U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10Q-SB
(Mark One)
X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
--- ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 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 000-21671
-------------------
THE NATIONAL BANK OF INDIANAPOLIS CORPORATION
----------------------------------------------
(Name of Small Business Issuer in its charter)
INDIANA 35-1887991
- ----------------------- ---------------------
(State of incorporation) I.R.S. Employer
Identification Number
107 N. PENNSYLVANIA STREET, SUITE 700, INDIANAPOLIS, INDIANA 46204
------------------------------------------------------------------
(Address of principal executive offices and zip code)
(317) 261-9000
---------------------------
(Issuer's telephone number)
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 September 30, 1997, there were 1,901,433 Common Shares outstanding.
Transitional Small Business Disclosure Format (Check one):
Yes No X
--- ---
<PAGE>
TABLE OF CONTENTS
THE NATIONAL BANK OF INDIANAPOLIS CORPORATION
Report on Form 10Q-SB
for Quarter Ended
September 30, 1997
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Consolidated Balance Sheets - September 30, 1997
and December 31, 1996 . . . . . . . . . . . . . . . . . . . 1
Consolidated Statements of Operations - Three months
ended September 30, 1997 and 1996 . . . . . . . . . . . . . 2
Consolidated Statements of Operations - Nine months
ended September 30, 1997 and 1996 . . . . . . . . . . . . . 3
Consolidated Statements of Cash Flows - Nine months
ended September 30, 1997 and 1996 . . . . . . . . . . . . . 4
Notes to Consolidated Financial Statements . . . . . . . . . . . 5
Item 2. Management's Discussion and Analysis . . . . . . . . . . . . . . 6-9
PART II - OTHER INFORMATION
Item 1. Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . 10
Item 2. Changes in Securities . . . . . . . . . . . . . . . . . . . . . 10
Item 3. Default 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 . . . . . . . . . . . . . . . . 11
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
<PAGE>
The National Bank of Indianapolis Corporation
Consolidated Balance Sheets
<TABLE>
<CAPTION>
SEPTEMBER 30 DECEMBER 31
1997 1996
(UNAUDITED) (NOTE)
--------------------------------
<S> <C> <C>
ASSETS
Cash and due from banks $ 6,955,833 $ 14,776,994
Federal funds sold 23,025,000 20,675,000
Investment securities:
Available-for-sale securities 45,057,540 28,981,801
Held-to-maturity securities 11,231,941 10,005,711
--------------------------------
Total investment securities 56,289,481 38,987,512
Loans 148,019,521 122,831,573
Less: Allowance for loan losses (1,823,800) (1,355,800)
--------------------------------
Net loans 146,195,721 121,475,773
Premises and equipment 3,786,982 3,576,117
Accrued interest 1,470,978 1,197,510
Other assets 312,171 429,473
--------------------------------
Total assets $238,036,166 $201,118,379
================================
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Noninterest-bearing demand deposits $ 30,089,278 $ 30,401,651
Money market and savings deposits 85,178,277 71,989,482
Time deposits over $100,000 31,367,442 26,213,617
Other time deposits 51,992,781 41,543,312
--------------------------------
Total deposits 198,627,778 170,148,062
Security repurchase agreements 19,340,810 11,983,349
FHLB advances 2,000,000 2,000,000
Other liabilities 1,135,740 987,664
--------------------------------
Total liabilities 221,104,328 185,119,075
Shareholders' equity:
Common stock, no par value:
Authorized shares 3,000,000
Issued and outstanding shares; 1997 - 1,901,433;
1996 - 1,821,775 18,894,378 18,645,376
Retained earnings-deficit (2,032,446) (2,741,520)
Net unrealized gains on available-for-sale securities 69,906 95,448
--------------------------------
Total shareholders' equity 16,931,838 15,999,304
--------------------------------
Total liabilities and shareholders' equity $238,036,166 $201,118,379
================================
</TABLE>
Note: The balance sheet at December 31, 1996 has been derived from the audited
financial statements at that date but does not include all of the information
and footnotes required by generally accepted accounting principles for
complete financial statements. See notes to condensed consolidated financial
statements.
