U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
- ----- ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2000
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
---------------------------------------------
(Exact name of registrant as specified 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 March 31, 2000, there were 1,954,171 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 10-Q
for Quarter Ended
March 31, 2000
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Consolidated Balance Sheets - March 31, 2000
and December 31, 1999.........................................1
Consolidated Statements of Income - Three months
ended March 31, 2000 and 1999.................................2
Consolidated Statements of Cash Flows - Three months
ended March 31, 2000 and 1999 ................................3
Consolidated Statements of Shareholders' Equity - Three
months ended March 31, 2000 and 1999..........................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>
March 31, December 31,
2000 1999
(Unaudited) (Note)
---------------------------------
<S> <C> <C>
Assets
Cash and due from banks $ 63,606,144 $ 34,809,536
Federal funds sold 15,818,452 17,302,304
Investment securities
Available-for-sale securities 58,630,554 46,163,821
Held-to-maturity securities 6,989,985 7,698,420
---------------------------------
Total investment securities 65,620,539 53,862,241
Loans 319,326,361 311,477,835
Less: Allowance for loan losses (3,630,407) (3,392,587)
---------------------------------
Net loans 315,695,954 308,085,248
Premises and equipment 7,819,132 7,925,669
Accrued interest 2,986,792 3,296,010
Stock in federal banks 1,812,500 1,797,500
Other assets 2,669,937 2,422,956
---------------------------------
Total assets $ 476,029,450 $ 429,501,464
=================================
Liabilities and shareholders' equity
Deposits:
Noninterest-bearing demand deposits $ 96,820,861 $ 66,799,489
Money market and savings deposits 186,959,546 171,147,030
Time deposits over $100,000 36,125,730 35,403,389
Other time deposits 67,164,129 71,658,213
---------------------------------
Total deposits 387,070,266 345,008,121
Security repurchase agreements 42,220,166 40,195,017
FHLB advances 14,000,000 14,000,000
Long term debt 7,500,000 6,000,000
Other liabilities 3,053,851 2,662,482
---------------------------------
Total liabilities 453,844,283 407,865,620
Shareholders' equity:
Common stock, no par value:
Authorized shares - 3,000,000
Issued and outstanding shares; 2000 -
1,954,171; 1999 - 1,950,171 20,615,340 20,534,340
Unearned compensation (802,668) (817,014)
Retained earnings 2,444,897 1,943,274
Accumulated other comprehensive (loss) (72,402) (24,756)
---------------------------------
Total shareholders' equity 22,185,167 21,635,844
---------------------------------
Total liabilities and shareholders' equity $ 476,029,450 $ 429,501,464
=================================
</TABLE>
Note: The balance sheet at December 31, 1999 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
March 31
2000 1999
--------------------------------
<S> <C> <C>
Interest income:
Interest and fees on loans $ 6,423,582 $ 4,363,625
Interest on investment securities 1,128,808 1,100,175
Interest on federal funds sold 283,397 274,552
--------------------------------
Total interest income 7,835,787 5,738,352
Interest expense:
Interest on deposits 3,262,024 2,742,883
Interest on repurchase agreements 530,069 290,497
Interest on FHLB advances 201,161 198,873
Interest on long term debt 140,523 6,458
--------------------------------
Total interest expense 4,133,777 3,238,711
--------------------------------
Net interest income 3,702,010 2,499,641
Provision for loan losses 360,000 240,000
--------------------------------
Net interest income after provision for loan losses 3,342,010 2,259,641
Other operating income:
Trust fees and commissions 387,038 279,712
Building rental income 174,385 130,825
Service charges and fees on deposit accounts 186,343 104,006
Net gain (loss) on sale of mortgage loans (100,891) 58,443
Other income 244,356 186,627
--------------------------------
Total operating income 891,231 759,613
Other operating expenses:
Salaries, wages and employee benefits 1,877,190 1,346,750
Net occupancy expense 301,055 243,045
Furniture and equipment expense 175,646 137,389
Professional services 184,949 151,787
Data processing 234,249 143,287
Business development 120,989 77,711
Other expenses 494,890 328,298
--------------------------------
Total other operating expenses 3,388,968 2,428,267
--------------------------------
Net income before tax 844,273 590,987
Federal and state income tax 342,650 234,090
--------------------------------
Net income after tax $ 501,623 $ 356,897
================================
Basic earnings per share $ 0.26 $ 0.19
================================
Diluted earnings per share $ 0.24 $ 0.17
================================
</TABLE>
2
<PAGE>
The National Bank of Indianapolis Corporation
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Three months ended
March 31
2000 1999
---------------------------------
<S> <C> <C>
Operating Activities
Net Income $ 501,623 $ 356,897
Adjustments to reconcile net income to net cash
provided (used) by operating activities:
Provision for loan losses 360,000 240,000
Depreciation and amortization 221,119 165,563
Net accretion of investments (66,194) (446,755)
Unearned compensation amortization 95,346 63,319
