,457,384 1,448,748
========= =========
Net income per common share $.32 $.42
==== ====
12
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> Dec-31-1996
<PERIOD-END> Mar-31-1996
<CASH> 8,592
<INT-BEARING-DEPOSITS> 416
<FED-FUNDS-SOLD> 3,300
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 77,890
<INVESTMENTS-CARRYING> 25,808
<INVESTMENTS-MARKET> 25,227
<LOANS> 139,270
<ALLOWANCE> 1,970
<TOTAL-ASSETS> 266,069
<DEPOSITS> 225,715
<SHORT-TERM> 7,360
<LIABILITIES-OTHER> 2,290
<LONG-TERM> 10,060
<COMMON> 7,287
0
0
<OTHER-SE> 13,357
<TOTAL-LIABILITIES-AND-EQUITY> 266,069
<INTEREST-LOAN> 3,270
<INTEREST-INVEST> 1,322
<INTEREST-OTHER> 158
<INTEREST-TOTAL> 4,750
<INTEREST-DEPOSIT> 2,407
<INTEREST-EXPENSE> 2,683
<INTEREST-INCOME-NET> 2,067
<LOAN-LOSSES> 75
<SECURITIES-GAINS> 34
<EXPENSE-OTHER> 1,839
<INCOME-PRETAX> 593
<INCOME-PRE-EXTRAORDINARY> 593
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 468
<EPS-PRIMARY> 0.32
<EPS-DILUTED> 0
<YIELD-ACTUAL> 3.71
<LOANS-NON> 1,228
<LOANS-PAST> 210
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 1,904
<CHARGE-OFFS> 10
<RECOVERIES> 1
<ALLOWANCE-CLOSE> 1,970
<ALLOWANCE-DOMESTIC> 1,409
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 561
</TABLE>