1
<PAGE>
The National Bank of Indianapolis Corporation
Consolidated Statements of Income
(Unaudited)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
SEPTEMBER 30
1997 1996
Interest income: -----------------------------
<S> <C> <C>
Interest and fees on loans $2,893,933 $2,014,836
Interest on investment securities 861,069 664,730
Interest on federal funds sold 331,054 306,584
-----------------------------
Total interest income 4,086,056 2,986,150
Interest expense:
Interest on deposits 2,151,618 1,614,079
Interest on repurchase agreements 217,568 116,704
Interest on FHLB advances 32,711 -
-----------------------------
Total interest expense 2,401,897 1,730,783
-----------------------------
Net interest income 1,684,159 1,255,367
Provision for loan losses 156,000 99,000
-----------------------------
Net interest income after provision for loan losses 1,528,159 1,156,367
Other operating income:
Trust fees and commissions 183,804 141,553
Service charges and fees on deposit accounts 58,976 47,491
Net securities gains - 770
Other 95,695 39,538
-----------------------------
Total other operating income 338,475 229,352
Other operating expenses:
Salaries, wages and employee benefits 880,954 734,817
Net occupancy expense 126,498 118,865
Furniture and equipment expense 113,171 118,703
Professional services 95,245 89,838
Data processing 95,517 68,325
Other expenses 258,597 198,807
-----------------------------
Total other operating expenses 1,569,982 1,329,355
-----------------------------
Net income $ 296,652 $ 56,364
=============================
Net income per common share (based on average number
of common shares outstanding) $0.16 $0.03
=============================
Average number of shares of common stock 1,901,434 1,821,775
=============================
</TABLE>
2
<PAGE>
The National Bank of Indianapolis Corporation
Consolidated Statements of Income
(Unaudited)
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30
1997 1996
--------------------------------
<S> <C> <C>
Interest income:
Interest and fees on loans $ 8,208,962 $ 5,224,093
Interest on investment securities 2,336,272 1,485,978
Interest on federal funds sold 750,845 969,661
--------------------------------
Total interest income 11,296,079 7,679,732
Interest expense:
Interest on deposits 5,958,216 4,050,880
Interest on repurchase agreements 476,958 284,799
Interest on FHLB advances 97,067 -
--------------------------------
Total interest expense 6,532,241 4,335,679
--------------------------------
Net interest income 4,763,838 3,344,053
Provision for loan losses 468,000 297,000
--------------------------------
Net interest income after provision for loan losses 4,295,838 3,047,053
Other operating income:
Trust fees and commissions 492,249 426,550
Service charges and fees on deposit accounts 169,134 124,033
Net securities gains - 22,950
Other 211,348 111,433
--------------------------------
Total other operating income 872,731 684,966
Other operating expenses:
Salaries, wages and employee benefits 2,479,062 2,061,059
Net occupancy expense 379,133 343,629
Furniture and equipment expense 325,279 350,908
Professional services 268,116 245,991
Data processing 268,193 201,576
Other expenses 739,712 680,613
--------------------------------
Total other operating expenses 4,459,495 3,883,776
--------------------------------
Net income (loss) $ 709,074 $ (151,757)
================================
Net income (loss) per common share (based on average number
of common shares outstanding) $0.37 $(0.08)
================================
Average number of shares of common stock 1,893,409 1,819,460
================================
</TABLE>
3
<PAGE>
The National Bank of Indianapolis Corporation
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30
1997 1996
--------------------------------
<S> <C> <C>
OPERATING ACTIVITIES
Net income (loss) $ 709,074 $ (151,757)
Adjustments to reconcile net income (loss) to net cash provided
(used) by operating activities:
Provision for loan losses 468,000 297,000
Depreciation and amortization 380,176 406,229
Net accretion of investments (320,297) (120,594)
(Increase) decrease in:
Interest receivable (273,468) (427,824)
Other assets 117,302 308,184
Increase (decrease) in:
Other liabilities 148,076 17,379
--------------------------------
Net cash provided by operating activities 1,228,863 328,617
INVESTING ACTIVITIES
Net change in federal funds sold (2,350,000) (2,775,000)
(Gain) on sale of investment securities - (22,950)
Proceeds from maturities of investment securities held to
maturity 4,212,943 2,722,315
Proceeds from maturities of investment securities
available for sale 41,031,489 8,135,494
Proceeds from sales of investment securities - 3,004,844
Purchases of investment securities held to maturity (5,431,425) (3,906,421)
Purchases of investment securities available for sale (56,820,221) (26,150,021)
Net increase in loans (25,187,948) (41,437,367)
Purchases of premises and equipment (591,041) (603,227)
--------------------------------
Net cash used by investing activities (45,136,203) (61,032,333)
FINANCING ACTIVITIES
Net increase in deposits 28,479,716 63,481,003
Increase in security repurchase agreements 7,357,461 4,571,014
Proceeds from issuance of stock 249,002 320,705
--------------------------------
Net cash provided by financing activities 36,086,179 688,372,722
--------------------------------
Increase (decrease) in cash and cash equivalents (7,821,161) 7,669,006
Cash and cash equivalents at beginning of year 14,776,994 7,832,817
--------------------------------
Cash and cash equivalents at end of period $ 6,955,833 $ 15,501,823
================================
Interest paid $ 2,207,168 $ 4,219,243
================================
</TABLE>
4
<PAGE>
THE NATIONAL BANK OF INDIANAPOLIS
CORPORATION
Notes to Consolidated Financial Statements
September 30, 1997
NOTE 1: 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 the instructions to Form 10-QSB and
Article 10 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all
adjustments (consisting of normal recurring accruals) considered necessary for
a fair presentation have been included. Operating results for the nine month
period ended September 30, 1997 is not necessarily indicative of the results
that may be expected for the year ended December 31, 1997. For further
information, refer to the consolidated financial statements and footnotes
thereto included in the Corporation's Form 10-KSB for the year ended December
31, 1996.
