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, 1999
--- 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, 1999, there were 1,950,171 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, 1999
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Consolidated Balance Sheets - September 30, 1999
and December 31, 1998.....................................1
Consolidated Statements of Operations - Three months
ended September 30, 1999 and 1998.........................2
Consolidated Statements of Operations - Nine months
ended September 30, 1999 and 1998.........................3
Consolidated Statements of Cash Flows - Nine months
ended September 30, 1999 and 1998.........................4
Notes to Consolidated Financial Statements....................5
Item 2. Management's Discussion and Analysis.......................6-10
PART II - OTHER INFORMATION
Item 1. Legal Proceedings............................................11
Item 2. Changes in Securities........................................11
Item 3. Default Upon Senior Securities...............................11
Item 4. Submission of Matters to a Vote of Security Holders..........11
Item 5. Other Information ...........................................11
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,
1999 1998
(UNAUDITED) (NOTE)
--------------------------------
<S> <C> <C>
ASSETS
Cash and due from banks $ 40,537,492 $ 26,547,970
Federal funds sold 20,444,997 16,150,000
Investment securities
Available-for-sale securities 53,547,918 67,428,673
Held-to-maturity securities 8,464,988 10,964,214
--------------------------------
Total investment securities 62,012,906 78,392,887
Loans 287,678,756 227,847,742
Less: Allowance for loan losses (3,322,587) (2,626,279)
--------------------------------
Net loans 284,356,169 225,221,463
Premises and equipment 7,714,457 7,124,929
Accrued interest 2,610,744 1,774,536
Stock in federal banks 1,797,500 1,314,600
Other assets 2,461,444 2,073,716
--------------------------------
Total assets $ 421,935,709 $ 358,600,101
================================
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits:
Noninterest-bearing demand deposits $ 59,949,877 $ 54,670,008
Money market and savings deposits 169,283,640 134,746,677
Time deposits over $100,000 37,433,451 40,617,911
Other time deposits 70,241,808 67,879,165
--------------------------------
Total deposits 336,908,776 297,913,761
Security repurchase agreements 41,207,213 25,558,206
FHLB advances 14,000,000 14,000,000
Long term debt 6,000,000 -
Other liabilities 2,761,474 1,772,702
--------------------------------
Total liabilities 400,877,463 339,244,669
Shareholders' equity:
Common stock, no par value:
Authorized shares - 3,000,000
Issued and outstanding shares; 1999 -
1,950,171;
1998 - 1,908,279 20,534,340 19,747,320
Unearned compensation (914,533) (460,394)
Retained earnings 1,439,071 112,954
Accumulated comprehensive (loss) (632) (44,448)
--------------------------------
Total shareholders' equity 21,058,246 19,355,432
--------------------------------
Total liabilities and shareholders' equity $ 421,935,709 $ 358,600,101
================================
</TABLE>
Note: The balance sheet at December 31, 1998 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
1999 1998
---------------------------
<S> <C> <C>
Interest income:
Interest and fees on loans $ 5,402,891 $ 4,028,471
Interest on investment securities 1,153,214 1,093,171
Interest on federal funds sold 281,686 402,617
---------------------------
Total interest income 6,837,791 5,524,259
Interest expense:
Interest on deposits 2,937,006 2,873,741
Interest on repurchase agreements 420,122 342,370
Interest on FHLB advances 203,371 57,238
Other 99,720 -
---------------------------
Total interest expense 3,660,219 3,273,349
---------------------------
Net interest income 3,177,572 2,250,910
Provision for loan losses 240,000 156,000
---------------------------
Net interest income after provision for loan losses 2,937,572 2,094,910
Other operating income:
Trust fees and commissions 329,226 235,009
Service charges and fees on deposit accounts 136,471 81,161
Net gain on sale of mortgage loans 290 71,799
Other 374,457 151,705
---------------------------
Total operating income 840,444 539,674
Other operating expenses:
Salaries, wages and employee benefits 1,579,166 1,165,790
Net occupancy expense 311,139 174,586
Furniture and equipment expense 146,577 142,277
Professional services 130,932 108,308
Data processing 168,136 113,318
Other expenses 497,551 346,944
---------------------------
Total other operating expenses 2,833,501 2,051,223
---------------------------
Net income before tax 944,515 583,361
