SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(MARK ONE) FORM 10-Q
X QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1996
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
FOR THE TRANSITION PERIOD FROM _________TO_________
Commission File Number O-18460
M & M FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
South Carolina 57-0771433
(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification No.)
307 N. MAIN STREET
MARION, SC 29571
(Address of principal executive
offices, including zip code)
(803) 423-3436
(Registrant's telephone number, including area code)
------------------------------------------------
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 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
Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the date of this filing.
335,372 SHARES OF COMMON STOCK, $5.00 PAR VALUE
PAGE 1 OF 13
EXHIBIT INDEX ON PAGE 2
<PAGE>
M & M FINANCIAL CORPORATION
INDEX
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION Page No.
<S> <C>
Item 1. Financial Statements (Unaudited)
Condensed Consolidated Balance Sheets - September 30, 1996 and
December 31, 1995......................................... 3
Condensed Consolidated Statements of Income - Nine months ended
September 30, 1996 and 1995 and Three months ended September 30, 1996
and 1995. ................................................ 4
Condensed Consolidated Statement of Stockholders' Equity.. 5
Condensed Consolidated Statements of Cash Flows - Nine months
ended September 30, 1996 and 1995. ............................ 6
Notes to Condensed Consolidated Financial Statements .............. 7
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations. .......................... 8-12
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K. .................... 13
(a) Exhibits. ........................................ 13
(b) Reports on Form 8-K. ............................. 13
</TABLE>
<PAGE>
M & M FINANCIAL CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
<TABLE>
<CAPTION>
September 30, December 31,
1996 1995
<S> <C> <C>
ASSETS:
Cash and cash equivalents:
Cash and due from banks $ 7,675,872 $ 6,598,244
Federal funds sold 5,150,000 2,750,000
--------------------- --------------------
12,825,872 9,348,244
Time deposits with other banks 1,000,000 300,000
Securities held-to-maturity (estimated market
value of $3,566,111 and $4,228,844 at September 30,
1996 and December 31, 1995, respectively) 3,447,707 4,060,676
Securities available-for-sale 35,506,886 36,564,801
Loans receivable 74,247,531 61,344,204
Less allowance for loan losses (987,924) (818,637)
--------------------- --------------------
Loans, net 73,259,607 60,525,567
Premises, furniture & equipment, net 3,812,038 3,883,968
Accrued interest receivable 1,082,518 989,126
Other assets 2,287,985 2,142,538
--------------------- --------------------
Total assets $ 133,222,613 $ 117,814,920
===================== ====================
LIABILITIES AND STOCKHOLDERS' EQUITY:
LIABILITIES:
Deposits:
Non-interest bearing $ 17,178,697 $ 17,369,811
Interest bearing 88,781,913 78,714,302
--------------------- --------------------
105,960,610 96,084,113
Short-term borrowings 667,335 470,577
Securities sold under agreements to repurchase 9,377,849 9,777,892
Borrowings from the Federal Home Loan Bank 5,000,000
Accrued interest and other liabilities 1,604,444 1,323,979
--------------------- --------------------
Total liabilities 122,610,238 107,656,561
--------------------- --------------------
STOCKHOLDERS' EQUITY:
Common stock, $5 par value, 800,000 shares authorized, 335,372 shares issued and
outstanding at September 30, 1996 and
December 31, 1995, respectively 1,676,860 1,676,860
Surplus 2,483,783 2,483,783
Unrealized gain (loss) on securities
available-for-sale, net of deferred taxes (84,509) 606
Retained earnings 6,536,241 5,997,110
--------------------- --------------------
Total stockholders' equity 10,612,375 10,158,359
--------------------- --------------------
Total liabilities and stockholders' equity $ 133,222,613 $ 117,814,920
===================== ====================
</TABLE>
See notes to condensed consolidated financial statements
3
<PAGE>
M & M FINANCIAL CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended Three Months Ended
September 30, September 30,
---------------------------------------- --------------------------------------
