UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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, 1997
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from _________________ to __________________
Commission file number: 0-24598
TSB Financial, Inc.
(Exact name of small business issuer as specified in its charter)
Delaware 37-1325942
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
100 South Sampson, Tremont, Illinois 61568
(Address of principal executive offices)
(309) 925-2511
(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 ___
269,875 shares of the registrant's common stock, par value $.01 per share, were
outstanding at May 8, 1997.
TSB FINANCIAL, INC.
Table of Contents
Page
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements 3
Item 2. Management's Discussion and Analysis 9
of Plan of Operation
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 14
Item 2. Changes in Securities 14
Item 3. Defaults Upon Senior Securities 14
Item 4. Submission of Matters to a Vote of Security Holders 14
Item 5. Other Information 14
Item 6. Exhibits and Reports on Form 8-K 14
SIGNATURES 15
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
TSB Financial, Inc. and Subsidiary -- Note to Consolidated Financial Statements
Note 1. The accompanying unaudited consolidated financial statements have been
prepared in accordance with the instructions to Form 10-QSB and therefore do not
include all information and footnotes necessary for a fair presentation of
financial position, results of operations, and cash flows in conformity with
generally accepted accounting principles.
In the opinion of management, the consolidated financial statements of TSB
Financial, Inc. (the "Company") and subsidiary at March 31, 1997 and September
30,1996 and for the three month and six month periods ended March 31, 1997 and
1996 include all adjustments necessary for a fair presentation of the results of
those periods. All such adjustments are of a normal recurring nature.
Results of operations for the six month period ended March 31, 1997 are not
necessarily indicative of the results that may be expected for the year ending
September 30, 1997.
<TABLE>
<CAPTION>
TSB FINANCIAL, INC. AND SUBSIDIARY
Consolidated Statement of Financial Condition
(Unaudited)
March September
1997 1996
<S> <C> <C>
Assets
Cash $ 349,096 $ 290,585
Short-term interest bearing deposits 836,311 340,336
------------ ------------
Total cash and cash equivalents 1,185,407 630,921
Interest-bearing deposits 290,968 484,161
Investment securities available for sale 2,059,353 2,606,422
Investment securities held to maturity -
approximate market value $309,374 and $310,768 305,839 306,037
Mortgage-backed securities available for sale 2,323,602 2,476,846
Mortgage-backed securities held to maturity -
approximate market value $51,348 and $62,938 50,237 61,829
Loans, net 23,737,985 22,481,246
Premises and equipment 178,853 200,316
Federal Home Loan Bank of Chicago stock, at cost 318,300 318,300
Other assets 252,903 244,000
------------ ------------
Total Assets $ 30,703,447 $ 29,810,078
------------ ------------
Liabilities
Deposits $ 21,725,162 $ 20,149,937
Short-term borrowings 4,861,082 5,615,992
Advances by borrowers for taxes and insurance 121,519 60,340
Other liabilities 120,989 193,323
------------ ------------
Total Liabilities $ 26,828,752 $ 26,019,592
------------ ------------
Stockholders' Equity
Preferred Stock 0 0
Authorized and unissued- 200,000 shares
Common Stock, $.01 value
Authorized- 550,000 shares
Issued and outstanding- 269,875 shares 2,699 2,699
Capital surplus 2,218,894 2,218,894
Retained earnings-substantially restricted 2,232,191 2,159,413
Treasury stock - 26,987 shares (342,548) (342,548)
Net unrealized loss/gain on securities
available for sale (60,177) (48,129)
Unearned compensation related to ESOP and MRP (176,364) (199,843)
Total stockholders' equity 3,874,695 3,790,486
------------ ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 30,703,447 $ 29,810,078
------------ ------------
</TABLE>
See note to consolidated financial statements
TSB FINANCIAL, INC. AND SUBSIDIARY
Consolidated Statement of Income
(Unaudited)
THREE MONTHS ENDED MARCH 31 1997 1996
Interest Income
Loans $468,862 $347,623
Mortgage-backed securities 43,001 51,467
Interest-bearing deposits 15,800 19,256
Investment securities 48,522 52,425
------- -------
Total interest income 576,185 470,771
Interest Expense
Deposits 251,057 216,864
Borrowings 76,459 35,756
------- -------
Total interest expense 327,516 252,620
Net Interest Income 248,669 218,151
Provision for losses on loans 4,500 3,000
------- -------
Net Interest Income after Provision 244,169 215,151
for losses on loans
Other Income
Loan fees and service charges 7,916 16,504
Other income 27,535 6,901
------- -------
Total other income 35,451 23,405
Other Expense
Salaries and employee benefits 81,624 73,053
