UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One) FORM 10-QSB
[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934.
For the quarterly period ended March 31, 1996
----------------------------
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from to
Commission file number 33-70184
C&F Financial Corporation
(Exact name of small business issuer as
specified in its charter)
Virginia 54-1680165
State of other jurisdiction of I.R.S. Employer
incorporation of organization) Identification No.)
Eighth and Main Streets West Point VA 23181
(Address of principal executive offices) (Zip Code)
(Issuer's telephone number) (804) 843-2360
(Former name, former address and former fiscal year, if changed since last
report)
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. [x] Yes [ ]
No
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. [ ] Yes [ ] No
APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each on the issuer's classes of
common equity, as of the latest practicable date:
2,232,844 as of April 30, 1996
Transitional Small Business Disclosure Format (Check one):[ ] Yes [x] No
<PAGE>
TABLE OF CONTENTS
Part I - Financial Information Page
Item 1. Financial Statements
Consolidated Balance Sheet -
March 31, 1996 and December 31, 1995...................1
Consolidated Balance Sheet -
March 31, 1996 and March 31, 1995......................2
Consolidated Statement of Income -
Three months ended March 31, 1996 and 1995.............3
Consolidated Statement of Cash Flows -
Three months ended March 31, 1996 and 1995.............4
Notes to Consolidated Financial Statements.................5
Item 2. Management's Discussion and Analysis ......................6
Part II - Other Information
Item 1. Legal Proceedings.........................................12
Item 4. Submission of Matters to a Vote of Security Holders.......12
Item 6. Exhibits and Reports on Form 8-K..........................12
Signatures ..........................................................13
<PAGE>
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(Amounts in thousands of dollars)
<TABLE>
<CAPTION>
ASSETS 3-31-96 12-31-95
------- --------
<S> <C> <C>
Cash and due from banks $ 6,870 $ 9,789
Interest -bearing deposits in other banks 8,503 3,031
Federal funds sold 630
----------- -----------
Total cash and cash equivalents 15,373 13,450
Investment securities
Available for sale securities at fair value,
amortized cost of $17,267,000 and $23,623,000,
respectively 17,675 23,742
Held to maturity at amortized cost,
fair value of $73,889,000 and $78,606,000,
respectively 72,616 76,896
Loans held for sale 15,348 1,885
Loans (gross) 119,630 111,935
Less: unearned income (6) (9)
Less: allowance for loan losses (1913) (1,914)
------------ ------------
Net loans 117,711 110,012
Federal Home Loan Bank stock 857 805
Bank premises and equipment 6,123 5,921
Accrued interest receivable 2,332 2,439
Other assets 4,458 4,010
----------- -----------
Total assets $ 252,493 $ 239,160
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits
Non-interest-bearing demand deposits $ 31,766 $ 28,898
Savings and interest-bearing demand deposits 85,406 84,313
Time deposits 98,436 90,801
----------- -----------
Total deposits 215,608 204,012
Accrued interest payable 691 570
Other liabilities 4,191 2,760
----------- -----------
Total liabilities 220,490 207,342
Shareholders' Equity
Common stock 2,233 2,231
Additional paid-in capital 1,301 1,290
Retained earnings 28,200 27,805
Net unrealized loss on securities
available for sale , net of tax 269 492
----------- -----------
Total shareholders equity 32,003 31,818
----------- -----------
Total liabilities and
shareholders' equity $ 252,493 $ 239,160
=========== ===========
</TABLE>
The Company's notes are an integral part of the consolidated financial
statements.