(Increase) decrease in:
Interest receivable 309,218 (114,104)
Other assets (215,729) (167,303)
Increase in other liabilities 391,369 587,997
---------------------------------
Net cash provided by operating activities 1,596,752 685,614
---------------------------------
Investing Activities
Net change in federal funds sold 1,483,852 550,000
Proceeds from maturities of investment securities
Held to maturity 716,365 2,128,865
Proceeds from maturities of investment securities
Available for sale 38,708,846 28,306,448
Purchases of investment securities held to
maturity (15,000) -
Purchases of investment securities available
for sale (51,196,213) (20,524,141)
Net increase in loans (7,970,706) (14,306,481)
Purchases of bank premises and equipment (114,582) (272,306)
---------------------------------
Net cash used by investing activities (18,387,438) (4,117,615)
---------------------------------
Financing Activities
Net increase in deposits 42,062,145 4,029,116
Increase in security repurchase agreements 2,025,149 1,453,123
Proceeds from issuance of long-term debt 1,500,000 5,000,000
---------------------------------
Net cash provided by financing activities 45,587,294 10,482,239
---------------------------------
Increase in Cash and Cash Equivalents 28,796,608 7,050,238
Cash and Cash Equivalents at Beginning of Year 34,809,536 26,547,970
---------------------------------
Cash and Cash Equivalents at End of Period $ 63,606,144 $ 33,598,208
=================================
Interest Paid $ 4,021,793 $ 3,008,808
=================================
Income Taxes Paid $ 110,163 $ 97,942
=================================
</TABLE>
3
<PAGE>
The National Bank of Indianapolis Corporation
Consolidated Statements of Shareholders' Equity
(Unaudited)
<TABLE>
<CAPTION>
Accumulated
and Other
Common Unearned Retained Comprehensive
Stock Compensation Earnings Income TOTAL
----------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Balance at December 31, 1998 $ 19,747,320 $ (460,394) $ 112,954 $ (44,448) $ 19,355,432
Comprehensive income:
Net income 356,897 356,897
Other comprehensive income
Net unrealized gain on investments,
net of tax of $11,956 26,221 26,221
------------
Total comprehensive income 383,118
Issuance of stock -
Compensation earned 63,319 63,319
--------------------------------------------------------------------
Balance at March 31, 1999 $ 19,747,320 $ (397,075) $ 469,851 $ (18,227) $ 19,801,869
====================================================================
Balance at December 31, 1999 $ 20,534,340 $ (817,014) $1,943,274 $ (24,756) $ 21,635,844
Comprehensive income:
Net income 501,623 501,623
Other comprehensive income
Net unrealized loss on investments,
net of tax of $47,490 (47,646) (47,646)
------------
Total comprehensive income 453,977
Issuance of stock 81,000 (81,000) -
Compensation earned 95,346 95,346
--------------------------------------------------------------------
Balance at March 31, 2000 $ 20,615,340 $ (802,668) $2,444,897 $ (72,402) $ 22,185,167
====================================================================
</TABLE>
4
<PAGE>
The National Bank of Indianapolis
Corporation
Notes to Consolidated Financial Statements
March 31, 2000
Note 1: Basis of Presentation
The accompanying unaudited condensed consolidated financial statements include
the accounts of The National Bank of Indianapolis Corporation ("Corporation")
and its wholly-owned subsidiary The National Bank of Indianapolis ("Bank"). All
intercompany transactions between the Corporation and Bank have been properly
eliminated. The consolidated financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-Q 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 three month period ended March 31, 2000 is
not necessarily indicative of the results that may be expected for the year
ended December 31, 2000. For further information, refer to the consolidated
financial statements and footnotes thereto included in the Corporation's Form
10-K for the year ended December 31, 1999.
Note 2: Earnings per Share
The following table sets forth the computation of basic and diluted earnings per
share for the three month periods ended March 31, 2000 and 1999.
Three months ended
March 31,
2000 1999
---------- -----------
Basic average shares outstanding 1,905,971 1,884,579
========== ===========
Net income $501,623 $356,897
========== ===========
Basic net income per common share $0.26 $0.19
========== ===========
Diluted
Average shares outstanding 1,905,971 1,884,579
Nonvested restricted stock 28,920 14,220
Common stock equivalents
Net effect of the assumed exercise of
stock options 53,364 39,987
Net effect of the assumed exercise of
warrants 120,947 102,021
---------- -----------
Diluted average shares 2,109,202 2,040,807
========== ===========
Net income $501,623 $356,897
========== ===========
Diluted net income per common share $0.24 $0.17
========== ===========
5
<PAGE>
Management's Discussion and Analysis
of Financial Condition and Results of Operation
Results of Operations
Three months Ended March 31, 2000 Compared to the Three months Ended March 31,
1999:
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 $501,623 for the three months
ended March 31, 2000 compared to a net income of $356,897 for the three months
ended March 31, 1999. 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 1999, thereby offsetting more of the operating expenses.
