MFB CORP
8-K, 1997-11-14
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                                UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C. 20549



                                 FORM 8-K



                              CURRENT REPORT

        Pursuant to Section 13 or 15(d) of The Securities Exchange Act
                                 of 1934


   Date of Report (Date of earliest event reported): October 20, 1997



                              MFB Corp.
          (Exact name of registrant as specified in its charter)




                              INDIANA

             (State or other jurisdiction of incorporation)





           0-23374	                                 35-1907258
 	(Commission File Number)	                (IRS Employer Identification No.)


       121 South Church Street
     		Post Office Box 528
	     	Mishawaka, Indiana	                              46544

		(Address of principal executive offices)          	(Zip Code)



  Registrant's telephone number, including area code:  (219) 255-3146


Item 5.	Other Events.



       	Pursuant to General Instruction F to Form 8-K, the press release
 issued October 20, 1997 concerning the Fourth Quarter Earnings is
 incorporated herein by reference and is attached hereto as Exhibit  1.

        Pursuant to General Instruction F to Form 8-K, the press release
 issued October 22, 1997 concerning the cash dividend announcement is
 incorporated by reference and is attached hereto as Exhibit 2.

	

Item 7.	Financial Statements and Exhibits.



	(c)	Exhibits

		Exhibit  1 -- Press Release dated October 20, 1997. 

  Exhibit 2 --  Press Release dated October 22, 1997.


                                 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 hereunto duly authorized.



                      _________________________________    
                      Timothy C. Boenne, Vice President
                       


Dated:  November 14, 1997


















          Exhibit 1




          October 20 , 1997               Point of Contact: Charles J. Viater
                                                     

                      MFB Corp. ANNOUNCES FOURTH QUARTER EARNINGS  
                                        

           Mishawaka, Indiana - MFB Corp. (NASDAQ/MFBC),(the "Corporation"),
 parent company of MFB Financial (the "Bank"), today reported consolidated
 net income of $496,000 or $.29 per share for the three months ended
 September 30, 1997, compared to $(197,000) or $(.10) per share for the
 three months ended September 30, 1996. Net income on an unaudited basis for
 the fiscal year ended September 30, 1997 was  $2,002,000 or $1.14 per share
 compared to $975,000 or $ .48 per share for the twelve months ended
 September 30, 1996. For the prior period ended September 30, 1996, income
 levels were significantly reduced as a result of a one time special
 assessment to recapitalize the Savings Association Insurance Fund. This
 non-recurring expense was approximately $577,000 on an after tax basis or
 the equivalent of $.29 per share. Had this special assessment not been
 incurred, net income for the three months ended September 30, 1996 would
 have been approximately $380,000 or $.20 per share and for the year ended
 September 30, 1996 net income would have amounted to $1,552,000 or $.76 per
 share.

      Net interest income after provision for loan losses for the most
 recent three and twelve month periods totaled $2.0 million and $7.5 million
 respectively compared to $1.7 million and $6.1 million for the same periods
 one year ago. During the three months ended September 30, 1997 total
 interest income increased by $853,000 compared to the same period one year
 ago primarily as a result of a $38.5 million increase in first mortgage
 loan receivables and a $10.4 million increase in commercial and consumer
 loan receivables. Total interest expense increased $537,000 reflecting the
 growth in savings accounts deposits and borrowed funds. For the twelve months
 ended September 30, 1997 total interest income increased $3.5 million while
 total interest expense increased $2.1 million.

     Noninterest income increased from $79,000 and $384,000 for the three and
 twelve months ended September 30, 1996 to $118,000 and $424,00 for the
 comparable periods ended September 30, 1997. Noninterest expense decreased
 from $2.1 million during the three months ended September 30, 1996 to $1.3
 million during the three months ended September 30, 1997, and from $4.9
 million to $4.6 million for the comparable twelve month periods ending
 September 30. These noninterest expense decreases are primarly attributable
 to the one time special assessment in 1996, offset by increased compensat-
 ion expenses, expenses related to the Bank's name change which took effect 
 November 1, 1996, and expenses incurred with the opening of a new full
 service branch facility on June 6, 1997. 

    The Corporation has increased total assets from $225.8 million as of
 September 30, 1996 to $255.9 million as of September 30, 1997, an increase
 of $30.1 million (or 13.3%). "Asset growth allows us to better leverage our
 capital position and enhance shareholder value," according to
 Charles J. Viater, President and CEO of the company. "Loan demand continues
 to be strong," he added. Total net loans have increased from $152.1 million
 at September 30, 1996 to $200.9 million at September 30, 1997, an increase
 of $48.8 million (or 32.1%). The loan growth has been funded primarily by the
 growth in total savings deposits, the decrease in securities available for 
 sale, and additional borrowings through Federal Home Loan Bank advances.
      