NOTE 2: NEW ACCOUNTING PRONOUNCEMENTS
In June 1997, the Financial Accounting Standards Board issued Statement 130,
"Reporting Comprehensive Income" and Statement 131, "Disclosures about
Segments of an Enterprise and Related Information". Statement 130 establishes
standards for reporting and display of comprehensive income and its components
in a full set of general-purpose financial statements. This statement is
effective for fiscal years beginning after December 15, 1997. Statement 131
established standards for public business enterprises reporting on information
about operating segments in annual financial statements and requires that
those enterprises report selected information about operating segments in
interim financial reports. It also establishes standards for related
disclosures on products and services, geographical areas, and major customers.
This statement is effective for financial statements for periods beginning
after December 15, 1997. Adoption of these statements will result in
additional disclosures, but will not impact the Corporation's consolidated
results of operations and financial position.
NOTE 3: EARNINGS PER SHARE
There were 1,893,409 average shares outstanding for the nine months ended
September 30, 1997. At September 30, 1997, there were 1,901,434 actual shares
outstanding. For the nine months ended September 30, 1997 earnings per share
calculations, 598,375 shares were added to reflect the shares that could be
issued if all options awarded to date under the Corporation's 1993 Directors'
and Key Employees' Stock Option Plans and all 1993 Warrants and 1995 Warrants
were exercised. Per share amounts for the three months ended September 30,
1997, and for 1996 are not meaningful because there is an anti-dilutive
effect.
5
<PAGE>
In February 1997, the Financial Accounting Standards Board issued Statement
128, "Earnings per Share," effective for periods ending after December 15,
1997. At that time, the Corporation will be required to change the method
currently used to compute earnings per share and to restate all prior periods.
Under the new requirements for calculating primary earnings per share, the
dilutive effect of stock options will be excluded. The impact of Statement
128 on the calculation of basic and fully diluted earnings per share is not
expected to be material.
6
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATION
RESULTS OF OPERATIONS
Nine months Ended September 30, 1997 Compared to the Nine months Ended
September 30, 1996:
The Corporation's results of operations depends primarily on the level of its
net interest income, its non-interest income and its operating expenses. Net
interest income depends on the volume of and rates associated with interest
earning assets and interest bearing liabilities which results in the net
interest spread. The Corporation had net income of $709,074 for the nine
months ended September 30, 1997, compared to a net loss of $151,757 for the
nine months ended September 30, 1996. This change is primarily due to the
growth of the Bank allowing for more interest earning assets and net interest
income compared to the same period during 1996, thereby offsetting more of the
operating expenses.
Net Interest Income
- -------------------
Net interest income increased $1,419,785 or 42.5% to $4,763,838 for the nine
months ended September 30, 1997, from $3,344,053 for the nine months ended
September 30, 1996. Total interest income increased $3,616,347 for the nine
months ended September 30, 1997, to $11,296,079 from $7,679,732 for the nine
months ended September 30, 1996. This increase is primarily a result of
average total loans for the nine months ended September 30, 1997, being
approximately $134,000,000 compared to average total loans of approximately
$87,000,000 for the nine months ended September 30, 1996. Of the total
$47,000,000 increase, commercial loans increased approximately $20,000,000 and
residential mortgages increased approximately $21,000,000. The loan portfolio
produces the highest yield of all earning assets.
Investment portfolio income increased $850,294 or 57.2% to $2,336,272 for the
nine months ended September 30, 1997, as compared to $1,485,978 for the nine
months ended September 30, 1996. This increase is primarily a result of the
increase in the average investment securities portfolio from approximately
$31,000,000 for the nine months ended September 30, 1996, to approximately
$50,000,000 for the nine months ended September 30, 1997. Interest on federal
funds sold decreased due to a decrease in average federal funds sold of
approximately $5,000,000 for the nine months ended September 30, 1997, over
the same period the previous year.
