<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________________
FORM 10-QSB
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1996
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________ to _________
WEST TOWN BANCORP, INC.
-----------------------
(Exact name of small business issuer as specified in its charter)
United States 36-3785272
------------- ---------------
(State or other jurisdiction I.R.S. Employer
of incorporation or Identification
organization) Number
4852 WEST 30TH STREET, CICERO, ILLINOIS 60804
- --------------------------------------- -----------
(Address of Principal executive offices) (Zip Code)
Issuer's telephone number, including area code: (708) 652-2000
---------------
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 issuer was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days.
Yes X No
--------- ---------
Transitional Small Business Disclosure Format
Yes No X
-------- ---------
As of July 29, 1996, the issuer had 230,818 shares of Common stock issued
and outstanding; see accompanying notes.
<PAGE>
WEST TOWN BANCORP, INC
Part I. FINANCIAL INFORMATION
PAGE
----
Item 1. Financial Statements
Consolidated Statements of Financial Condition
June 30, 1996 (unaudited) and
March 31, 1996
3
Consolidated Statements of Income, Three
Months Ended June 30, 1996 and 1995
(unaudited)
4
Consolidated Statements of Cash Flows, Three
Months Ended June 30, 1996 and 1995
(unaudited)
5
Notes to Financial Statements
6-8
Item 2. Management's Discussion and Analysis or Plan of
Operation
9-10
Part II. OTHER INFORMATION 11
Signatures 12
Index to Exhibits 13
Earnings per Share Analysis (Exhibit 11) 14
-2-
<PAGE>
WEST TOWN BANCORP, INC.
AND SUBSIDIARIES
----------------
Consolidated Statements of Financial Condition
<TABLE>
<CAPTION>
June 30, March 31,
---------- ----------
1996 1996
---- ----
Assets (unaudited)
- ------
<S> <C> <C>
Cash and amounts due from
depository institutions $ 628,854 596,646
Interest-bearing deposits 6,983,474 6,717,247
--------- ----------
Total cash and cash equivalents 7,612,328 7,313,893
U.S. Government and agency obligations
(market value: June 30, 1996 - $1,074,000;
March 31, 1996 - $1,079,000) 1,101,383 1,101,740
Mortgage-backed securities
(market value: June 30, 1996 - $2,865,000;
March 31, 1996 - $3,057,000) 2,930,397 3,086,260
Loans receivable (net of allowance for
loan losses: June 30, 1996 - $33,520;
March 31, 1996 - $29,869) 13,019,919 12,933,140
Foreclosed real estate 211,876 211,876
Stock in Federal Home Loan Bank of Chicago 121,000 121,000
Accrued interest receivable 154,327 144,062
Office properties and equipment - net 217,637 218,008
Prepaid expenses and other assets 53,094 145,537
---------- ----------
Total assets 25,421,961 25,275,516
========== ==========
</TABLE>
<TABLE>
<CAPTION>
Liabilities and Stockholders's Equity
- -------------------------------------
Liabilities
- -----------
<S> <C> <C>
Deposits 21,178,719 21,208,719
Advance payments by borrowers for taxes
and insurance 109,908 48,033
Other liabilities 240,854 176,760
---------- ----------
Total liabilities 21,529,481 21,433,512
---------- ----------
Stockholders' Equity
- --------------------
Preferred stock, $.01 par value; authorized
100,000 shares; none outstanding - -
Common stock, $.01 par value; authorized
400,000 shares; 230,818 shares issued
and outstanding at June 30, 1996 and March 31, 1996 2,308 2,308
Additional paid-in capital 1,974,988 1,974,988
Retained earnings, substantially restricted 2,104,994 2,063,536
Common stock acquired by Employee Stock Ownership Plan (162,401) (165,389)
Common stock awarded by Management Recognition Plan (27,409) (33,439)
---------- ----------
Total stockholders' equity 3,892,480 3,842,004
---------- ----------
Total liabilities and stockholders' equity $ 25,421,961 25,275,516
========== ==========
</TABLE>
See accompanying notes to consolidated financial statements.
-3-
<PAGE>
WEST TOWN BANCORP, INC.