Federal and state income tax 378,091 -
---------------------------
Net income after tax $ 566,424 $ 583,361
===========================
Basic earnings per share $ 0.30 $ 0.31
===========================
Diluted earnings per share $ 0.27 $ 0.29
===========================
</TABLE>
2
<PAGE>
THE NATIONAL BANK OF INDIANAPOLIS CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30
1999 1998
---------------------------
<S> <C> <C>
Interest income:
Interest and fees on loans $14,623,216 $11,023,209
Interest on investment securities 3,321,364 3,016,175
Interest on federal funds sold 855,716 1,215,430
---------------------------
Total interest income 18,800,296 15,254,814
Interest expense:
Interest on deposits 8,507,273 7,885,696
Interest on repurchase agreements 1,050,304 953,271
Interest on FHLB advances 603,405 121,594
Other 196,428 -
---------------------------
Total interest expense 10,357,410 8,960,561
---------------------------
Net interest income 8,442,886 6,294,253
Provision for loan losses 720,000 468,000
---------------------------
Net interest income after provision for loan losses 7,722,886 5,826,253
Other operating income:
Trust fees and commissions 916,166 670,647
Service charges and fees on deposit accounts 369,510 229,917
Net gain on sale of mortgage loans 71,709 143,555
Other 1,059,853 369,321
---------------------------
Total operating income 2,417,238 1,413,440
Other operating expenses:
Salaries, wages and employee benefits 4,409,843 3,319,079
Net occupancy expense 807,290 474,241
Furniture and equipment expense 418,539 379,763
Professional services 416,001 337,031
Data processing 471,719 329,684
Other expenses 1,411,326 1,118,653
---------------------------
Total other operating expenses 7,934,718 5,958,451
---------------------------
Net income before tax 2,205,406 1,281,242
Federal and state income tax 879,289 -
---------------------------
Net income after tax $ 1,326,117 $ 1,281,242
===========================
Basic earnings per share $ 0.70 $ 0.69
===========================
Diluted earnings per share $ 0.64 $ 0.64
===========================
</TABLE>
3
<PAGE>
THE NATIONAL BANK OF INDIANAPOLIS CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
NINE MONTHS ENDED
SEPTEMBER 30
1999 1998
--------------------------
<S> <C> <C>
Operating Activities
Net Income $ 1,326,117 $ 1,281,242
Adjustments to reconcile net income to net cash
provided (used) by operating activities:
Provision for loan losses 720,000 468,000
Depreciation and amortization 537,373 433,507
Net accretion of investments (1,001,975) (1,036,808)
Increase in:
Interest receivable (836,208) (11,843)
Other assets (420,165) (1,247,777)
Other liabilities 988,772 686,918
--------------------------
Net cash provided by operating activities 1,313,914 573,239
INVESTING ACTIVITIES
Net change in federal funds sold (4,294,997) (13,825,000)
Proceeds from maturities of investment
securities held to maturity 4,371,563 1,958,850
Proceeds from maturities of investment
securities available for sale 74,189,331 64,269,865
Purchases of investment securities held
to maturity (2,277,070) (1,117,056)
Purchases of investment securities available
for sale (59,308,515) (87,703,912)
Net increase in loans (59,854,706) (49,464,991)
Purchases of bank premises and equipment (1,126,901) (632,467)
--------------------------
Net cash used by investing activities (48,301,295) (86,514,711)
FINANCING ACTIVITIES
Net increase in deposits 38,995,015 80,915,947
Increase in security repurchase agreements 15,649,007 9,685,235
Increase in FHLB borrowings - 6,000,000
Proceeds from issuance of long-term debt 6,000,000 -
Proceeds from issuance of stock 332,881 262,414
--------------------------
Net cash provided by financing activities 60,976,903 96,863,596
--------------------------
Increase in Cash and Cash Equivalents 13,989,522 10,922,124
Cash and Cash Equivalents at Beginning of Year 26,547,970 11,446,150
--------------------------
Cash and Cash Equivalents at End of Period $ 40,537,492 $ 22,368,274
==========================
Interest Paid $ 10,188,265 $ 9,217,701
==========================
Income Taxes Paid $ 880,692 $ 1,035,208
==========================
</TABLE>
4
<PAGE>
THE NATIONAL BANK OF INDIANAPOLIS
CORPORATION
Notes to Consolidated Financial Statements
September 30, 1999
(Unaudited)
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,
1999 is not necessarily indicative of the results that may be expected for the
year ended December 31, 1999. For further information, refer to the consolidated
financial statements and footnotes thereto included in The National Bank of
Indianapolis Corporation's ("Corporation") Form 10-KSB for the year ended
December 31, 1998.