Total interest expense increased $2,196,562 or 50.7% to $6,532,241 for the
nine months ended September 30, 1997, from $4,335,679 for the nine months
ended September 30, 1996. This increase is due to an increase in interest
bearing deposits and an advance from FHLB. Total interest bearing liabilities
averaged approximately $173,000,000 for the nine months ended September 30,
1997, as compared to approximately $117,000,000 for the nine months ended
September 30, 1996. The weighted average cost of interest bearing liabilities
for the nine months ended September 30, 1997, was approximately 5.1% as
compared to the weighted average cost
7
<PAGE>
of interest bearing liabilities of approximately 4.9% for the nine months
ended September 30, 1996.
Provision for Loan Losses
- -------------------------
The amount charged to the provision for loan losses by the Bank is based on
management's evaluation as to the amounts required to maintain an allowance
adequate to provide for potential losses inherent in the loan portfolio. The
level of this allowance is dependent upon the total amount of past due and
non-performing loans, general economic conditions and management's assessment
of potential losses based upon internal credit evaluations of loan portfolios
and particular loans. Loans are entirely to borrowers in central Indiana.
During the nine months ended September 30, 1997, $468,000 was charged to the
provision for loan losses compared to $297,000 for the nine months ended
September 30, 1996. At September 30, 1997, the allowance was $1,823,800 or
1.2% of total loans. This compares to an allowance of $1,282,000 or 1.2% as
of September 30, 1996.
Other Operating Income
- ----------------------
Other operating income for the nine months ended September 30, 1997, increased
$187,765 or 27.4% to $872,731 from $684,966 for the nine months ended
September 30, 1996. The increase is primarily due to an increase in service
charges and fees on deposit accounts of $45,101 or 36.4% from $124,033 for the
nine months ended September 30, 1996, to $169,134 for the nine months ended
September 30, 1997. This increase is attributable to the increase in average
demand deposit accounts of $7,000,000 from approximately $19,000,000 at
September 30, 1996, to approximately $26,000,000 at September 30, 1997. The
increase in other operating income is also attributable to an increase in
trust fees and commissions of $65,699 or 15.4% from $426,550 for the nine
months ended September 30, 1996, to $492,249 for the nine months ended
September 30, 1997. The increase in trust income is attributable to the
increase in total assets under trust management of approximately $69,000,000
from approximately $191,000,000 at September 30, 1996, to approximately
$260,000,000 at September 30, 1997.
Other Operating Expenses
- ------------------------
Other operating expenses for the nine months ended September 30, 1997,
increased $575,719 or 14.8% to $4,459,495 from $3,883,776 for the nine months
ended September 30, 1996. Salaries, wages and employee benefits increased
$418,003 or 20.3% to $2,479,062 for the nine months ended September 30, 1997,
from $2,061,059 for the nine months ended September 30, 1996. This increase
is primarily due to the increase in the number of employees from 58 full time
equivalents at September 30, 1996, to 67 full time equivalents at September
30, 1997. Net occupancy expense increased $35,504 for the nine months ended
September 30, 1997, over the same period the previous year primarily due to
the additional expense related to real estate taxes. Furniture and equipment
expense decreased $25,629 for the nine months ended September 30, 1997, over
the same period the previous year primarily due to a reduction in depreciation
expense resulting from fully depreciated assets. Professional services
expense increased $22,125 or 9.0% from $245,991 for the nine months ended
September 30, 1996, to $268,116 for the nine months ended September 30, 1997.
Data processing expenses increased $66,617 for the nine months ended September
30, 1997, over the same period the previous year primarily due to
8
<PAGE>
increased service bureau fees relating to increased transaction activity by
the Bank and trust department.
LIQUIDITY AND INTEREST RATE SENSITIVITY
The Corporation must maintain an adequate liquidity position in order to
respond to the short-term demand for funds caused by withdrawals from deposit
accounts, extensions of credit and for the payment of operating expenses.
Maintaining this position of adequate liquidity is accomplished through the
management of a combination of liquid assets - those which can be converted
into cash - and access to additional sources of funds. Primary liquid assets
of the Corporation are cash and due from banks, federal funds sold,
investments held as "available for sale" and maturing loans. Federal funds
sold represent the Corporation's primary source of immediate liquidity and
were maintained at a level adequate to meet immediate needs. Federal funds
averaged approximately $18,000,000 and $23,000,000 for the nine months ended
September 30, 1997 and 1996, respectively. Maturities in the Corporation's
loan and investment portfolios are monitored regularly to avoid matching
short-term deposits with long-term loans and investments. Other assets and
liabilities are also monitored to provide the proper balance between
liquidity, safety, and profitability. This monitoring process must be
continuous due to the constant flow of cash which is inherent in a financial
institution.