AND SUBSIDIARIES
----------------
Consolidated Statements of Income
<TABLE>
<CAPTION>
Three Months Ended
June 30,
-----------------------
1996 1995
---- ----
(unaudited)
<S> <C> <C>
Interest income:
Loans $ 255,754 195,011
Mortgage-backed securities 45,210 54,250
Investment securities 14,908 16,895
Interest-bearing deposits 98,132 117,231
Dividends on FHLB stock 2,036 2,159
------- -------
Total interest income 416,040 385,546
------- -------
Interest expense:
Deposits 224,065 185,849
------- -------
Net interest income before provision
for loan losses 191,975 199,697
Provision for loan losses 3,651 3,651
------- -------
Net interest income after provision
for loan losses 188,324 196,046
------- -------
Non-interest income:
Loan fees and service charges 1,295 5,752
Commission income 53 232
Deposit related fees and other income 5,406 6,162
------- -------
Total non-interest income 6,754 12,146
------- -------
Non-interest expense:
Staffing costs 67,572 68,490
Advertising 4,097 3,196
Occupancy and equipment expenses 20,913 16,346
Data processing 8,367 9,078
Federal deposit insurance premiums 11,063 12,294
Legal, audit, and examination services 8,075 5,412
Other 11,833 16,164
------- -------
Total non-interest expense 131,920 130,980
------- -------
Income before income taxes 63,158 77,212
Provision for income taxes 21,700 24,970
------- -------
Net income $ 41,458 52,242
======= =======
Earnings per share - primary $ .19 .26
--- ---
Earnings per share - fully diluted $ .19 .26
--- ---
Dividends declared per common share $ - -
--- ---
</TABLE>
See accompanying notes to consolidated financial statements.
-4-
<PAGE>
WEST TOWN BANCORP, INC.
AND SUBSIDIARIES
----------------
Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
Three Months Ended
June 30,
-----------------
1996 1995
---- ----
(unaudited)
Cash flows from operating activities:
<S> <C> <C>
Net income $ 41,458 52,242
Adjustments to reconcile net income to net cash
from operating activities:
Depreciation 5,946 5,650
Amortization of cost of stock benefit plans 9,018 2,718
Amortization of investment premiums and discounts 357 357
Provision for loan losses 3,651 3,651
Increase (decrease) in deferred income 19,581 (2,460)
Decrease in current and deferred income tax 10,514 24,253
Increase in accrued interest receivable (10,265) (14,672)
Increase (decrease) in accrued interest payable 24,386 (17,227)
Change in prepaid and accrued items, net 121,637 (161,784)
----------- ---------
Net cash provided by (for) operating activities 226,283 (107,272)
----------- ---------
Cash flows from investing activities:
Proceeds from repayments of mortgage-backed
securities 155,863 152,598
Disbursements for loans originated or purchased (589,790) (793,222)
Loan repayments 479,779 590,206
Property and equipment expenditures (5,575) (5,146)
----------- ---------
Net cash provided by (for) investing activities 40,277 (55,564)
----------- ---------
Cash flows from financing activities:
Deposit account receipts 2,304,766 1,817,570
Deposit account withdrawals (2,472,210) (2,271,540)
Interest credited to deposit accounts 137,444 145,035
Increase in advance payments by borrowers
for taxes and insurance 61,875 70,371
----------- ---------
Net cash provided by (for) financing activities 31,875 (238,564)
----------- ---------
Increase (decrease) in cash and cash equivalents 298,435 (401,400)
Cash and cash equivalents at beginning of period 7,313,893 8,368,148
----------- ---------
Cash and cash equivalents at end of period $ 7,612,328 7,966,748
=========== =========
Cash paid during the period for:
Interest $ 199,679 203,076
Income taxes 11,186 717
=========== =========
</TABLE>
See accompanying notes to consolidated financial statements.
-5-
<PAGE>
WEST TOWN BANCORP, INC
AND SUBSIDIARIES
Notes to Financial Statements
Note A - BASIS OF PRESENTATION
---------------------
The accompanying unaudited consolidated financial statements have been
prepared in accordance with instructions to Form 10-QSB and,
therefore, do not include information or footnotes necessary for fair
presentation of financial condition, results of operations and changes
in financial position in conformity with generally accepted accounting
principles. However, in the opinion of management, all adjustments
(which are normal and recurring in nature) necessary for a fair
presentation have been included. 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 disclosures of
contingent assets and 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. The results of operations for the three month period ended
June 30, 1996, are not necessarily indicative of the results which may
be expected for the entire year.