1996 1995 1996 1995
-------------------------------------- --------------------------------------
<S> <C> <C> <C> <C>
Interest income:
Loans, including fees $ 4,893,730 $ 3,598,016 $ 1,732,879 $ 1,347,882
Securities, taxable 1,563,819 2,038,234 555,748 573,853
Securities, tax-exempt 222,141 268,903 66,989 87,619
Other interest income 230,486 89,457 55,387 56,663
----------------- ----------------- ----------------- -----------------
6,910,176 5,994,610 2,411,003 2,066,017
----------------- ----------------- ----------------- -----------------
Interest expense:
Deposit accounts 2,723,957 2,272,323 948,650 879,578
Other interest expense 465,770 512,917 185,540 129,926
----------------- ----------------- ----------------- -----------------
3,189,727 2,785,240 1,134,190 1,009,504
----------------- ----------------- ----------------- -----------------
Net interest income 3,720,449 3,209,370 1,276,813 1,056,513
Provision for loan losses 135,000 34,971 45,000 7,099
----------------- ----------------- ----------------- -----------------
Net interest income after
provision for loan losses 3,585,449 3,174,399 1,231,813 1,049,414
----------------- ----------------- ----------------- -----------------
Other operating income:
Service charges on
deposit accounts 545,565 585,563 187,663 193,700
Other charges, commissions
and fees 427,153 284,657 121,501 38,404
Gain (loss) on sales
of securities (8,408) 129,613 64 79,542
----------------- ----------------- ---------- -----------------
964,310 999,833 309,228 311,646
----------------- ----------------- ----------------- -----------------
Other operating expenses:
Salaries and benefits 2,097,968 1,974,430 703,926 644,034
Net occupancy expense 612,686 576,053 224,340 149,603
Other operating expenses 997,362 1,091,169 372,540 296,729
----------------- ----------------- ----------------- -----------------
3,708,016 3,641,652 1,300,806 1,090,366
----------------- ----------------- ----------------- -----------------
Income before taxes 841,743 532,580 240,235 270,694
Income tax provision 202,000 133,145 58,000 67,675
----------------- ----------------- ----------------- -----------------
Net income $ 639,743 $ 399,435 $ 182,235 $ 203,019
================= ================= ================= =================
Earnings per share:
Net income per
common share $ 1.91 $ 1.19 $ .54 $ .61
================= ================= ================= =================
Weighted average common
shares outstanding 335,372 335,372 335,372 335,372
================= ================= ================= =================
</TABLE>
See notes to condensed consolidated financial statements
4
<PAGE>
M & M FINANCIAL CORPORATION
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1996
(UNAUDITED)
<TABLE>
<CAPTION>
Unrealized
Gain (loss)
on Securities Total
Common Stock Held-For- Retained Stockholders'
Shares Amount Surplus Sale, net Earnings Equity
<S> <C> <C> <C> <C> <C> <C>
Balance,
December 31, 1995 335,372 $ 1,676,860 $ 2,483,783 $ 606 $ 5,997,110 $ 10,158,359
Cash dividends (100,612) (100,612)
Change in fair
value for the
period (85,115) (85,115)
Net income
for the period 639,743 639,743
---------------- ---------------- ---------------- --------------- ---------------- ---------------
Balance,
September 30, 1996 335,372 $ 1,676,860 $ 2,483,783 $ (84,509) $6,536,241 $10,612,375
======= ================ ================ =============== ================ ===============
</TABLE>
See notes to condensed consolidated financial statements
5
<PAGE>
M & M FINANCIAL CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
1996 1995
------------------ -----------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 639,743 $ 399,435
Adjustments to reconcile net income to
net cash provided (used) by operating activities:
Depreciation 301,686 308,750
Provision for possible loan losses 135,000 34,971
(Gain) loss on sale of securities 8,408 (129,613)
Other, net 120,051 41,374
------------------ ------------------
Net cash provided by operating activities 1,204,888 654,917
------------------ ------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Net increase in loans to customers (12,869,040) (14,450,659)
Purchases of securities available-for-sale (6,964,375) (11,123,492)
Sales of securities available-for-sale 832,078 8,323,511
Maturities of securities available-for-sale 7,028,733 7,156,596
Purchases of securities held-to-maturity (5,908,470)