1
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(Amounts in thousands of dollars)
<TABLE>
<CAPTION>
ASSETS 3-31-96 3-31-95
------- -------
<S> <C> <C>
Cash and due from banks $ 6,870 $ 5,357
Interest -bearing deposits in other banks 8,503
Federal funds sold 3,300
----------- -----------
Total cash and cash equivalents 15,373 8,657
Investment securities
Available for sale securities at fair value,
amortized cost of $17,267,000 and $12,932,000,
respectively 17,675 12,813
Held to maturity at amortized cost,
fair value of $73,889,000 and $60,345,000,
respectively 72,616 60,325
Loans held for sale 15,348
Loans (gross) 119,630 100,284
Less: unearned income (6) (32)
Less: allowance for loan losses (1913) (1,914)
------------ ------------
Net loans 117,711 98,338
Other real estate 59
Federal Home Loan Bank stock 857 805
Bank premises and equipment 6,123 4,532
Accrued interest receivable 2,332 1,848
Other assets 4,458 2,474
----------- -----------
Total assets $ 252,493 $ 189,851
=========== ===========
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits
Non-interest-bearing demand deposits $ 31,766 $ 17,413
Savings and interest-bearing demand deposits 85,406 74,257
Time deposits 98,436 65,725
----------- -----------
Total deposits 215,608 157,395
Accrued interest payable 691 476
Other liabilities 4,191 2,249
----------- -----------
Total liabilities 220,490 160,120
Shareholders' Equity
Common stock 2,233 2,228
Additional paid-in capital 1,301 1,276
Retained earnings 28,200 26,306
Net unrealized loss (gain) on securities
available for sale 269 (79)
----------- ------------
Total shareholders equity 32,003 29,731
----------- -----------
Total liabilities and
shareholders' equity $ 252,493 $ 189,851
============ ==========
</TABLE>
The Company's notes are an integral part of the consolidated financial
statements.
2
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(In thousands of dollars, except for per share amounts)
<TABLE>
<CAPTION>
Three Months Ended March 31,
INTEREST INCOME 1996 1995
- --------------- ---- ----
<S> <C> <C>
Interest and fees on loans $ 2,758 $ 2,244
Interest on other market investments 41
Interest on fed funds sold 1 20
Interest on investment securities
U.S. Treasury and U.S. Government
Agencies 974 837
Obligations on states and political sub. 500 427
Other bonds 101 37
--------- ---------
Total interest income 4,375 3,565
INTEREST EXPENSE
Interest on deposits 1,880 1,317
Interest on short-term borrowings 14 8
--------- ---------
Total interest expense 1,894 1,325
Net interest income 2,481 2,240
Provision for loan losses
OTHER OPERATING INCOME
Service charges on deposit accounts 210 199
Gain on sale of loans 426
Other service charges, commissions,
and fees 237 56
--------- ---------
Total other operating income 873 255
Realized gain(loss) on securities (17) 7
OTHER OPERATING EXPENSES
Salaries and employee benefits 1,567 721
Occupancy expenses 419 214
Other operating expenses 484 407
--------- ---------
Total other operating expenses 2,470 1,342
Income before income taxes 867 1,160
Income tax expense (138) (287)
---------- ----------
Net Income 729 $ 873
========= =========
PER SHARE DATA
Net income $ .33 $ .39
Cash dividends paid and declared .15 .14
Number of shares outstanding 2,232,844 2,228,394
</TABLE>
The Company's notes are an integral part of the consolidated financial
statements.
3
CONSOLIDATED STATEMENTS ON CASH FLOWS
(Unaudited)
(Amounts in thousands of dollars)
<TABLE>
<CAPTION>
Three Months Ended March 31:
1996 1995
---- ----
<S> <C>
Cash flows from operating activities
Net income $ 729 $ 873
Adjustments to reconcile net income to
net cash provided by (used in) operating activities:
Depreciation 164 121
Amortization of goodwill 42
Accretion of discounts and amortization of
premiums on investment securities, net (25) (48)
Net realized gain(loss) on securities 17 (7)
Proceeds from sale of loans 17,687
Origination of loans held for sale (31,576)
Gain on sale of loans 426
Change in other assets and liabilities:
Accrued interest receivable and other assets (287) (551)
Accrued interest payable and
other liabilities 1,552 673
---------- ----------
Net cash provided by (used in) operating activities (11,271) 1,061
---------- ----------
Cash flows from investing activities:
Proceeds from maturities of investments
held to maturity 5,057 3,036
Proceeds from sales and maturities of
investments available for sale 8,850
Purchase of investment securities (1,391) (4,412)
Purchase of investments available for sale (2,479)
Net decrease (increase) in customer loans (7,699) 4,312
Purchase of corporate premises and equipment (366) (575)
Purchase of Federal Home Loan Bank stock (52) (32)
---------- ----------
Net cash used in investing activities 1,920 2,329
---------- ----------
Cash flows from financing activities:
Net increase(decrease) in deposits 3,759 (1,417)
Assumption of deposit liabilities in 7,837
branch acquisition, net of premium paid
Proceeds from exercise of stock options 13 1
Cash dividends (335) (312)
---------- ----------
Net cash provided by (used in) financing activities 11,274 (1,728)
---------- ----------
Net increase in cash and cash equivalents 1,923 1,662
Cash and cash equivalents at beginning of period 13,450 6,995
---------- ----------
Cash and cash equivalents at end of period $ 15,373 $ 8,657
========== ==========
Supplemental disclosure
Interest paid $ 2,015 $ 1,474
</TABLE>
The Company's notes are an integral part of the consolidated financial
statements.