Net occupancy expense 6,116 4,960
Equipment expense 13,337 8,378
Deposit insurance expense 3,244 10,558
Computer services 12,482 15,029
Office supplies 5,539 5,399
Advertising & promotion 3,680 3,804
Other expense 46,066 35,333
------- -------
Total other expense 172,088 156,514
Income before Income Tax 107,532 82,042
Income Tax expense 36,332 27,739
------- -------
Net Income $ 71,200 $ 54,303
PER SHARE DATA
Assuming no dilution
Net income $ 0.32 $ 0.23
Average number of shares 220,222 237,919
Assuming full dilution
Net income $ 0.28 $ 0.21
Average number of shares 251,884 263,825
TSB FINANCIAL, INC. AND SUBSIDIARY
Consolidated Statement of Income
(Unaudited)
SIX MONTHS ENDED MARCH 31 1997 1996
Interest Income
Loans $ 916,394 $ 679,198
Mortgage-backed securities 87,311 96,436
Interest-bearing deposits 25,110 41,797
Investment securities 102,681 93,732
---------- ----------
Total interest income 1,131,496 911,163
Interest Expense
Deposits 494,635 430,166
Borrowings 160,350 55,845
---------- ----------
Total interest expense 654,985 486,011
Net Interest Income 476,511 425,152
Provision for losses on loans 9,000 6,000
---------- ----------
Net Interest Income after Provision 467,511 419,152
for losses on loans
Other Income
Loan fees and service charges 14,938 32,334
Other income 39,256 13,318
---------- ----------
Total other income 54,194 45,652
Other Expense
Salaries and employee benefits 159,587 150,632
Net occupancy expense 13,055 10,291
Equipment expense 27,031 13,287
Deposit insurance expense 3,244 21,269
Computer services 22,750 24,088
Office supplies 8,712 12,264
Advertising & promotion 7,547 8,314
Other expense 82,939 68,365
---------- ----------
Total other expense 324,865 308,510
Income before Income Tax 196,840 156,294
Income Tax expense 63,340 52,320
---------- ----------
Net Income $ 133,500 $ 103,974
Per Share Data
Assuming no dilution
Net income $ 0.61 $ 0.44
Average number of shares 220,222 237,919
Assuming full dilution
Net income $ 0.53 $ 0.39
Average number of shares 251,884 263,825
TSB FINANCIAL, INC. AND SUBSIDIARY
Consolidated Condensed Statement of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
SIX MONTHS ENDED MARCH 31 1997 1996
------------------------- ---- ----
<S> <C> <C>
Operating Activities
Net Income $ 133,500 $ 103,974
Adjustments to reconcile net income to net cash
provided by operating activities:
Provision for loan losses 9,000 6,000
Premium and discount amortization, net (10,775) (150)
Depreciation 22,800 11,300
Allocation of ESOP shares 13,494 13,494
Amortization of MRP 9,985 9,985
Change in:
Interest receivable 7,524 (11,074)
Interest payable and other liabilities 46,487 (35,138)
Prepaid expense and other assets (10,720) (30,677)
Accrued FDIC insurance premium (118,821) 0
----------- -----------
Net cash provided by operating activities $ 102,474 $ 67,714
Investing Activities
Net change in interest-bearing deposits 193,193 (186,184)
Purchases of securities available for sale 0 (1,458,383)
Proceeds from maturities of securities held to maturity 0 450,000
Proceeds from maturities of securities available for sale 542,222 2,878
Proceeds from paydowns of mortgage-backed
securities available for sale 151,035 221,307
Purchases of mortgage-backed securities held to maturity 0 (765,567)
Proceeds from paydowns of mortgage-backed securities
held to maturity 11,366 58,666
Net changes in loans (1,265,739) (1,762,568)
Purchase of premises and equipment (837) (79,883)
Purchase of FHLB of Chicago Stock 0 (14,700)
Net cash provided (used) by investing activities ($368,760) ($3,534,434)
</TABLE>
TSB FINANCIAL, INC. AND SUBSIDIARY
Consolidated Condensed Statement of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
SIX MONTHS ENDED MARCH 31 1997 1996
- ------------------------- ---- ----
<S> <C> <C>
Financing Activities
Net change in deposits 1,575,225 1,886,119
Proceeds form FHLB advances 0 1,750,000
Repayment of FHLB advances (754,910) 0
Net change in advances by borrowers for
taxes and insurance 61,179 68,090
Cash dividends (60,722) (67,435)
Purchase of stock 0 (233,875)
Net cash provided (used) by financing activities 820,772 3,402,899
Net Change in Cash and Cash Equivalents 554,486 (63,821)
Cash and Cash Equivalents, Beginning of Period 630,921 948,047
----------- -----------
Cash and Cash Equivalents, End of Period $ 1,185,407 $ 884,226
Additional Cash Flows and Supplementary Information
Interest Paid $ 658,263 $ 488,708
Income tax paid 0 54,336
</TABLE>
See note to consolidated financial statements
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF PLAN OF OPERATION
GENERAL
The Company is a one-bank holding company with Tremont Savings Bank (the "Bank")
as its wholly-owned subsidiary. The Bank converted from a mutual state savings
bank to a stock state savings bank on September 30, 1994 and issued 100% of its
stock to the Company. The fiscal year end of the Company is September 30th.