Maturities of securities held-to-maturity 602,500 6,533,495
Proceeds from sales of securities held-to-maturity 8,776,277
Net (increase) decrease in time deposits
with other banks (700,000) 300,000
Proceeds from sale of other real estate owned 130,000
Purchases of premises and equipment (229,756) (161,934)
------------------ ------------------
Net cash (used) by investing activities (12,299,860) (424,676)
------------------ -------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Dividends paid (100,612) (83,843)
Net increase in deposits accounts 9,876,497 8,402,619
Advances from Federal Home Loan Bank 5,000,000
Increase in short-term borrowings 196,758 677,229
Decrease in securities sold
under agreements to repurchase (400,043) (872,471)
------------------ ------------------
Net cash provided by financing activities 14,572,600 8,123,534
------------------ ------------------
NET INCREASE IN CASH AND CASH EQUIVALENTS 3,477,628 8,353,775
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 9,348,244 7,652,599
------------------ ------------------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 12,825,872 $ 16,006,374
================== ==================
Cash paid during the period for:
Income taxes $ 119,000 $ 0
Interest $ 3,063,144 $ 2,452,056
</TABLE>
See notes to condensed consolidated financial statements
6
<PAGE>
M & M FINANCIAL CORPORATION
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
NOTE 1 - BASIS OF PRESENTATION
The accompanying consolidated financial statements have been prepared in
accordance with the requirements for interim financial statements and,
accordingly, they are condensed and omit disclosures which would substantially
duplicate those contained in the most recent annual report to stockholders. The
financial statements as of September 30, 1996 and for the interim periods ended
September 30, 1996 and 1995 are unaudited and, in the opinion of management,
include all adjustments (consisting of normal recurring accruals) considered
necessary for a fair presentation. The financial information as of December 31,
1995 has been derived from the audited financial statements as of that date. For
further information, please refer to the financial statements and the notes
included in the Company's 1995 Annual Report.
NOTE 2 - BORROWINGS FROM THE FEDERAL HOME LOAN BANK
For the nine months ended September 30, 1996, the banking subsidiary had
advances of $5,000,000 on its $10,000,000 credit availability line with the
Federal Home Loan Bank of Atlanta. Advances on this line are available at
variable and fixed rate terms. As collateral, the Bank has pledged first
mortgage loans on one to four family residential properties and debt securities.
In addition, the Bank's Federal Home Loan Bank stock, which is included in other
assets, is pledged to secure the borrowings.
7
<PAGE>
M & M FINANCIAL CORPORATION
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
The following is a discussion of the Company's financial condition at September
30, 1996 compared to December 31, 1995, and the results of operations for the
three and nine months ended September 30, 1996 compared to the three and nine
months ended September 30, 1995. These comments should be read in conjunction
with the Company's condensed consolidated financial statements and accompanying
footnotes appearing in this report.
RESULTS OF OPERATIONS
NET INTEREST INCOME
For the nine months ended September 30, 1996, net interest income increased
$511,079, or 15.92%, over the nine months ended September 30, 1995. For the
quarter ended September 30, 1996, net interest income increased $220,300, or
20.85%, over the third quarter of 1995.
The improvement in both the nine and three months periods ended September 30,
1996, is related to an increase in the volume of interest earning assets and an
increase in the rates on interest earning assets due to an increase in the
percentage of loans to total earning assets. For the nine months ended September
30, 1996, average loans comprised 61% of earning assets compared to 49% for the
same period of 1995. The improvement in net interest income is partially offset
by the increase in the rates paid on interest bearing liability accounts. The
increase in the volume of both assets and liabilities was attributable to
management's ability to strengthen its influence in the Company's market area.