NOTE 2: NEW ACCOUNTING PRONOUNCEMENTS
As of January 1, 1998, the Corporation adopted Statement 130, "Reporting
Comprehensive Income". Statement 130 establishes new rules for the reporting and
display of comprehensive income and its components; however, the adoption of
this Statement had no impact on the Corporation's net income. Statement 130
requires unrealized gains or losses net of tax on the Corporation's
available-for-sale securities, which prior to adoption were reported separately
in shareholders' equity, to be included in other comprehensive income. Prior
year financial statements have been reclassified to conform to the requirements
of Statement 130.
For the three months ended September 30, 1999 and 1998, total comprehensive
income amounted to $579,183 and $536,340. For the nine months ended September
30, 1999 and 1998, total comprehensive income amounted to $1,369,933 and
$1,263,052.
5
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATION
RESULTS OF OPERATIONS
Nine months Ended September 30, 1999 Compared to the Nine months Ended September
30, 1998:
The Corporation's results of operations depend 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 $1,326,117 for the nine
months ended September 30, 1999, compared to net income of $1,281,242 for the
nine months ended September 30, 1998. This change is primarily due to the growth
of The National Bank of Indianapolis ("Bank") allowing for more interest earning
assets and net interest income compared to the same period during 1998, thereby
offsetting more of the operating expenses.
Net Interest Income
- -------------------
Net interest income increased $2,148,633 or 34.1% to $8,442,886 for the nine
months ended September 30, 1999, from $6,294,253 for the nine months ended
September 30, 1998. Total interest income increased $3,545,482 for the nine
months ended September 30, 1999, to $18,800,296 from $15,254,814 for the nine
months ended September 30, 1998. This increase is primarily a result of average
total loans for the nine months ended September 30, 1999, being approximately
$285,000,000 compared to average total loans of approximately $181,000,000 for
the nine months ended September 30, 1998. Of the total $104,000,000 increase,
commercial loans increased approximately $70,000,000 and residential mortgages
increased approximately $28,000,000. The loan portfolio produces the highest
yield of all earning assets.
Investment portfolio income increased $305,189 or 10.1% to $3,321,364 for the
nine months ended September 30, 1999, as compared to $3,016,175 for the nine
months ended September 30, 1998. This increase is primarily a result of the
increase in the average investment securities portfolio from approximately
$68,000,000 for the nine months ended September 30, 1998, to approximately
$85,000,000 for the nine months ended September 30, 1999. Interest on federal
funds sold decreased due to a decrease in average federal funds sold of
approximately $6,000,000 for the nine months ended September 30, 1999, over the
same period the previous year.
Total interest expense increased $1,396,849 or 15.6% to $10,357,410 for the nine
months ended September 30, 1999, from $8,960,561 for the nine months ended
September 30, 1998. This increase is due to an increase in interest bearing
deposits, advances from the FHLB, and the issuance of long-term debt. Total
interest bearing liabilities averaged approximately $336,000,000 for the nine
months ended September 30, 1999, as compared to approximately $237,000,000 for
the nine months ended September 30, 1998. The weighted average cost of interest
bearing liabilities was approximately 4.1% at September 30, 1999 compared to
5.0% at September 30, 1998.
6
<PAGE>
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, 1999 $720,000 was charged to the
provision for loan losses compared to $468,000 for the nine months ended
September 30, 1998. At September 30, 1999, the allowance was $3,322,587 or 1.15%
of total loans. This compares to an allowance of $2,626,279 or 1.15% of total
loans as of December 31, 1998.