COMPARISON OF OPERATING RESULTS FOR THE THREE MONTH PERIODS ENDED MARCH 31, 1997
AND MARCH 31, 1996.
For the three months ended March 31, 1997, net income for the Company
increased to $71,200, a 31.1% improvement over the $54,303 reported for the same
period ended March 31, 1996. The primary reason for the increase was interest
income on net loans, reflective of rising market rates, as well as the Company's
growing consumer loan portfolio.
Total interest income was up 22.4%, from $470,771 for the period ended
March 31, 1996 to $576,185 for the period ended March 31, 1997. As mentioned,
interest on loans was the sole contributor to this improvement, rising from
$347,623 for the three months ended March 31, 1996 to $468,862 for the three
months ended March 31, 1997. This $121,239 increase, or 34.9%, represented the
only category of interest-bearing assets to show an increase in income. Combined
income from mortgage backed securities, interest-bearing deposits, and
investment securities showed a slight decline of $15,285, or 14.2% when
comparing the quarters ended March 31, 1996 and March 31, 1997. This decline was
a result of the Company's focus on investing in new loans along with scheduled
principal reductions on certain securities.
During the quarter ended March 31, 1997, the Company sold an investment
security, realizing a gain of $14,649 on the transaction. That gain was a
substantial factor in the $20,634, or 51.5% increase in other income. Income
from loan fees and service charges declined 52.0% or $8,588, from $16,504 for
the three months ended March 31, 1996 to $7,916 for the same period ended March
31, 1997. This decrease was attributed to a reduction in overdraft fees and late
loan payment fees. Other income, including the gain on the sale of securities,
rose from $6,901 for the three months ended March 31, 1996 to $27,353 for the
three months ended March 31, 1997.
An increase of 29.7%, or $74,896, was reported in the Company's total
interest expense when comparing the quarters ended March 31, 1996 and March 31,
1997. As market rates on certificate renewals rose during the year, the
Company's interest expense on deposit accounts reflected an increase of 15.8%,
from $216,864 for the three month period ended March 31, 1996 to $251,057 for
the same period ended March 31, 1997. Deposit growth could not fully support the
increased demand for Company funds, so the Company increased its borrowings from
the Federal Home Loan Bank of Chicago during the past year and incurred an
increase of $40,703 in interest expense on borrowed funds, from $35,756 for the
three months ended March 31, 1996 to $76,459 for the three months ended
March 31, 1997.
As it does on a regular basis as management deems appropriate, the
Company made a provision for potential loan losses of $4,500 during the quarter
ended March 31, 1997, a 50.0% increase over the $3,000 reserved during the
quarter ended March 31, 1996. Management felt this increase was prudent given
the increase in consumer loans and the higher level of risk associated with that
type of loan.
Other expenses, which encompass such items as compensation expense,
equipment expense, occupancy expense, deposit insurance expense and data
processing expense rose from $156,514 for the three months ended March 31, 1996
to $172,088 for the three months ended March 31, 1997. The major contributing
factors were an 11.7% increase in compensation expense because of regular wage
increases and hiring of a new employee, a 59.2% increase in equipment expense
due to the increased depreciation expense resulting primarily from new computer
equipment and a drive- up ATM, a 69.3% decrease in deposit insurance expense as
a result of legislation passed in September 1996 that reduced premiums for all
well-managed thrift institutions, and, finally, a 30.4% increase in
miscellaneous expense as a result of certain startup costs incurred with new
technological products the Company has either begun offering to customers or
will soon offer.