4
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1
In the opinion of C&F Financial Corporation's management, the
accompanying unaudited consolidated financial statements contain all
adjustments, consisting only of normal recurring accruals, necessary to present
fairly the financial position as of March 31, 1996, the results of operations
for the three-month periods ended March 31, 1996 and 1995, and cash flows for
the three-month periods ended March 31, 1996 and 1995.
These consolidated financial statements should be read in conjunction
with the consolidated financial statements and notes thereto included in the C&F
Financial Annual Report on Form 10-KSB for the year ended December 31, 1995.
The results of operations for the interim periods are not necessarily
indicative of the results to be expected for the full year.
The consolidated financial statement include the account of the Company
and its subsidiaries, with all significant intercompany transactions and
accounts being eliminated in consolidation.
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
5
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATION
The following discussion supplements and provides information about the
major components of the results of operations and financial condition, liquidity
and capital resources of C&F Financial Corporation (the "Company"). This
discussion and analysis should be read in conjunction with the Consolidated
Financial Statements, and supplemental financial data.
Overview
Net income totaled $729,000 for the first quarter of 1996, a decrease
of 16.5% over the first quarter of 1995. Earning per share were $.33 and $.39
for March 31, 1996 and 1995, respectively.
Profitability as measured by the Company's return on average assets
(ROA) was 1.20% for the first quarter of 1996, down from 1.85% for the same
period of 1995. Another key indicator of performance, the return on average
equity (ROE) for March 31, 1996 was 9.14%, compared to 11.94% for March 31,
1995.
RESULTS OF OPERATIONS
Net Interest Income
Net interest income represents the principal source of earnings for the
Company. Net interest income equals the amount by which interest income exceeds
interest expense. Changes in the volume and mix of earning assets and
interest-bearing liabilities, as well as their respective yields and rates, have
a significant impact on the level of net interest income.
Net interest income for the first quarter of 1996 was $2.5 million, up
$241,000, or 10.8% from $2.2 million for March 31, 1995. Interest income
increased $810,000, or 22.7%, while interest expense increased $569,000, 42.9%,
in comparing March 31, 1996 to the same period of 1995.
Non-Interest Income
The Company's principal sources of non-interest income are service
charges and fees on deposit accounts, particularly transaction accounts, and the
income from the sale of loans. Non-interest income increased $618,000, or 242.4%
in the first quarter of 1996 over March 31, 1995. The majority of this increase
is attributed to income generated from the sale of mortgage loans by C&F
Mortgage Corporation, a subsidiary of the Company. C&F Mortgage Corporation
began originating and selling residential mortgages on December 1, 1995. Income
from the sale of loans was $426,000
6
for the first quarter of 1996. Other service charges, commissions, and fees
increase $181,000 or 323.2% comparing March 31, 1996 to the same period of 1995.
This increase is attributed to merchant bank card income, which is offset by
other expenses relating to merchant bank card services, title insurance fees,
and investment services income. The Company continuously seeks additional
sources of non-interest income.
