SWVA BANCSHARES INC
8-K, 1996-10-25
SAVINGS INSTITUTION, FEDERALLY CHARTERED
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                       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 22, 1996




                              SWVA BANCSHARES, INC.
                              ---------------------
             (Exact name of Registrant as specified in its Charter)



       Virginia                           0-24674              54-1721629
       --------                           -------              ----------
(State or other jurisdiction          (SEC File No.)          (IRS Employer
     of incorporation)                                        Identification
                                                                 Number)




302 Second Street, S.W., Roanoke, Virginia                        24011
- ------------------------------------------                        -----
(Address of principal executive offices)                       (Zip Code)




Registrant's telephone number, including area code: (540) 343-0135
                                                    --------------


                                 Not Applicable
          -------------------------------------------------------------
          (Former name or former address, if changed since last Report)


<PAGE>



                              SWVA BANCSHARES, INC.

                      INFORMATION TO BE INCLUDED IN REPORT
                      ------------------------------------



Item 7.  Financial Statements, Pro Forma Financial Information
         and Exhibits
- --------------------------------------------------------------



Exhibit 99.1 -- Press Release dated October 22, 1996.
- ------------


Exhibit 99.2 -- Press Release dated October 23, 1996.
- ------------

<PAGE>



                                   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.



                                            SWVA BANCSHARES, INC.



Date October 23, 1996              By  /s/ B. L. Rakes
     ----------------                  ---------------
                                       B. L. Rakes
                                      (Duly authorized representative)




                                  NEWS RELEASE

Contact:    B. L. Rakes, President & CEO
            Mary G. Staples, PFO
            (540) 343-0135

Date:       October 22, 1996

                              FOR IMMEDIATE RELEASE
                              ---------------------

             SWVA BANCSHARES, INC. ANNOUNCES FIRST QUARTER EARNINGS

     Roanoke,  Virginia,  October 22, 1996: SWVA  Bancshares,  Inc., the holding
company of Southwest  Virginia Savings Bank, FSB, Roanoke,  Virginia,  announced
earnings for the first quarter of fiscal year 1997.

     Net income for the  quarter  ended  September  30,  1996 was  affected by a
one-time  assessment  by  the  FDIC  to  recapitalize  the  Savings  Association
Insurance Fund (SAIF).  The assessment of $355,000 caused SWVA Bancshares,  Inc.
to report a net loss for the quarter of $186,000, or ($0.38) per share.

     Operating  results not  including the one time SAIF  Assessment  would have
resulted in net income for the quarter  ended  September 30, 1996 of $108,000 or
$0.22 per share  with  return on  average  assets of .65% and  return on average
equity of 4.93%.

     Net income decreased $252,000 or 381.82% from a net gain of $66,000 for the
three  months ended  September  30, 1995 to a net loss of $186,000 for the three
months ended  September  30,  1996.  The decrease was mainly due to the one time
SAIF Special Assessment offset by increased interest earned on mortgage loans.

     Interest income increased  $27,000,  or 2.20% from $1,228,000 for the three
months  ended  September  30,  1995 to  $1,255,000  for the three  months  ended
September  30, 1996.  The increase  was mainly a result of  additional  mortgage
loans put in the Bank's portfolio during the quarter.

     Interest  expense  decreased  $23,000 or 3.45% from  $667,000 for the three
months ended September 30, 1995 to $644,000 for the three months ended September
30,  1996.  The  decrease  was due mainly to the reduced  borrowings  during the
quarter ended  September 30, 1996. The average  borrowings  outstanding  for the
quarter  ended  September  30, 1996 was $617,000 as compared to $1.8 million for
the same quarter last year.

     Net interest income increased by $50,000 from $561,000 for the three months
ended  September  30, 1995 to $611,000 for the three months ended  September 30,
1996 due  mainly to an  increase  in  interest  earned on  mortgage  loans and a
decrease in interest paid on borrowed funds.

     The Bank made no  provision  for credit  losses for the three  months ended
September 30, 1996. The allowance for credit losses is $194,000. Management


<PAGE>



reviews the Bank's loan  portfolio  and future  additions  may become  necessary
based upon  changing  economic  conditions,  increases in the loan  portfolio or
changes  in the  underlying  collateral  of the loan  portfolio.  There  were no
non-performing loans on September 30, 1996.

     Non-interest  income decreased by $27,000,  or 23.68% from $114,000 for the
three  months  ended  September  30, 1995 to $87,000 for the three  months ended
September 30, 1996. This was mainly the result of a decrease of $27,000 on gains
on loans sold in the secondary  market for the three months ended  September 30,
1996.

     Non-interest expense increased by $325,000, or 58.14% from $559,000 for the
three  months  ended  September  30, 1995 to $884,000 for the three months ended
September 30, 1996, mainly due to the one time SAIF Special Assessment offset by
a reduction in legal expenses and office occupancy and equipment expense.