Other Operating Income
- ----------------------
Other operating income for the nine months ended September 30, 1999, increased
$1,003,798 or 71.0% to $2,417,238 from $1,413,440 for the nine months ended
September 30, 1998. The increase is primarily due to an increase in service
charges and fees on deposit accounts of $139,593 or 60.7% from $229,917 for the
nine months ended September 30, 1998, to $369,510 for the nine months ended
September 30, 1999. This increase is attributable to the increase in average
demand deposit accounts of $82,000,000 from approximately $147,000,000 at
September 30, 1998, to approximately $229,000,000 at September 30, 1999. The
increase in other operating income is also attributable to an increase in trust
fees and commissions of $245,519 or 36.6% from $670,647 for the nine months
ended September 30, 1998, to $916,166 for the nine months ended September 30,
1999. The increase in trust income is attributable to the increase in total
assets under trust management of approximately $184,000,000 from approximately
$308,000,000 at September 30, 1998, to approximately $492,000,000 at September
30, 1999.
In December 1998, the Bank purchased the downtown office building at 107 North
Pennsylvania Street which houses its main office as well as the Corporation's
main office. Contributing to the increase in other operating income was the
rental income from the other tenants in the building. For the nine months ended
September 30, 1999, building rental income was $462,512 compared to $0 for the
nine months ended September 30, 1998.
Other Operating Expenses
- ------------------------
Other operating expenses for the nine months ended September 30, 1999, increased
$1,976,267 or 33.2% to $7,934,718 from $5,958,451 for the nine months ended
September 30, 1998. Salaries, wages and employee benefits increased $1,090,764
or 32.9% to $4,409,843 for the nine months ended September 30, 1999, from
$3,319,079 for the nine months ended September 30, 1998. This increase is
primarily due to the increase in the number of employees from 84 full time
equivalents at September 30, 1998, to 111 full time equivalents at September 30,
1999. Net occupancy expense increased $333,049 and furniture and equipment
expense increased $38,776 for the nine months ended September 30, 1999, over the
same period the previous year. This is primarily due to the opening of new
branches at 49th and Pennsylvania in March 1998 and One American Square in June
1999 and the expansion of additional space at the downtown location.
Professional services expense increased $78,970 or 23.4% from $337,031 for the
nine months ended September 30, 1998, to $416,001 for the nine months ended
September 30, 1999. Data processing expenses increased $142,035 for the nine
months ended September 30, 1999, over
7
<PAGE>
the same period the previous year primarily due to 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 $23,000,000 and
$29,000,000 for the nine months ended September 30, 1999 and 1998, 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,
1999, the Corporation's rate sensitive liabilities exceeded rate sensitive
assets due within one year by $46,942,654.
As part of managing liquidity, the Corporation monitors its loan to deposit
ratio (including repurchase agreements) on a daily basis. At September 30, 1999,
the ratio was 85.4 percent which is within the Corporation's acceptable range.
The Corporation experienced an increase in cash and cash equivalents, its
primary source of liquidity, of $13,989,522 during the first nine months of
1999. The primary financing activity of deposit and repurchase agreement growth
provided net cash of $54,644,022. Lending used $59,854,706, investments provided
$16,975,309, and increasing federal funds sold used $4,294,997. 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.
8
<PAGE>
CAPITAL RESOURCES
The Corporation's only source of capital since commencing operations has been
from issuance of common stock, results of operations, and the issuance of long
term debt to a non-affiliated third party.
The Corporation incurred indebtedness in the amount of $6,000,000 pursuant to a
Revolving Credit Agreement with Harris Trust and Savings Bank dated March 26,
1999. The aggregate amount of the revolving line of credit is $7,500,000
maturing December 31, 2005. Mandatory principal payments are due as follows,
thus reducing the aggregate line amount available:
Date Amount
---- ------
December 31, 2003 $3,000,000
December 31, 2004 $1,000,000
There are many different interest rate options available. Each option is
available for a fixed term of one to three months. The Corporation is currently
paying Adjusted LIBOR plus 2.0% which equates to 7.38%. Interest payments are
due quarterly. The Corporation made a $6,000,000 capital contribution to the
Bank from the loan proceeds.