Non-Interest Expense
Noninterest expense increased $1.1 million, or 84.1%, in the first
quarter of 1996 over March 31, 1995. The increase in non-interest expense when
comparing the two periods is attributed to overall growth of the Company. In
April, 1995 the subsidiary C&F Investment Services, Inc. was organized to offer
full-service brokerage services, and the Company opened a Citizens and Farmers
Bank branch in Varina, Virginia. In June, 1995 the Bank acquired two additional
branches in Middlesex and Tappahannock, Virginia. C&F Mortgage Corporation, a
subsidiary of the Bank, was organized in September, and opened for business on
December 1, 1995, to originate and sell residential mortgages. In February, 1996
the deposit liabilities of a West Point, Virginia branch were acquired. The
growth of the Company increased salaries and employee benefits by $846,000, or
117.3% when comparing the first quarter 1996 to the same period of 1995. Also
related to the recent growth occupancy expenses increased $205,000, or 95.8%
when comparing to the same period of the prior year.
Income Taxes
Applicable income taxes on first quarter 1996 earnings amounted to
$138,000, compared to $287,000 for the same period of 1995.
Asset Quality-Allowance /Provision For Loan Losses
The allowance is to provide for potential losses inherent in the loan
portfolio. Among other factors, management considers the Company's historical
loss experience, the size and composition of the loan portfolio, the value and
adequacy of collateral and guarantors, non-performing credits, and current and
anticipated economic conditions. There are additional risks of future loan
losses which cannot be precisely quantified or attributed to particular loans or
classes of loans. Since those risk include general economic trends as well as
conditions affecting individual borrowers, the allowance for loan losses is an
estimate. The allowance is also subject to regulatory examinations and
determination as to adequacy, which may take into account such factors as the
methodology used to calculate the allowance and the size of the allowance in
comparison to peer banks identified by regulatory agencies.
7
The Company had no provision expense for the first quarter of 1996 or
1995. Loans charged off amounted to $2,000 for the first quarter of 1996 and
$1,000 for the same period of 1995. Recoveries amounted to $1,000 and $20,000
for March 31, 1996 and 1995, respectively. The ratio of net charge-offs to
average outstanding loans was .002% compared to .001% for the periods.
Management felt that the reserve was adequate to absorb any losses on existing
loans which may become uncollectible.
Nonperforming Assets
Total nonperforming assets, which consist of the Company's nonaccrual
loans was $542,000 at March 31, 1996, a decrease of $758,000 from March 31,
1995. Despite the fact that the Company has more non-performing loans than
desired, management believes that losses will be minimal. It is expected that
non-accruing loans will continue to be reduced in 1996.
The Company places a loan on non-accrual status when management
believes, after considering economic and business conditions and collection
efforts, that the borrower's financial condition is such that collection of both
principal and interact is doubtful. Corporate policy is to place loans on
non-accrual status if principal or interest is past due for 90 days or more
unless the debt is both well secured and in the process of being collected.
FINANCIAL CONDITION
Summary
A financial institution's primary sources of revenue are generated by
its earning assets, while its major expenses are produced by the funding of
those assets with interest-bearing liabilities. Effective management of these
sources and uses of funds is essential in attaining a financial institution's
maximum profitability while maintaining a minimum amount of risk.
At the end of the first quarter of 1996, the Company had total assets
of $252.5 million, up 5.6% over year-end. When comparing March 31, 1996 to March
31, 1995 an increase of 33.0% is reflected. The asset growth is attributed to
the overall expansion and growth of Company during 1995 and the first quarter of
1996.
8
Loan Portfolio
At March 31, 1996, loans, net of unearned income and reserve for loan
losses, totaled $117.7 million, an increase of 7.0% over the 1995 year-end total
of 110.0 million. Net loans increase 19.7% when comparing March 31, 1996 to the
same period of 1995.
The Company's lending activities are a principal source of income. All
loans are attributable to domestic operations. Residential real estate loans,
both construction and permanent, represent the major portion of the company's
loan portfolio.
Investment Securities
The investment securities portfolio plays a primary role in the
management of interest rate sensitivity of the Company and generates substantial
interest income. In addition, the portfolio serves as a source of liquidity and
is used as needed to meet collateral requirements.