   Total shareholders' equity decreased from $37.6 million as of September 30,
 1996 to $33.5 million as of September 30, 1997 mainly as a result of the
 Corporation's repurchase of 332,263 shares of outstanding common stock
 during this period at a cost of $6.4 million along with the payment of cash
 dividends of $554,000  partially offset by $2.0 million in net income for
 the same period.

   While achieving substantial growth, the Corporation continues to maintain
 asset quality that compares favorably to its industry peer group. The ratio
 of nonperforming assets to total assets as of September 30, 1997 was .09%
 compared to .09% as of September 30, 1996.
                   
   The Bank is a wholly owned subsidiary of MFB Corp. providing retail and
 small business financial services to the Michiana area through its main
 office in Mishawaka and four banking centers located in St. Joseph and
 Elkhart counties.
          


             


                          MFB CORP. AND SUBSIDIARY
                    Consolidated Balance Sheets (Unaudited)
                   September 30, 1997 and September 30, 1996
                             (in thousands)

                                                  	September 30,	September 30,
                                                      	1997         	1996
ASSETS
Cash and due from financial institutions           	$  2,906     	$  1,734
Interest-earning deposits in other financial
 institutions	                                         6,576	          ---
	Cash and cash equivalents                            	9,482        	1,734
Interest-earning time deposits in other financial
 institutions                                           	---          	495
Securities available-for-sale                        	39,628       	66,763 	 
Federal Home Loan Bank stock                          	2,400        	1,336
Total loans                                         	201,305      	152,392
Less allowance for loan losses	                         (370)   	     (340)
	Loans receivable, net                              	200,925      	152,052
Accrued interest receivable                             	719          	818
Premises and equipment, net                           	2,613        	1,969
Other assets                                            	144          	642

      	Total Assets                                	$255,921     	$225,809


LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities
	Deposits                                          	$171,887     	$158,965
	Securities sold under agreements to repurchase         	389          	---
 Advances from borrowers for taxes and insurance      	1,854        	1,864
	FHLB advances                                       	47,500       	24,500			
 Accrued expenses and other liabilities	                770	         2,881
	    Total Liabilities                              	222,400      	188,210

Shareholders' Equity
	Common Stock	                                        13,079	       18,317 
 Retained earnings                                   	22,038       	20,589
	Employee stock ownership plan                         	(665)        	(894)
	Recognition and retention plans                       	(115)        	(193)
	Net unrealized depreciation on securities
 available-for sale, net of tax	                          73	         (220)
	Treasury Stock                                         (889)         	---
     Total shareholders' equity	                      33,521       	37,599

      Total Liabilities and Shareholders' Equities 	$255,921    	 $225,809 	

 	



	






                          MFB CORP. AND SUBSIDIARY
                Consolidated Statement of Income (Unaudited)
      Three Months and Twelve Months Ended September 30, 1997 and 1996
                              (in thousands)




         	                         Three Months Ended	    Twelve Months Ended
                                      September 30,           September 30,
                                     1997       1996	       1997      1996 
	             
Total interest income              	$4,797    	$3,944    	$17,685  	$14,182

Total interest expense              	2,779     	2,242     	10,157    	8,058
 
	Net interest income                	2,018     	1,702      	7,528    	6,124

Provision for loan losses	               7	         7	         29	       30

Net interest income after
 provision for loan losses           	2,011    	1,695      	7,499    	6,094

Total non-interest income	              118       	79        	424      	384

Total non-interest expense	           1,304	    2,098      	4,599    	4,856

Income before income taxes             	825     	(324)     	3,324    	1,622

Income tax expense                     	329     	(127)     	1,322      	647

	Net Income                           	$496    	$(197)    	$2,002     	$975



Earnings per common and
 common equivalent share           	$   .29 	$   (.10)  	$   1.15  	$   .48


Earnings per share assuming
 full dilution                      	$   29 	$   (.10)  	$   1.14   	$  .48
         
         


 Exhibit 2
        

       October 22, 1997                   Point of Contact: Charles J. Viater
                                                    President/CEO        
 

                          MFB Corp. ANNOUNCES QUARTERLY DIVIDEND

       Mishawaka, Indiana - MFB Corp. (NASDAQ/MFBC), (the "Corporation"), 
       parent company of MFB Financial (the "Bank") based in Mishawaka,
       Indiana, announced today that the Corporation has declared a cash
       dividend of $ .08 on each share of its Common Stock for the quarter
       ended September 30, 1997. The dividend is payable on November 18,1997
       to holders of record on November 4, 1997.

       "The continued growth in our core earnings during the most recently
       completed quarter and fiscal year warrants the declaration of this
       dividend to shareholders," according to Charles J. Viater, President
       and CEO of both the Corporation and the Bank. The Bank is a wholly
       owned subsidiary of MFB Corp. with assets of $256 million as of
       September 30, 1997.










    
      
                        









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