The Bank has incurred indebtedness pursuant to FHLB advances as follows:
Amount Rate Maturity
------ ---- --------
$ 2,000,000 6.40% 08/01/2001
6,000,000 5.66% 09/04/2003
3,000,000 5.39% 10/03/2005
3,000,000 5.55% 10/02/2005
--------------
$ 14,000,000
Capital for the Bank is above regulatory requirements at September 30, 1999.
Pertinent capital ratios for the Bank as of September 30, 1999 are as follows:
Minimum
Actual Requirements
------ ------------
Tier 1 risk-based capital ratio 9.4% 4.0%
Total risk-based capital ratio 10.5% 8.0%
Leverage ratio 6.5% 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 1999
or 1998 by the Bank to the Corporation.
9
<PAGE>
YEAR 2000
Management has completed an assessment of all its computer systems and software
and other operating equipment used in the daily operation of the Bank that could
be affected by the Year 2000. Management has established a plan to thoroughly
address the issues related to the Year 2000.
Management divided all computer systems and software and operating equipment
into two separate categories - Mission Critical and all other. Mission Critical
refers to computer systems and software and operating equipment that is the most
critical to the daily operation of the Bank. Assessment, remediation, and
testing of all mission critical computer systems and software and operating
equipment was substantially completed by the end of March 1999. Assessment,
remediation and testing of all non-mission critical computer systems and
software and operating equipment was substantially completed by the end of June
1999.
Management is also working with significant loan customers to monitor the
progress of their Year 2000 efforts.
Management believes that it has an effective plan in place to resolve the Year
2000 issue in a timely manner. Regular status reports are made by Management to
the Bank's Board of Directors relating to Year 2000. The Corporation currently
has contingency plans in place in the event it does not complete all phases of
the Year 2000 program.
Since the Bank's main computer and software services are provided by outside
third-party vendors, the cost to make computer systems and software and
operating equipment Year 2000 compliant is estimated to be immaterial.
10
<PAGE>
OTHER INFORMATION
Item 1. Legal Proceedings
Neither The National Bank of Indianapolis Corporation nor its
subsidiary is a party to any pending legal proceedings other than
routine litigation incidental to its 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: November 8, 1999
---------------------------------------
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-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> SEP-30-1999
<CASH> 15,537,492
<INT-BEARING-DEPOSITS> 25,000,000
<FED-FUNDS-SOLD> 20,444,997
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 53,547,918
<INVESTMENTS-CARRYING> 8,464,988
<INVESTMENTS-MARKET> 8,498,525
<LOANS> 287,678,756
<ALLOWANCE> (3,322,587)
<TOTAL-ASSETS> 421,935,709
<DEPOSITS> 336,908,776
<SHORT-TERM> 41,207,213
<LIABILITIES-OTHER> 2,761,474
<LONG-TERM> 20,000,000
0
0
<COMMON> 19,619,807
<OTHER-SE> 1,438,439
<TOTAL-LIABILITIES-AND-EQUITY> 421,935,709
<INTEREST-LOAN> 14,623,216
<INTEREST-INVEST> 3,321,364
<INTEREST-OTHER> 855,716
<INTEREST-TOTAL> 18,800,296
<INTEREST-DEPOSIT> 8,507,273
<INTEREST-EXPENSE> 10,357,410
<INTEREST-INCOME-NET> 8,442,886
<LOAN-LOSSES> 720,000
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 7,934,718
<INCOME-PRETAX> 2,205,406
<INCOME-PRE-EXTRAORDINARY> 2,205,406
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,326,117
<EPS-BASIC> 0.70
<EPS-DILUTED> 0.64
<YIELD-ACTUAL> 7.24
<LOANS-NON> 30,604
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 2,626,279
<CHARGE-OFFS> 27,452
<RECOVERIES> 3,760
<ALLOWANCE-CLOSE> 3,322,587
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 3,322,587
</TABLE>