The Company's income tax expense for the quarter ended March 31, 1997
increased 31.0% to $36,332 from $27,739 for the same period ended March 31,
1996. The effective tax rate remained stable at approximately 34%.
The quarterly primary earnings per share was reported at $.32 based on
a weighted average of 220,222 outstanding shares, a 39% increase over the $.23
per share reported for the same quarter in 1996. Fully diluted earnings per
share, which takes into account unexercised options, was reported at $.28 per
share on 251,884 shares outstanding compared to $.21 per share a year ago.
COMPARISON OF OPERATING RESULTS FOR THE SIX MONTH PERIODS ENDED MARCH 31, 1997
AND MARCH 31, 1996.
For the six month period ended March 31, 1997, the Company's net income
rose $29,526, or 28.4%, to $133,500 from $103,974 reported for the six month
period ended March 31, 1996. Interest income from a significantly larger loan
portfolio was primarily responsible for this increase. The rise in interest
income was offset somewhat by increased interest expense on deposits and
borrowings.
The Company's income from interest on loans rose 34.9%, from $679,198
for the six months ended March 31, 1996 to $916,394 for the same period ended
March 31, 1997. Management directly attributes this improvement to loan
origination volume and the growth in consumer loans carrying higher interest
rates. Income from interest on mortgage-backed securities, based on a total
portfolio that declined because of scheduled principal reductions, dropped 9.5%,
from $96,436 to $87,311 for the six month periods ended March 31, 1996 and
March 31, 1997, respectively. Due to maturities during the period reducing the
Company's holdings, interest income on deposit accounts dropped from $41,797 for
the six month period ended March 31, 1996 to $25,110 for the six month period
ended March 31, 1997. The resulting total interest income for the period ended
March 31, 1997 rose 24.2%, or $220,333 over the same period a year ago.
Largely as a result of the gain on the sale of an investment security,
the Company experienced an increase in other income of $8,542, from $46,652 for
the six months ended March 31, 1996 to $54,194 for the six months ended
March 31, 1997.
Growing deposits and borrowed funds needed to meet loan demand caused
the Company's interest expense to rise 34.8% when comparing the six month
periods ending March 31, 1996 and March 31, 1997. Interest on deposits rose from
$430,166 to $494,635, or 15.0% for the periods indicated, but as the Company
used readily-accessible advances from the Federal Home Loan Bank of Chicago, the
largest increase, from $55,845 to $160,350, was reported in interest expense on
borrowed funds. Management continues to assess the costs and accessibility of
borrowed funds compared to lower cost, slower growing deposit accounts.
In efforts to provide funds for the Company to draw on in the event of
loan losses and write offs, management reserved $9,000 during the six month
period ended March 31, 1997 compared to $6,000 reserved during the six month
period ended March 31, 1996. The assessment process is continual, and is
dependent on a number of factors including the types of loans being originated.
Management felt this increase was prudent given the increase in consumer loans
and the higher level of risk associated with that type of loan.
Equipment expense, due to depreciation expenses resulting from computer
enhancements and the new ATM, went from $13,287 to $27,031 when comparing the
six months ended March 31, 1996 to the six months ended March 31, 1997, while
other miscellaneous expense rose $14,574 when comparing the same periods. These
increases were offset somewhat by decreases in office supply expense of $3,552
and in deposit insurance premiums of $18,025. Overall, total other expense
increased 5.3%, or $16,355, from $308,510 to $324,865 when comparing the
quarterly periods ended March 31, 1996 and March 31, 1997, respectively.
For the six months ended March 31, 1997, income tax expense, reflective
of the higher level of income, rose 21.1%, to $63,340 from the $52,320 reported
for the six months ended March 31, 1996.
Primary earnings per share were reported at $.61 for the first half of
fiscal year 1997, compared to $.44 per share for the first half of fiscal year
1996, representing a 39% increase. Assuming full dilution caused by unexercised
options, earnings per share for the six months ended March 31, 1997 was $.53
compared to $.39 for the same period ended March 31, 1996.