     Non-interest  expense not  including  the special one time SAIF  assessment
would have been  $531,000 for the three months ended  September  30, 1996.  This
would have been a decrease  of $28,000 as  compared  to  $559,000  for the three
months ended September 30, 1995.

     Mr. Rakes,  President and Chief Executive Officer stated "Although the SAIF
Assessment  has caused us to record a one time charge  causing a loss,  a future
reduction in SAIF Premiums is expected to decrease non-interest expense."

     The Company's assets and stockholders' equity amounted to $69.4 million and
$8.0 million, respectively, at September 30, 1996.

     Southwest Virginia Savings Bank, FSB is a federally chartered savings bank,
the deposits of which are insured by the FDIC to the fullest extent  provided by
law. The Bank is headquartered in Roanoke,  Virginia and operates 5 full-service
banking  facilities  and a mortgage  origination  office  serving  Roanoke City,
Roanoke  County,  Salem  City and  adjacent  counties.  The Bank has  served the
community since 1927.

     The Bank exceeds all current  regulatory  capital  ratio  requirements  and
continues to meet the "well capitalized" regulatory definition, the highest such
rating.

     SWVA  Bancshares,  Inc's common  stock  shares are listed  over-the-counter
through the  National  Daily  Quotation  System "Pink  Sheets"  under the symbol
"SWVB".


<PAGE>
                              SWVA BANCSHARES, INC.
                  (Dollars in thousands, except per share data)

                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
<CAPTION>
                                                          Three Months Ended
                                                                Sept 30
                                                         --------------------
                                                           1996        1995
                                                           ----        ----
                                                             (unaudited)
<S>                                                       <C>          <C>   
Interest income                                           $1,255       $1,228
Interest expense                                             644          667
                                                           -----        -----

    Net interest income                                      611          561
Provision for credit losses                                    0            0
                                                           -----        -----

    Net interest income after
     provision for credit losses                             611          561
Noninterest income                                            87          114
Noninterest expense                                          884          559
                                                           -----        -----

    Income before income taxes                              (186)         116
Provision for income taxes                                     0           50
                                                           -----        -----

Net Income                                                $ (186)      $   66
                                                           ======       =====

Earnings per common share                                  $(0.38)       0.13
Return on average assets                                   (1.11%)        .41%
Return on average equity                                   (8.60%)       2.85%
Interest rate spread                                        3.57%        3.22%
Net interest margin                                         3.92%        3.62%
Noninterest expense to average assets                       5.28%        3.40%
</TABLE>
                     CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>

                                                          Sept 30     June 30
                                                            1996        1996
                                                          -------------------
                                                              (unaudited)
<S>                                                       <C>         <C>    
Cash and investments                                      $ 6,860     $ 9,103
Mortgage-backed and related securities                      9,946       7,939
Loans held for sale                                           444         985
Loans receivable, net                                      49,783      46,757
Property and equipment, net                                 1,644       1,662
Other assets                                                  782         541
                                                           ------      ------
    Total assets                                          $69,459     $66,987
                                                           ======      ======

Deposits                                                  $56,506     $57,643
Advances FHLB                                               3,500           0
Accrued expenses and other liabilities                      1,391         669
Stockholders' Equity                                        8,062       8,675
                                                           ------      ------

    Total liabilities and stockholders' equity            $69,459     $66,987
                                                           ======      ======

Nonaccrual and 90 days past due loans                     $   -0-     $     0

Total nonperforming assets                                $   -0-     $     0
                                                           ======      ======


Allowance for credit losses
    to nonperforming assets                                   .00%        .00%
Nonperforming loans to total loans                            .00%        .00%
Nonperforming assets to total assets                          .00%        .00%
Book value per share                                       $15.49    (1) 15.97  (1)

</TABLE>

(1)  Book value per share has been calculated by taking Stockholders' Equity and
     dividing by the number of shares  outstanding.  Shares  outstanding on June
     30,  1996 were  543,190.  Shares  outstanding  on  September  30, 1996 were
     520,434.



[SWVA BANCSHARES, INC. LETTERHEAD]

                                  NEWS RELEASE

SWVA Bancshares, Inc.                     Subject:    Annual Meeting of
302 Second St., SW                                    Stockholders
Roanoke, VA 24011-1597

                                          Contact:    B. L. Rakes
                                                      President
                                                      (540) 343-0135

                                          October 23, 1996

FOR IMMEDIATE RELEASE
- ---------------------

Roanoke, Virginia -- (NDQS "pink sheets" trading symbol: SWVB)

SWVA Bancshares,  Inc., the parent savings and loan holding company of Southwest
Virginia Savings Bank, FSB,  Roanoke,  Virginia,  announced that its 1996 Annual
Meeting of Stockholders was held today. At the meeting,  James H. Brock, Glen C.
Combs,  and Michael M.  Kessler  were elected as  directors.  Stockholders  also
ratified the appointment of Cherry Bekaert & Holland L.L.P., as auditors for the
Company for the June 30, 1997 fiscal year.

[LETTERHEAD CONTINUATION]



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