Interest expense on liability accounts increased 14.52% and 12.35% for the nine
months and for the quarter ended September 30, 1996, respectively, due mainly to
an increase in the volume of interest bearing deposits which were used to fund
the growth in loans. Interest expense was also affected by an increase in the
rates paid on deposits due to management strategies to competitively price its
interest bearing deposit accounts, particularly certificates of deposit, to
compete with other community and regional banks.
The influence of the factors above had the effect of increasing the interest
rate spread 28 basis points to 3.77% and increasing the net yield on earning
assets 32 basis point to 4.45% for the nine months period ended September 30,
1996. Also, the influence of the factors above had the effect of increasing, for
the quarter ended September 30, 1996, the interest rate spread approximately 18
basis points to 3.79% and increasing the net yield on earning assets 21 basis
points to 4.43% when compared to the three months ended September 30, 1995.
PROVISION AND ALLOWANCE FOR LOAN LOSSES
The provision for loan losses is the charge to operating earnings that
management feels is necessary to maintain the allowance for possible loan losses
at an adequate level. For the nine months and the quarter ended September 30,
1996, the provision was $135,000 and $45,000, an increase of $100,029 and
$37,901, respectively, from the comparable 1995 periods. The increases do not
reflect a negative trend in nonperforming or classified assets but are
indicative of management's decision to maintain the target ratio of the
allowance for loan losses to total loans. Based on present information,
management believes the allowance for loan losses is adequate at September 30,
1996 to meet presently known and inherent risks in the loan portfolio.
8
<PAGE>
M & M FINANCIAL CORPORATION
NON-INTEREST INCOME
Total non-interest income during the nine months ended September 30, 1996 was
$964,310, a decline of $35,523, or 3.55%, from the comparable period in 1995.
For the quarter ended September 30, 1996, total non-interest income was
$309,228, a decline of $2,418 or .78% from the comparable period in 1995.
The decline in both periods is due primarily from sales of securities
available-for-sale. A net loss of $8,408 and a net gain of $64 was recognized
for the nine and three months periods ended September 30, 1996, compared to a
net gain of $129,613 and $79,542, for the comparable 1995 periods, respectively.
NON-INTEREST EXPENSE
Total non-interest expense for the nine months ended September 30, 1996 was
$3,708,016; an increase of 1.82% compared to the nine months ended September 30,
1995. For the quarter ended September 30, 1996, non-interest expense was 19.3%,
or $210,440, higher than the non-interest expense of $1,090,366 for the quarter
ended September 30, 1995.
The net increase in non-interest expense for both periods presented is
attributable mainly to the ordinary growth of the bank. The increase in all
categories of non-interest expense is offset by the industry-wide reduction in
the rates for deposit insurance charged by the Federal Deposit Insurance
Corporation (FDIC). FDIC insurance expense declined approximately $96,000 for
the nine month period ended September 30, 1996 from the comparable 1995 period.
The 19.3% increase for the quarter ended September 30, 1996 from the comparable
1995 period is due in part to an increase in the Company's maintenance
contracts.
INCOME TAXES
The income tax provision for the nine months and quarter ended September 30,
1996, was $202,000 and $58,000, compared to $133,145 and $67,675 for the
comparable 1995 periods, respectively. For the nine months and quarter ended
September 30, 1996, the effective income tax rate was approximately 24% compared
to 25% for the same periods of 1995.
NET INCOME
The combination of the above factors resulted in net income for the nine months
ended September 30, 1996 of $639,743 or $1.91 per share as compared to $399,435
or $1.19 per share for the nine months ended September 30, 1995. For the quarter
ended September 30, 1996, net income was $182,235 or $.54 per share as compared
to $203,019 or $.61 per share for the comparable period in 1995.