FINANCIAL CONDITION
The first half of fiscal year 1997 revealed 3.0% growth in total
assets, from $29.8 million at September 30, 1996 to $30.7 million at March 31,
1997. Management attributes this sustained growth to increases in net loans and
in cash and cash equivalents. The Company continued to emphasize lending,
especially consumer lending, and also felt the need to hold some assets in cash
to meet liquidity needs. Net loans grew 5.6%, or almost $1.3 million, from $22.5
million at September 30, 1996 to $23.7 million at March 31, 1997. The Company
has continued to promote home loans and consumer loans as its primary products.
During the quarter ended March 31, 1997, the Company began actively promoting
its Treasure Chest account, a home equity line of credit for existing home loan
customers.
As the Company monitored its liquidity needs for purposes such as
funding loans and repurchasing stock, management strove to increase cash and
cash equivalents to gain flexibility. On March 31, 1997, cash and cash
equivalents had risen to $1,185,407, an 87.5% increase over the $630,921
reported on September 30, 1996. A major contributor to this growth was the sale
of an investment security that also caused a drop in total investment securities
of $547,069, or 21.0%, from $2,606,422 at September 30, 1996 to $2,059,353 at
March 31, 1997.
Mortgage-backed securities, due to regular principal amortization, were
reduced from $2,538,675 on September 30,1996 to $2,373,839 on March 31, 1997.
Deposit gathering has become increasingly competitive in the thrift
industry and in the Company's market area. Through the offering of certificate
of deposit specials and free checking accounts, however, the Company showed an
increase in deposits from September 30, 1996 to March 31, 1997 of $1,575,225, or
7.8%. The Company paid off some of its Federal Home Loan Bank advances in the
first half of fiscal year 1997, reducing borrowings of $5,615,992 on
September 30, 1996 by 13.4%, to $4,861,082 on March 31, 1997.
Due to an escrow option offered by the Company that allowed borrowers a
slight discount on their loan rate, deposits for borrower's taxes and insurance
increased from $60,340 on September 30, 1996 to $121,519 on March 31, 1997.
The resulting total liabilities grew slightly, from $26.0 million at
September 30, 1996 to $26.8 million at March 31, 1997.
On March 31, 1997, stockholders' equity was $3,874,695, or $84,209,
2.2% greater than the $3,790,486 reported on September 30, 1996. Unearned
compensation related to the Company's Management Retention Plan and Employee
Stock Option Plan changed by $23,479, from $199,843 on September 30, 1996 to
$176,364 on March 31, 1997 due to regularly scheduled vesting of employee and
director shares under these plans while net unrealized losses on securities
available for sale increased by $12,048 to $60,177 on March 31, 1997 from the
$48,129 reported on September 31, 1996 due to a decline in market values on
securities. The Company paid a dividend in January, 1997 of $.25 per share for a
total distribution of $60,722. Stockholders' equity as of March 31, 1997 was
reported as follows:
Stockholders' Equity as of September 30, 1996 $ 3,790,486
Decrease in unearned compensation 23,479
Net income 133,500
Increase in net unrealized losses on
securities available for sale (12,048)
Dividends paid (60,722)
------------
Stockholders' Equity as of March 31, 1997 $ 3,874,695
RECENT REGULATORY DEVELOPMENTS
Various bills have been introduced in the Congress that would allow
bank holding companies to engage in a wider range of nonbanking activities,
including greater authority to engage in securities and insurance activities.
While the scope of permissible nonbanking activities and the conditions under
which the new powers could be exercised varies among the bills, the expanded
powers generally would be available to a bank holding company only if the bank
holding company and its bank subsidiaries remain well-capitalized and
well-managed. The bills also impose various restrictions on transactions between
the depository institution subsidiaries of bank holding companies and their
nonbank affiliates. These restrictions are intended to protect the depository
institutions from the risks of the new nonbanking activities permitted to such
affiliates.
Additionally, legislation has been introduced in Illinois that would
generally allow banks to engage in insurance activities, subject to various
conditions, including restrictions on the manner in which insurance products are
marketed to bank customers and requirements that banks selling insurance provide
certain disclosures to customers. The Illinois legislature is also considering
legislation that would prohibit out-of-state banks from acquiring a bank located
in Illinois unless the Illinois-based bank has been in existence and
continuously operated for a period of at least five years.