Net Interest Income
Net interest income increased $1,202,369 or 48.1% to $3,702,010 for the three
months ended March 31, 2000 from $2,499,641 for the three months ended March 31,
1999. Total interest income increased $2,097,435 for the three months ended
March 31, 2000 to $7,835,787 from $5,738,352 for the three months ended March
31, 1999. This increase is primarily a result of average total loans for the
three months ended March 31, 2000 being approximately $313,000,000 compared to
average total loans of approximately $231,000,000 for the three months ended
March 31, 1999. The loan portfolio produces the highest yield of all earning
assets. Investment portfolio income increased $28,633 or 2.6% to $1,128,808 for
the three months ended March 31, 2000, as compared to $1,100,175 for the three
months ended March 31, 1999. Interest on investment securities increased due to
a higher yield although the average investment securities portfolio decreased
from approximately $84,000,000 for the three months ended March 31, 1999, to
approximately $77,000,000 for the three months ended March 31, 2000. Interest on
federal funds sold increased although average federal funds sold decreased
approximately $4,000,000 due to a higher yield for the three months ended March
31, 2000 over the same period the previous year.
Total interest expense increased $895,066 or 27.6% to $4,133,777 for the three
months ended March 31, 2000, from $3,238,711 for the three months ended March
31, 1999. This increase is due to an increase in interest bearing deposits.
Total interest bearing liabilities averaged approximately $346,000,000 for the
three months ended March 31, 2000 as compared to approximately $288,000,000 for
the three months ended March 31, 1999. The average cost of interest bearing
liabilities was approximately 4.8% at March 31, 2000 compared to 4.5% at March
31, 1999.
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.
Three months ended
March 31,
2000 1999
-------------- --------------
Beginning of Period $3,392,587 $2,626,279
Provision for loan losses 360,000 240,000
Losses charged to the reserve
Commercial 90,226 -
Real Estate 31,954 -
-------------- --------------
122,180 -
Recoveries
Commercial - 2,250
--------------------------------
- 2,250
-------------- --------------
End of Period $3,630,407 $2,868,529
============== ==============
Allowance as a % of Loans 1.14% 1.18%
Loans past due over 30 days totaled $228,631 or 0.07% of total loans at March
31, 2000 compared to $176,470 or 0.07% of total loans at March 31, 1999.
Other Operating Income
- ----------------------
Other operating income for the three months ended March 31, 2000, increased
$131,618 or 17.3% to $891,231 from $759,613 for the three months ended March 31,
1999. The increase is primarily due to an increase in trust fees and commissions
of $107,326 or 38.4% from $279,712 for the three months ended March 31, 1999 to
$387,038 for the three months ended March 31, 2000. The increase in trust income
is attributable to the increase in total assets under trust management of
approximately $78,000,000 from approximately $461,000,000 at March 31, 1999 to
approximately $539,000,000 at March 31, 2000. The increase in other operating
income is also attributable to an increase in service charges and fees on
deposit accounts of $82,337 or 79.2% from $104,006 for the three months ended
March 31, 1999 to $186,343 for the three months ended March 31, 2000. This
increase is attributable to the increase in average demand deposit accounts of
$54,000,000 from approximately $188,000,000 at March 31, 1999 to approximately
$242,000,000 at March 31, 2000. A net loss on the sale of mortgage loans of
$100,891 for the three months ended March 31, 2000 compared to a net gain of
$58,443 for the three months ended March 31, 1999 caused a decrease in other
operating income. Contributing to the increase in other operating income was the
rental income from the other tenants in the
7
<PAGE>
Corporation's main office building. For the three months ended March 31, 2000,
building rental income was $174,385 compared to $130,825 for the three months
ended March 31, 1999.
Other Operating Expenses
- ------------------------
Other operating expenses for the three months ended March 31, 2000 increased
$960,701 or 39.6% to $3,388,968 from $2,428,267 for the three months ended March
31, 1999. Salaries, wages and employee benefits increased $530,440 or 39.4% to
$1,877,190 for the three months ended March 31, 2000 from $1,346,750 for the
three months ended March 31, 1999. This increase is primarily due to the
increase in the number of employees from 93 full time equivalents at March 31,
1999 to 123 full time equivalents at March 31, 2000. Net occupancy expense
increased $58,010 for the three months ended March 31, 2000 over the same period
the previous year. This is due to the opening of a new banking center at the AUL
Office Complex in June 1999. Professional services expense increased $33,162 or
21.8% from $151,787 for the three months ended March 31, 1999 to $184,949 for
the three months ended March 31, 2000. The increase is due to courier service
and accounting fees.