The Corporation actively manages its interest rate sensitive assets and
liabilities to reduce the impact of interest rate fluctuations. At September
30, 1997, the Corporation's rate sensitive liabilities exceeded rate sensitive
assets due within one year by $9,969,000.
As part of managing liquidity, the Corporation monitors its loan to deposit
ratio (including repurchase agreements) on a daily basis. At September 30,
1997, the ratio was 67.9 percent which is within the Corporation's acceptable
range.
The Corporation experienced a decrease in cash and cash equivalents, its
primary source of liquidity, of $7,821,161 during the first nine months of
1997. The primary financing activity of deposit and repurchase agreement
growth provided net cash of $35,837,177. Lending used $25,187,948,
investments used $17,007,214, and increasing federal funds sold used
$2,350,000. The Corporation's management believes its liquidity sources are
adequate to meet its operating needs and does not know of any trends, events
or uncertainties that may result in a significant adverse effect on the
Corporation's liquidity position.
9
<PAGE>
CAPITAL RESOURCES
The Corporation's only source of capital since commencing operations has been
from issuance of common stock and results of operations. It has not issued
long term debt nor does it have any long term debt facility arrangements. The
Bank has incurred indebtedness pursuant to a FHLB advance at a rate of 6.40%
maturing August 1, 2001. The Bank may add indebtedness of this nature in the
future if determined to be in the best interest of the Bank. Capital for the
Corporation is above regulatory requirements at September 30, 1997. Pertinent
capital ratios for the Corporation as of September 30, 1997 are as follows:
Minimum
Actual Requirements
------ ------------
Tier 1 risk-based capital ratio 11.0% 4.0%
Total risk-based capital ratio 12.2% 8.0%
Leverage ratio 7.3% 4.0%
Dividends from the Bank to the Corporation may not exceed the undivided
profits of the Bank (included in consolidated retained earnings) without prior
approval of a federal regulatory agency. In addition, Federal banking laws
limit the amount of loans the Bank may make to the Corporation, subject to
certain collateral requirements. No dividends were declared, or loans made,
during 1997 or 1996 by the Bank to the Corporation.
10
<PAGE>
OTHER INFORMATION
Item 1. Legal Proceedings
Neither The National Bank of Indianapolis Corporation nor its
subsidiary is a party to any material pending legal proceedings,
other than ordinary routine litigation incidental to the registrant's
business.
Item 2. Changes in Securities - None.
Item 3. Defaults Upon Senior Securities - Not applicable.
Item 4. Submission of Matters to a Vote of Security Holder - None.
Item 5. Other Information - None.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits - Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K - Not applicable
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.
Date:
THE NATIONAL BANK OF INDIANAPOLIS CORPORATION
/s/ DEBRA L. ROSS
---------------------------------------------
Debra L. Ross
Chief Financial Officer
11
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 6,955,833
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 23,025,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 45,057,540
<INVESTMENTS-CARRYING> 11,231,941
<INVESTMENTS-MARKET> 11,373,466
<LOANS> 148,019,521
<ALLOWANCE> (1,823,800)
<TOTAL-ASSETS> 238,036,166
<DEPOSITS> 198,627,778
<SHORT-TERM> 19,340,810
<LIABILITIES-OTHER> 1,135,740
<LONG-TERM> 2,000,000
0
0
<COMMON> 18,894,378
<OTHER-SE> (1,962,540)
<TOTAL-LIABILITIES-AND-EQUITY> 238,036,166
<INTEREST-LOAN> 8,208,962
<INTEREST-INVEST> 2,336,272
<INTEREST-OTHER> 750,845
<INTEREST-TOTAL> 11,296,079
<INTEREST-DEPOSIT> 5,958,216
<INTEREST-EXPENSE> 6,532,241
<INTEREST-INCOME-NET> 4,763,838
<LOAN-LOSSES> 468,000
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 4,459,495
<INCOME-PRETAX> 709,074
<INCOME-PRE-EXTRAORDINARY> 709,074
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 709,074
<EPS-PRIMARY> 0.374
<EPS-DILUTED> 0.358
<YIELD-ACTUAL> 7.42
<LOANS-NON> 63,781
<LOANS-PAST> 145,672
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 1,355,800
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 1,823,800
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 1,823,800
</TABLE>