Note B - PRINCIPLES OF CONSOLIDATION
---------------------------
The accompanying unaudited consolidated financial statements include
the accounts of West Town Bancorp, Inc. (the "Company") and its wholly
owned subsidiary West Town Savings Bank (the "Bank") and the Bank's
wholly owned subsidiary West Town Insurance Agency, Inc. All
significant intercompany accounts and transactions have been
eliminated in consolidation.
Note C - PLAN OF CONVERSION
------------------
In April 1995, the Bank's Board of Directors approved a Plan of
Conversion, providing for the Bank's conversion from a state chartered
mutual savings bank to a state chartered stock savings bank with the
concurrent formation of a holding company. The Company issued 221,940
shares of $.01 par value common stock at $10.00 per share, for an
aggregate purchase price of $2,219,400. The Conversion and sale of
221,940 shares of common stock of the Company was completed on March
1, 1996. Net proceeds to the Company, after conversion expenses,
totaled approximately $1,889,000.
Note D - EARNINGS PER SHARE
------------------
Earnings per share for the period ended June 30, 1996 was determined
by dividing net income for the period by the weighted average number
of both primary and fully diluted shares of common stock and common
stock equivalents outstanding (see Exhibit 11 attached). Stock options
are regarded as common stock equivalents and are therefore considered
in both primary and fully diluted earnings per share calculations.
Common stock equivalents are computed using the treasury stock method.
-6-
<PAGE>
Notes to Financial Statements (continued)
- -----------------------------------------
Note E - EFFECT OF NEW ACCOUNTING STANDARDS
----------------------------------
ACCOUNTING FOR THE IMPAIRMENT OF LONG-LIVED ASSETS. Statement of
Financial Accounting Standards No. 121 ("SFAS 121"), "Accounting for
the Impairment of Long-Lived Assets and Long-Lived Assets to be
Disposed of," is effective for fiscal years beginning after December
15, 1995. The statement requires that long-lived assets and certain
identifiable intangibles to be held and used by an entity be reviewed
for impairment whenever events or changes in circumstances indicate
that the carrying amount of an asset may not be recoverable. An
impairment loss is recognized if the sum of the expected future cash
flows is less than the carrying amount of the asset. The Company
adopted SFAS 121 effective April 1, 1996, resulting in no material
impact on the Company's consolidated financial condition or results of
operations.
ACCOUNTING FOR MORTGAGE SERVICING RIGHTS. In May 1996, the FASB issued
Statement of Financial Accounting Standards No. 122 ("SFAS 122"),
"Accounting for Mortgage Servicing Rights." This statement amends
Statement of Financial Accounting Standards No. 65 ("SFAS 65"),
"Accounting for Certain Mortgage Banking Activities", to require that
a mortgage banking enterprise recognize as separate assets rights to
service mortgage loans for others, however those servicing rights are
acquired. SFAS 122 requires that a mortgage banking enterprise assess
its capitalized mortgage servicing rights for impairment based on the
fair value of those rights. SFAS 122 is effective for fiscal years
beginning after December 15, 1995. The Bank adopted SFAS 122 effective
April 1, 1996, resulting in no material effect on the Company's
consolidated financial condition or results of operations.
ACCOUNTING FOR STOCK-BASED COMPENSATION. In October, 1995 the FASB
issued Statement of Financial Accounting Standards No. 123 ("SFAS
123"), "Accounting for Stock-Based Compensation." This statement
establishes a value-based method of accounting for stock options which
encourages employers to account for stock compensation awards based on
their fair value at the date the awards are granted. The resulting
compensation award would be shown as an expense on the income
statement.