The securities portfolio consists of two components, investment
securities held to maturity and securities available for sale. Securities are
classified as investment securities based on management's intent and the
Company's ability, at the time of purchase, to hold such securities to maturity.
These securities are carried at amortized cost. Securities which may be sold in
response to changes in market interest rates, changes in the securities'
prepayment risk, increases in loan demand, general liquidity needs, and other
similar factors are classified as available for sale and are carried at
estimated fair value.
At March 31, 1996, total investment securities were $90.3 million
compared to $100.6 and $73.1 for December 31, 1995 and March 31, 1995,
respectively. Securities of U.S. Government agencies and corporations represent
47.8% of the total securities portfolio, obligations of state and political
subdivisions were 38.9%, U.S. Treasury securities were 8.3%, investment-grade
corporate bonds totaled .3% and preferred stocks were 4.7% at March 31, 1996.
Deposits
The Company's predominate source of funds is depository accounts. The
Company's deposit base is comprised of demand deposits, savings and money market
accounts, and time deposits. The Company's deposits are provided by individuals
and businesses located within the communities served.
9
Deposits totaled $215.6 million at March 31, 1996, this reflects
increases of 5.7% over year-end 1995 and 37.0% over March 31, 1995. Deposit
growth was attributed to the acquisition of the Middlesex, Tappahannock, and
West Point bank branches, and opening of the Varina bank branch, and growth of
deposits at existing bank branch locations.
Liquidity
Liquidity represents an institution's ability to meet present and
future financial obligations through either the sale or maturity of existing
assets or the acquisition of additional funds through liability management.
Liquid assets include cash, interest bearing deposits with banks, federal funds
sold, investment and loans maturing within one year. The Company's ability to
obtain deposits and purchase funds at favorable rates determines its liability
liquidity. As a result of the Company's management of liquid assets and the
ability to generate liquidity through liability funding, management believes
that the Company maintains overall liquidity which is sufficient to satisfy its
depositors' requirements and to meet customers' credit needs.
At March 31, 1996, cash, securities classified as available for sale
and federal funds sold were 14.3% of total earning assets compared to 11.6% and
11.9% at December 31, 1995 and March 31, 1995, respectively. Asset liquidity is
also provided by managing the investment maturities.
Addition resources of liquidity available to the Company include its
subsidiary Bank's capacity to borrow additional funds through an established
line of credit with a regional correspondent bank and the Federal Home Loan
Bank.
Capital Resources
The assessment of capital adequacy depends on a number of factors such as
asset quality, liquidity, earnings performance, and changing competitive
conditions and economic forces. The adequacy of the Company's capital is
reviewed by management on an ongoing basis. Management seeks to maintain a
capital structure that will assure an adequate level of capital to support
anticipated asset growth and to absorb potential losses.
The Company's capital position continues to exceed regulatory
requirements. The primary indicators relied on by bank regulators in measuring
the capital position are the Tier I capital, total risk-based capital, and
leverage ratios. Tier I capital consist of common and qualifying preferred
shareholders' equity less goodwill. Total capital consist of Tier I capital,
qualifying subordinated debt, and a portion of the allowance for loan losses.
Risk-based capital ratios are calculated with reference to risk-weighted assets.
The Company's Tier I capital ratio was 24.6% at March 31, 1996, compared to
23.87% at December 31, 1995. The total capital ratio was 22.5% at March 31, 1996
compared to 25.12% at December 31, 1995. These ratios are in excess of the
mandated minimum requirement of 4% and 8%, respectively.
10
Shareholders' equity reached $32.0 million at the end of the first quarter
of 1996 compared to $31.8 million and $29.7 million at December 31, 1995 and
March 31, 1995, respectively. The leverage ratio consists of Tier I capital
divided by quarterly average assets. At March 31, 1996, the Company's leverage
ratio was 11.3% compared to 12.4% at December 31, 1995. Each of these exceeds
the required minimum leverage ratio of 3%. The leverage ratio declined primarily
due to asset growth outpacing shareholders' equity growth.