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 $20,000,000 and
$24,000,000 for the three months ended March 31, 2000 and 1999, 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 March 31,
2000, the Corporation's rate sensitive liabilities exceeded rate sensitive
assets due within one year by $42,801,523.
As part of managing liquidity, the Corporation monitors its loan to deposit
ratio on a daily basis. At March 31, 2000 the ratio was 82.5 percent which is
within the Corporation' acceptable range.
The Corporation experienced an increase in cash and cash equivalents, its
primary source of liquidity, of $28,796,608 during the first three months of
2000. The primary financing activity of deposit growth provided net cash of
$42,062,145. Lending used $7,970,706, investments used $11,786,002, and
decreasing federal funds sold provided $1,483,852. 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' 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 $7,500,000 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 based on amounts
outstanding at March 31, 2000 are due as follows, thus reducing the aggregate
line amounts available:
Date Amount
---- ------
December 31, 2003 $3,000,000
December 31, 2004 $1,000,000
December 31, 2005 $3,500,000
----------
$7,500,000
There are many different interest rate options available. Each option is
available for a fixed term of 1-3 months. The Corporation is currently paying
Adjusted LIBOR plus 2.0% which equates to 7.92%. Interest payments are due at
the expiration of the fixed term option. The Corporation made a $7,500,000
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
=============
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 Bank is above regulatory
requirements at March 31, 2000. Pertinent capital ratios for the Bank as of
March 31, 2000 are as follows:
Minimum
Actual Requirements
------ ------------
Tier 1 risk-based capital ratio 9.28% 4.0%
Total risk-based capital ratio 10.43% 8.0%
Leverage ratio 6.73% 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 2000
or 1999 by the Bank to the Corporation.
9
<PAGE>
Year 2000
The Corporation established and implemented a plan to thoroughly address the
issues related to the Year 2000. Management of the Corporation finished an
assessment of systems, programs, computers, and equipment used in the daily
operation of the Bank, concluding that after remediation of certain programs and
equipment all key systems were Year 2000 compliant. Key systems were
satisfactorily tested to affirm management's assessment of such compliance.
The Corporation has not discovered any problems related to the Year 2000
subsequent to December 31, 1999. Regular status reports were made by management
to the Bank's Board of Directors.
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 was immaterial.
10
<PAGE>
Other Information
Item 1. Legal Proceedings
Neither The National Bank of Indianapolis Corporation nor its
subsidiary are involved in any pending legal proceedings at this
time, other than routine litigation incidental to its business.
Item 2. Changes in Securities - Not applicable.
Item 3. Defaults Upon Senior Securities - Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders - None.
Item 5. Other Information - Not applicable.
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits - Exhibit 27 - Financial Data Schedule
(b) No reports on Form 8-K were filed during the last quarter
of the fiscal year.
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: May 4, 2000
-------------
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> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 46,606,144
<INT-BEARING-DEPOSITS> 17,000,000
<FED-FUNDS-SOLD> 15,818,452
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 58,630,554
<INVESTMENTS-CARRYING> 6,989,985
<INVESTMENTS-MARKET> 6,812,531
<LOANS> 319,326,361
<ALLOWANCE> (3,630,407)
<TOTAL-ASSETS> 476,029,450
<DEPOSITS> 387,070,266
<SHORT-TERM> 42,220,166
<LIABILITIES-OTHER> 3,053,851
<LONG-TERM> 21,500,000
0
0
<COMMON> 19,812,672
<OTHER-SE> 2,372,495
<TOTAL-LIABILITIES-AND-EQUITY> 476,029,450
<INTEREST-LOAN> 6,423,582
<INTEREST-INVEST> 1,128,808
<INTEREST-OTHER> 283,397
<INTEREST-TOTAL> 7,835,787
<INTEREST-DEPOSIT> 3,739,024
<INTEREST-EXPENSE> 4,133,777
<INTEREST-INCOME-NET> 3,702,010
<LOAN-LOSSES> 360,000
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 3,388,968
<INCOME-PRETAX> 844,273
<INCOME-PRE-EXTRAORDINARY> 844,273
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 501,623
<EPS-BASIC> 0.26
<EPS-DILUTED> 0.24
<YIELD-ACTUAL> 3.75
<LOANS-NON> 504,921
<LOANS-PAST> 228,631
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 3,392,587
<CHARGE-OFFS> 122,180
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 3,630,407
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 3,630,407
</TABLE>