ASSETS AND LIABILITIES
During the first nine months of 1996, total assets grew $15,407,693, or 13.08%
when compared to December 31, 1995. Most of the growth was attributable to a
strong loan demand in the Company's market area which resulted in a $12,903,327,
or 21.03%, increase in loans since December 31, 1995. The increase in both total
assets and loans was substantially funded by a $5,000,000 in borrowings from the
Federal Home Loan Bank and customers' deposits which increased $9,876,497 since
December 31, 1995.
9
<PAGE>
M & M FINANCIAL CORPORATION
INVESTMENT SECURITIES
Investment securities decreased by $1,670,884 since December 31, 1995, which is
in accordance with management efforts to shift investable funds to loans, which
traditionally have higher yields.
LOANS
Management believes that commercial loan demand will remain strong in Horry and
Florence Counties for the foreseeable future. Construction and tourism
activities are increasing in the Horry County market. Management evaluates
consumer loan demand in Horry, Florence, and Marion County markets as being
essentially flat. Balances within the major loan receivable categories as of
September 30, 1996 and December 31, 1995 are as follows:
September 30, December 31,
1996 1995
Commercial and agricultural $ 62,535,289 $ 49,966,753
Real estate - construction 2,597,013 1,127,091
Consumer and other 9,115,229 10,250,360
-------------------- --------------------
$ 74,247,531 $ 61,344,204
==================== ====================
RISK ELEMENTS IN THE LOAN PORTFOLIO
The following is a summary of risk elements in the loan portfolio:
September 30, December 31,
1996 1995
Loans:
Nonaccrual loans $ 727,000 $ 786,000
Accruing loans more than 90
days past due $ 178,000 $ 0
Loans identified by the internal review mechanism:
Criticized $ 1,783,000 $ 5,242,000
Classified $ 2,321,000 $ 3,494,000
10
<PAGE>
M & M FINANCIAL CORPORATION
Activity in the Allowance for Loan Losses is as follows:
September 30,
1996 1995
Balance, January 1, $ 818,637 $ 726,097
Provision for loan losses for the period 135,000 34,971
Net loans (charged off) recovered for
the period 34,287 127,406
------------- -------------
Balance, end of period $ 987,924 $ 888,474
============= =============
Gross loans outstanding, end of period $ 74,247,531 $ 58,185,346
Allowance for Loan Losses to loans outstanding 1.33% 1.53%
DEPOSITS
Total deposits increased $9,876,497 or 10.28% from December 31, 1995. Expressed
in percentages, non-interest bearing deposits decreased 1.10% and interest
bearing deposits increased 12.79%.
Balances within the major deposit categories as of September 30, 1996 and
December 31, 1995 are as follows:
September 30, December 31,
1996 1995
Non-interest bearing demand deposits $ 17,178,697 $ 17,369,811
Interest bearing demand deposits 22,240,702 19,508,460
Savings deposits 15,783,182 15,081,219
Certificates of deposit 50,758,029 44,124,623
--------------- --------------
$ 105,960,610 $ 96,084,113
=============== ==============
LIQUIDITY
Funding loans and deposit withdrawals utilizes the Company's liquidity. The
level of liquidity is measured by the loan-to-total borrowed funds ratio, which
was 61.4% at September 30, 1996 and 57.7% at December 31, 1995. Liquidity needs
are met by the Company through scheduled maturities of loans and investments,
borrowings, and through pricing policies for interest-bearing deposit accounts.
Management believes the Company's liquidity is adequate to meet the expected
strong loan demand in its marketplace.
Maturities and sales of securities are a ready source of liquidity. The Company
has a $10,000,000 line of credit with the Federal Home Loan Bank of Atlanta. As
of September 30, 1996, the Company has an unused balance of $5,000,000 on this
line of credit with the Federal Home Loan Bank of Atlanta in addition to
$8,500,000 of unused lines of credit with correspondent banks to purchase
federal funds.