SFAS 123 also permits entities to continue to use the intrinsic value
method contained in Accounting Principles Board Opinion No. 25,
"Accounting for Stock Issued to Employees," (the "APB Opinion No. 25
Method"), allowing them to continue to apply current accounting
requirements, which generally result in no compensation cost for most
fixed stock-option plans. If the intrinsic value method is retained,
SFAS 123 requires significantly expanded disclosures, including
disclosure of the pro forma amount of net income and earnings per
share as if the fair value-based method were used to account for stock
based compensation. SFAS 123 is effective for fiscal years beginning
after December 15, 1995, however, employers will be required to
include in that year's financial statements, information about options
granted in 1995. The Company has determined that it will continue to
apply the APB Opinion No. 25 method in preparing its consolidated
financial statements.
The foregoing does not constitute a comprehensive summary of all
material changes or developments affecting the manner in which the
Company keeps its books and records and performs its financial
accounting responsibilities. It is intended only as a summary of some
of the recent pronouncements made by the FASB which are of particular
interest to financial institutions.
-7-
<PAGE>
Notes to Financial Statements (continued)
- -----------------------------------------
Note F - DISPARITY IN INSURANCE AND SPECIAL ASSESSMENT
---------------------------------------------
Federal law requires that the Federal Deposit Insurance Corporation
("FDIC") maintain the reserve level of each of the Savings Association
Insurance Fund ("SAIF") and the Bank Insurance Fund ("BIF") at 1.25%
of insured deposits. Reserves are funded through payments by insured
institutions of insurance premiums. On November 14, 1995, due to the
BIF reaching the required reserve level, the FDIC reduced the
insurance premiums for members of BIF to a range of between 0.00% and
0.27% of deposits, subject to the statutory requirement that all
institutions pay at least $2,000 annually for FDIC insurance, while
maintaining the current range of between 0.23% and 0.31% of deposits
for members of SAIF. The FDIC is required to set insurance premiums
independently for members of BIF and SAIF.
A disparity in insurance premiums between those required for SAIF
members, such as the Bank, and BIF members could allow BIF members to
attract and retain deposits at a lower effective cost than that of
SAIF members. In the event BIF members in the Bank's market area, as a
result of the reduction in insurance premiums, increase the interest
rates paid on deposits, this could put competitive pressure on the
Bank to raise the interest rates paid on deposits thus increasing its
cost of funds and possibly reducing net interest income. An increase
in interest expense would also impair the Bank's ability to maintain
low operating costs. The resultant competitive disadvantage could
result in the Bank losing deposits to BIF members who have a lower
cost of funds and are therefore able to pay higher rates of interest
on deposits. Although the Bank has other sources of funds, these other
sources may have higher costs than those of deposits, resulting in
lower net yields on loans originated using such funds. However,
because of possible regulatory or policy changes, there can be no
assurance that upon SAIF reaching the required level that its deposit
insurance premiums for SAIF members will be reduced or, if reduced, to
what extent such premiums will be reduced.
Proposed federal legislation provides for a one-time assessment of
.80% to .90% of insured deposits to be imposed on SAIF-insured
deposits, and for BIF deposit insurance premiums to be used to pay the
Financing Corporation bond interest on a pro rata basis based on bank
and thrift deposits. If a requirement were implemented for the Bank to
pay a one-time assessment equal to .85% of insured deposits as of
March 31, 1995 (as proposed), the amount of such assessment would be
approximately $166,000. This legislation is expected to result in the
parity of SAIF and BIF premiums.
-8-
<PAGE>
WEST TOWN BANCORP, INC.
AND SUBSIDIARIES
MANAGEMENT'S DISCUSSIONS AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Financial Condition
- -------------------
The assets of West Town Bancorp, Inc. (the "Company") increased
approximately $146,000, or .58%, for the three month period ended June 30, 1996.
This increase was primarily the result of net income of $41,000 and an increase
in escrow deposits of $62,000, partially offset by a decrease in savings
deposits held by West Town Savings Bank (the "Bank").
Net loans receivable increased $87,000, or .67% for the three months ended
June 30, 1996. During that period, the Bank originated or purchased
approximately $590,000 in loans which exceeded loan repayments of $480,000.
The Bank experienced a decrease in savings deposits for the three month
period ended June 30, 1996 of approximately $30,000, or .14%. It is management's
belief that part of the deposit activity for the three months ended June 30,
1996 can be attributed to depositors seeking investments with higher returns in
alternative financial products.