At this time, the Company is unable to predict whether any of the
pending bills will be enacted and, therefore, is unable to predict the impact
such legislation may have on the operations of the Company and its bank
subsidiary.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES, LITIGATION REFORM ACT OF
1995
This report contains certain forward looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. The Company intends such
forward-looking statements to be covered by the safe harbor provisions for
forward-looking statements contained in the Private Securities Reform Act of
1995, and is including this statement for purposes of these safe harbor
provisions. Forward-looking statements, which are based on certain assumptions
and describe future plans, strategies and expectations of the Company, are
generally identifiable by use of the words "believe," "expect," "intend,"
"anticipate," "estimate," "project" or similar expressions. The Company's
ability to predict results or the actual effect of future plans or strategies is
inherently uncertain. Factors which could have a material adverse affect on the
operations and future prospects of the Company and the subsidiaries include, but
are not limited to, changes in: interest rates, general economic conditions,
legislative/regulatory changes, monetary and fiscal policies of the U.S.
Government, including policies of the U.S. Treasury and the Federal Reserve
Board, the quality or composition of the loan or investment portfolios, demand
for loan products, deposit flows, competition, demand for financial services in
the Company's market area and accounting principles, policies and guidelines.
These risks and uncertainties should be considered in evaluating forward-looking
statements and undue reliance should not be placed on such statements. Further
information concerning the Company and its business, including additional
factors that could materially affect the Company's financial results, is
included in the Company's filings with the Securities and Exchange Commission.
TSB FINANCIAL, INC. AND SUBSIDIARY
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
There are no material pending legal proceedings to which the Company or
its subsidiary is a party other than ordinary routine litigation
incidental to their respective businesses.
Item 2. Changes in Securities None
Item 3. Defaults Upon Senior Securities None
Item 4. Submission of Matters to a Vote of Security Holders
On January 7, 1997, the Company held its annual meeting of
stockholders. At the meeting, Roland E Hoffman and James D. Petrov were
elected to serve as Class III directors (term expires in 2000).
Continuing as Class I directors (term expires in 1998) are Ben A.
Miller, Richard D. Wartick and Donald L. Swigert. Continuing as Class
II directors (term expires in 1999) are Richard A.Jameson and Dan
Steiner, Jr.
The stockholders also voted to ratify the appointment of the Company's
auditors.
There were 242,888 issued and outstanding shares of common stock at the
time of the annual meeting. The voting on the following items presented
at the annual meeting was as follows:
Election of Directors Votes For Withheld
Roland E. Hoffman 197,392 400
James D. Petrov 197,392 400
Ratification of Auditors
Geo. S. Olive, LLC 194,792 3,000
Item 5. Other Information None
Item 6. Exhibits and Reports on Form 8-K None
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.
TSB FINANCIAL, INC.
Date: May 8,1997 By: /S/____________________________
Richard A Jameson, President
<TABLE> <S> <C>
<ARTICLE> 9
<CIK> 0000920107
<NAME> TSB FINANCIAL, INC.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 1,185,407
<INT-BEARING-DEPOSITS> 290,968
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 4,382,955
<INVESTMENTS-CARRYING> 356,076
<INVESTMENTS-MARKET> 360,722
<LOANS> 23,737,985
<ALLOWANCE> 133,284
<TOTAL-ASSETS> 30,703,447
<DEPOSITS> 21,725,162
<SHORT-TERM> 4,861,082
<LIABILITIES-OTHER> 242,508
<LONG-TERM> 0
0
0
<COMMON> 2,699
<OTHER-SE> 3,871,996
<TOTAL-LIABILITIES-AND-EQUITY> 30,703,447
<INTEREST-LOAN> 468,862
<INTEREST-INVEST> 91,523
<INTEREST-OTHER> 15,800
<INTEREST-TOTAL> 576,185
<INTEREST-DEPOSIT> 251,057
<INTEREST-EXPENSE> 76,459
<INTEREST-INCOME-NET> 248,699
<LOAN-LOSSES> 4,500
<SECURITIES-GAINS> 14,649
<EXPENSE-OTHER> 172,088
<INCOME-PRETAX> 107,532
<INCOME-PRE-EXTRAORDINARY> 107,532
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 71,200
<EPS-PRIMARY> .32
<EPS-DILUTED> .28
<YIELD-ACTUAL> 8
<LOANS-NON> 52,402
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 129,124
<CHARGE-OFFS> 340
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 133,284
<ALLOWANCE-DOMESTIC> 133,284
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>