New Accounting Pronouncements
SFAS No. 121 was issued in March, 1995, and requires that long-lived
assets and certain identifiable intangibles to be held and used by an entity are
to be reviewed for impairment whenever events or changes in circumstances
indicate that the carrying amount of an asset may not be recoverable. This
pronouncement was effective for fiscal years beginning after December 15, 1995,
and its adoption has had no material effect on the Company's financial
statements.
SFAS No. 122, "Accounting for Mortgage Servicing Rights", was effective
for fiscal years beginning after December 15, 1995. This pronouncement specifies
how mortgage banking enterprises are to recognize rights to service mortgage
loans for others, however those servicing rights are acquired. As management
intends to sell substantially all loans originated by its mortgage corporation,
the adoption of this pronouncement has had no material effect on the Company's
financial statements.
In October, 1995, SFAS No. 123, "Accounting for Stock Based Compensation",
was issued and effective for fiscal years beginning after December 15, 1995.
SFAS No. 123 requires expanded disclosures of stock-based compensation
arrangements with employees and encourages (but does not require) compensation
cost to be measured based on the fair value of the equity instrument awarded.
Companies are permitted, however, to continue to apply APB Opinion No. 25, which
recognizes compensation cost based on the intrinsic value of the equity
instrument awarded. Management will continue to apply APB Opinion No. 25 to its
stock based compensation awards to employees.
Effects of Inflation
The effect of changing prices and financial institutions is typically
different from other industries as the Company's assets and liabilities are
monetary in nature. Interest rates are significantly impacted by inflation, but
neither the timing nor the magnitude of the changes are directly related to
price level indices. Impacts of inflation on interest rates, loan demands, and
deposits are reflected in the consolidated financial statements.
11
PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
There are no material pending legal proceedings to which the Company is
a party or of which the property of the Company is subject.
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
C&F Financial Corporations Annual Shareholders Meeting was held
on April 16, 1996.
(a) The following Class III Director was elected to the Board of
Directors until the 1999 Annual Meeting of Shareholders:
J.P. Causey Jr.
(b) Deloitte & Touche LLP were appointed as independent auditors
of the Company for 1996 .
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Exhibit 27-Financial Data Schedule
(b) Reports on Form 8-K
The Company filed Form 8-K dated February 23, 1996 in the first
quarter of 1996. This filing was in connection with the acquisition of a Crestar
Bank branch in West Point, Virginia. Only the deposit liabilities were
purchased.
12
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
C&F FINANCIAL CORPORATION
(Registrant)
Date May 14, 1996 /s/ Larry G. Dillon
Larry G. Dillon, President and CEO
Date May 14, 1996 /s/ Brad E. Schwartz
Brad E. Schwartz, Treasurer
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<CASH> 6,870
<INT-BEARING-DEPOSITS> 8,503
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 17,675
<INVESTMENTS-CARRYING> 72,616
<INVESTMENTS-MARKET> 73,889
<LOANS> 119,630
<ALLOWANCE> (1,913)
<TOTAL-ASSETS> 252,493
<DEPOSITS> 215,608
<SHORT-TERM> 0
<LIABILITIES-OTHER> 4,191
<LONG-TERM> 0
0
0
<COMMON> 2,233
<OTHER-SE> 1,301
<TOTAL-LIABILITIES-AND-EQUITY> 252,493
<INTEREST-LOAN> 2,758
<INTEREST-INVEST> 9,740
<INTEREST-OTHER> 0
<INTEREST-TOTAL> 4,375
<INTEREST-DEPOSIT> 1,880
<INTEREST-EXPENSE> 1,894
<INTEREST-INCOME-NET> 2,481
<LOAN-LOSSES> 0
<SECURITIES-GAINS> (17)
<EXPENSE-OTHER> 2,470
<INCOME-PRETAX> 867
<INCOME-PRE-EXTRAORDINARY> 867
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 729
<EPS-PRIMARY> 0.33
<EPS-DILUTED> 0.33
<YIELD-ACTUAL> 0
<LOANS-NON> 0
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 0
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 0
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