Stockholders' equity increased approximately $50,000, or 1.31%, for the
three month period ended June 30, 1996, primarily as the result of net income
for the period of $41,000 and amortization of the cost of the stock benefit
plans totaling approximately $9,000.
Analysis of Operations
- ----------------------
Net income for the three months ended June 30, 1996 was $41,000 as compared
to $52,000 for the same period in 1995. This decrease was the result of a
decrease in net interest income of $8,000, a decrease in non-interest income of
$5,000, and a $1,000 increase in non-interest expense, partially offset by a
$3,000 decrease in the provision for income taxes, resulting from lower net
income before income taxes.
Interest income increased $30,000 for the three month period ended June 30,
1996 as compared to the three months ended June 30, 1995. This was primarily a
result of an increase of $2.3 million in the average balance of interest-earning
assets for the three months ended June 30, 1996 as compared to the three months
ended June 30, 1995, partially offset by a decline in the yield on average
interest-earning assets from 7.07% to 6.92% for the three months ended June 30,
1995 and 1996, respectively.
Interest expense totaled approximately $224,000 for the three months ended
June 30, 1996 as compared to $186,000 for the three months ended June 30, 1995.
The increase in interest expense was the result of an increase in the yield on
average interest-bearing liabilities from 3.84% to 4.23% and an increase of $1.8
million in the average balance of interest-bearing liabilities for the three
month period ended June 30, 1996 as compared to the same period in 1995.
The Bank calculates any allowance for loan losses based upon its ongoing
evaluation of pertinent factors underlying the types and quality of its loans,
including the risk inherent in its loan portfolio, and other factors such as the
current regulatory and economic environment. Based upon this evaluation, loan
loss provisions are recorded. Provisions of $3,651 were made for the three month
periods ended June 30, 1996 and 1995, respectively. Management believes that
additions to its provision for loan losses have been appropriate, given the
risks inherent in its loan portfolio, and the current regulatory and economic
environment. Although the Bank believes its allowance for loan losses is at a
level which it considers to be adequate to provide for potential losses, there
can be no assurance that such losses will not exceed the estimated amounts.
Non-interest income decreased $5,000 for the three month period ended June
30, 1996 compared to the same period in 1995. This decrease was primarily the
result of decreases in loan related fees and deposit related fees.
-9-
<PAGE>
Analysis of Operations (continued)
- ----------------------------------
Non-interest expense for the three months ended June 30, 1996 increased
approximately $1,000, or .72%, from the same three month period in 1995. This
increase was primarily the result of an increase in professional fees due in
part to the Company's operation as a publicly owned company, and equipment
expenses, offset by decreases in other expenses.
The provision for federal and state income taxes decreased $3,000 as a
result of a decrease in earnings before income taxes for the current three month
period.
Liquidity and Capital Resources
- -------------------------------
At June 30, 1996, the Bank continued to comply with its liquidity
requirements, with an overall liquid asset ratio of 32.04% and a short-term
liquid assets ratio of 25.79%. Management's objectives and strategies for the
Bank have consistently maintained liquidity levels in excess of regulatory
requirements. It is management's intent to continue its efforts to deploy excess
liquidity into mortgage loans and mortgage-backed securities; however, the
success of lending efforts is dependent upon the availability of favorable loan
opportunities and the competition therefor. At June 30, 1996, the Bank had no
outstanding commitments to fund loans, and no outstanding commitments to
purchase mortgage-backed securities or other investment securities.
The Bank was in compliance with regulatory capital requirements at June 30,
1996. Capital requirements, ratios, and balances are as follows:
<TABLE>
<CAPTION>
Percent of
Amount Assets (2) Requirement Excess
------ ----------------------- ------
(Dollars in thousands)
<S> <C> <C> <C> <C>
Regulatory Capital
Ratios at
June 30, 1996: (1)
Core................. $2,888 11.75% $737 $2,151
Risk-based........... 2,922 30.39 769 2,153
- -----------------
</TABLE>
(1) Current capital requirements as of June 30, 1996 consist of a core capital
ratio of 3.00% and a risk-based capital ratio of 8.00%.
(2) Core capital levels are shown as a percentage of total adjusted assets;
risk-based capital levels are shown as a percentage of risk-weighted
assets.