11
<PAGE>
M & M FINANCIAL CORPORATION
CAPITAL RESOURCES
Total stockholders' equity increased $454,016 to $10,612,375 since December 31,
1995. The increase is due to earnings for the period of $639,743 less dividends
paid of $100,612 and a negative net change of $85,115 in the fair value of
securities available-for-sale.
Bank holding companies, such as the Company, and their bank subsidiaries are
required by banking regulators to meet certain minimum levels of capital
adequacy. These are expressed in the form of certain ratios. Capital is
separated into Tier I capital (essentially common stockholders' equity less
intangible assets) and Tier II capital (essentially the allowance for loan
losses limited to 1.25% of risk-weighted assets). The first two ratios, which
are based on the degree of credit risk in the Company's assets, provide the
weighting of assets based on assigned risk factors and include off-balance sheet
items such as loan commitments and stand-by letters of credit. The ratio of Tier
I capital to risk-weighted assets must be at least 4.0% and the ratio of total
capital (Tier I capital plus Tier 2 capital) to risk-weighted assets must be at
least 8.0%. The capital leverage ratio supplements the risk-based capital
guidelines. Banks and bank holding companies are required to maintain a minimum
ratio of Tier I capital to adjusted quarterly average total assets of 3.0%.
The following table summarizes the Company's risk-based capital at September 30,
1996:
Risk based capital ratios
Tier I 12.72%
Total capital 13.90%
Leverage ratio 7.97%
REGULATORY MATTERS
The management of the Company is not aware of any current recommendations by
regulatory authorities which, if they were to be implemented, would have a
material effect on liquidity, capital resources, or operations.
12
<PAGE>
M & M FINANCIAL CORPORATION
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
None
(b) Reports on Form 8-K
During the quarter ended September 30, 1996, the Company did
not file any reports on Form 8-k.
Items 1, 2,3,4 and 5 are not applicable.
SIGNATURE
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.
M & M FINANCIAL CORPORATION
By:
Chester A. Duke
President & Chief Executive Officer
Date: November 8, 1996 By:
Marion E. Freeman
Chief Financial Officer
13
<TABLE> <S> <C>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<CASH> 7,675,872
<INT-BEARING-DEPOSITS> 0
<FED-FUNDS-SOLD> 5,150,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 35,506,886
<INVESTMENTS-CARRYING> 38,954,593
<INVESTMENTS-MARKET> 39,072,997
<LOANS> 74,247,531
<ALLOWANCE> 987,924
<TOTAL-ASSETS> 133,222,613
<DEPOSITS> 105,960,610
<SHORT-TERM> 15,045,184
<LIABILITIES-OTHER> 1,604,444
<LONG-TERM> 0
0
0
<COMMON> 1,676,860
<OTHER-SE> 8,935,515
<TOTAL-LIABILITIES-AND-EQUITY> 133,222,613
<INTEREST-LOAN> 4,893,730
<INTEREST-INVEST> 1,785,960
<INTEREST-OTHER> 230,486
<INTEREST-TOTAL> 6,910,176
<INTEREST-DEPOSIT> 2,723,957
<INTEREST-EXPENSE> 3,189,727
<INTEREST-INCOME-NET> 3,720,449
<LOAN-LOSSES> 135,000
<SECURITIES-GAINS> (8,408)
<EXPENSE-OTHER> 3,708,016
<INCOME-PRETAX> 841,743
<INCOME-PRE-EXTRAORDINARY> 841,743
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 639,743
<EPS-PRIMARY> 1.91
<EPS-DILUTED> 1.91
<YIELD-ACTUAL> 4.45
<LOANS-NON> 727,000
<LOANS-PAST> 178,000
<LOANS-TROUBLED> 1,783,000
<LOANS-PROBLEM> 2,321,000
<ALLOWANCE-OPEN> 818,637
<CHARGE-OFFS> 0
<RECOVERIES> 34,287
<ALLOWANCE-CLOSE> 987,924
<ALLOWANCE-DOMESTIC> 987,924
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>