-10-
<PAGE>
PART II - OTHER INFORMATION
WEST TOWN BANCORP INC.
AND SUBSIDIARIES
Item 1. LEGAL PROCEEDINGS
-----------------
From time to time, the Company and Bank are parties to legal
proceedings in the ordinary course of business, wherein they enforce
their security interest. The Company and Bank are not engaged in any
legal proceedings of a material nature at the present time.
Item 2. CHANGES IN SECURITIES
---------------------
Not applicable
Item 3. DEFAULTS UPON SENIOR SECURITIES
-------------------------------
Not applicable
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
---------------------------------------------------
Not applicable
Item 5. OTHER INFORMATION
-----------------
Not applicable
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
(a) Computation of earnings per share (Exhibit 11 filed herewith)
(b) No reports on Form 8-K were filed during the quarter ended June
30, 1996.
-11-
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) of the Securities and
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
WEST TOWN BANCORP, INC.
-----------------------
Registrant
DATE: July 29, 1996
/s/ Dennis B. Kosobucki
- --------------------------------------
Dennis B. Kosobucki
Chairman of the Board,
President and Chief Executive Officer
(Duly Authorized Representative and
Principal Executive Officer)
/s/ Jeffrey P. Kosobucki
- --------------------------------------
Jeffrey P. Kosobucki
Vice President and Chief Financial Officer
(Principal Financial Officer)
-12-
<PAGE>
INDEX TO EXHIBITS
Exhibit No. Page No.
- ----------- --------
11 State re: Computation of Per Share Earnings 14
-13-
<PAGE>
EXHIBIT 11
STATEMENT REGARDING COMPUTATION OF EARNINGS PER SHARE
<TABLE>
<CAPTION>
Quarter Ended
June 30, 1996
-------------
<S> <C>
Net Income $ 41,458
=======
Weighted average shares outstanding 230,818
Reduction for common shares not yet released by
Employee Stock Ownership Plan 16,390
Common stock equivalents due to dilutive
effect of stock options *
-------
Total weighted average common shares and
equivalents outstanding for primary computation 214,428
=======
Primary earnings per share $ .19
=======
Total weighted average common shares and
equivalents outstanding for primary computation 214,428
Additional dilutive shares using the end
of period market value versus the average
market value when applying the treasury
stock method **
-------
Total weighted average common shares and
equivalents outstanding for fully diluted
computation 214,428
=======
Fully diluted earnings per share $ .19
=======
</TABLE>
* Note: The market value of the stock at June 30, 1996 was $10.00, the same
as the stock option exercise price; therefore no common stock equivalents are
computed.
** Note: If average share price is greater than ending price, use average
price for both primary and fully diluted calculation. This adjustment does not
apply because the average price and the ending price at June 30, 1996 were the
same as the stock option exercise price of $10.00 per share.
-14-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1996
<PERIOD-START> APR-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 628,854
<INT-BEARING-DEPOSITS> 6,983,474
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 4,031,780
<INVESTMENTS-MARKET> 3,939,000
<LOANS> 13,019,919
<ALLOWANCE> 33,520
<TOTAL-ASSETS> 25,421,961
<DEPOSITS> 21,178,719
<SHORT-TERM> 0
<LIABILITIES-OTHER> 240,854
<LONG-TERM> 0
<COMMON> 2,308
0
0
<OTHER-SE> 3,890,172
<TOTAL-LIABILITIES-AND-EQUITY> 25,421,961
<INTEREST-LOAN> 255,754
<INTEREST-INVEST> 62,154
<INTEREST-OTHER> 98,132
<INTEREST-TOTAL> 416,040
<INTEREST-DEPOSIT> 224,065
<INTEREST-EXPENSE> 224,065
<INTEREST-INCOME-NET> 191,975
<LOAN-LOSSES> 3,651
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 131,920
<INCOME-PRETAX> 63,158
<INCOME-PRE-EXTRAORDINARY> 41,458
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 41,458
<EPS-PRIMARY> .19
<EPS-DILUTED> .19
<YIELD-ACTUAL> 3.19
<LOANS-NON> 0
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 29,869
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 33,520
<ALLOWANCE-DOMESTIC> 33,520
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
