<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 September 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 November 8, 1996, the issuer had 231,928 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
September 30, 1996 (unaudited) and
March 31, 1996 3
Consolidated Statements of Income, Three
And Six Months Ended September 30, 1996 and 1995
(unaudited) 4
Consolidated Statements of Cash Flows, Six
Months Ended September 30, 1996 and 1995
(unaudited) 5
Notes to Financial Statements 4-8
Item 2. Management's Discussion and Analysis or Plan of
Operation 9-11
Part II. OTHER INFORMATION 12
Signatures 13
Index to Exhibits 14
Earnings Per Share Analysis (Exhibit 11) 15
-2-
<PAGE>
WEST TOWN BANCORP, INC.
AND SUBSIDIARIES
----------------
Consolidated Statements of Financial Condition
<TABLE>
<CAPTION>
September 30, March 31,
------------- ---------
1996 1996
------------- ---------
Assets (unaudited)
- ------
<S> <C> <C>
Cash and amounts due from
depository institutions $ 715,081 596,646
Interest-bearing deposits 6,586,255 6,717,247
----------- ----------
Total cash and cash equivalents 7,301,336 7,313,893
U.S. Government and agency obligations
(fair value: September 30, 1996 - $1,079,000;
March 31, 1996-$1,079,000) 1,101,027 1,101,740
Mortgage-backed securities
(fair value: September 30, 1996 - $2,700,000;
March 31, 1996-$3,057,000) 2,751,840 3,086,260
Loans receivable (net of allowance for
loan losses: September 30, 1996 - $37,171;
March 31, 1996 - $29,869) 13,612,845 12,933,140
Foreclosed real estate - 211,876
Stock in Federal Home Loan Bank of Chicago 121,000 121,000
Accrued interest receivable 118,696 144,062
Office properties and equipment - net 211,550 218,008
Prepaid expenses and other assets 142,560 145,537
----------- ----------
Total assets 25,360,854 25,275,516
=========== ==========
Liabilities and Stockholders's Equity
- -------------------------------------
Liabilities
- -----------
Deposits 21,129,206 21,208,719
Advance payments by borrowers for taxes
and insurance 23,172 48,033
Other liabilities 353,752 176,760
----------- ----------
Total liabilities 21,506,130 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; 231,928 shares issued
and outstanding at September 30, 1996;
230,818 shares issued and outstanding
at March 31, 1996 2,319 2,308
Additional paid-in capital 1,986,077 1,974,988
Retained earnings, substantially restricted 2,047,049 2,063,536
Common stock acquired by Employee Stock Ownership Plan (159,342) (165,389)
Common stock acquired by Management Recognition Plan (21,379) (33,439)
----------- ----------
Total stockholders' equity 3,854,724 3,842,004
----------- ----------
Total liabilities and stockholders' equity $25,360,854 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 Six Months Ended
September 30, September 30,
------------------- -------------------
1996 1995 1996 1995
------- ------ ------ ------
(unaudited) (unaudited)
<S> <C> <C> <C> <C>
Interest income:
Loans $255,220 196,937 510,974 391,948
Mortgage-backed securities 44,424 53,616 89,634 107,866
Investment securities 14,643 17,124 29,551 34,019
Interest-bearing deposits 92,167 115,397 190,299 232,628
Dividends on FHLB stock 2,059 2,268 4,095 4,427
-------- ------- ------- -------
Total interest income 408,513 385,342 824,553 770,888
-------- ------- ------- -------
Interest expense:
Deposits 226,068 194,270 450,133 380,119
-------- ------- ------- -------
Net interest income before
provision for loan losses 182,445 191,072 374,420 390,769
Provision for loan losses 3,651 3,651 7,302 7,302
-------- ------- ------- -------
Net interest income after
provision for loan losses 178,794 187,421 367,118 383,467
-------- ------- ------- -------
Non-interest income:
Loan fees and service charges 449 4,193 1,744 9,945
Loss on sale of real estate owned (5,282) - (5,282) -
Commission income 115 220 168 452
Deposit related fees and other income 5,870 6,374 11,276 12,536
-------- ------- ------- -------
Total non-interest income 1,152 10,787 7,906 22,933
-------- ------- ------- -------
Non-interest expense:
Staffing costs 75,239 100,976 142,811 169,466
Advertising 2,049 1,958 6,146 5,154
Occupancy and equipment expense 23,806 17,485 44,719 33,831
Data processing 8,238 7,793 16,605 16,871
Federal deposit insurance premiums 139,720 11,166 150,783 23,460
Legal, audit and examination services 10,378 14,359 18,453 19,771
Other 12,906 15,908 24,739 32,072
-------- ------- ------- -------
Total non-interest expense 272,336 169,645 404,256 300,625
-------- ------- ------- -------
Income (loss) before income taxes (92,390) 28,563 (29,232) 105,775
Provision for (benefit from)
income taxes (34,445) 12,062 (12,745) 37,032
-------- ------- ------- -------
Net income (loss) $(57,945) 16,501 (16,487) 68,743
======== ======= ======= =======
Earnings (loss) per share
- primary $ (.27) 0.08 (.08) 0.33
---- ---- ---- ----
Earnings (loss) per share
- fully diluted $ (.27) 0.08 (.08) 0.33
---- ---- ---- ----
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>
Six Months Ended
September 30,
-----------------
1996 1995
---- ----
(unaudited)
Cash flows from operating activities:
<S> <C> <C>
Net income (loss) $ (16,487) 68,743
Adjustments to reconcile net income to net cash
from operating activities:
Depreciation 12,033 11,463
Amortization of cost of stock benefit plans 18,107 41,027
Loss on sale of real estate owned 5,282 -
Amortization of investment premiums and discounts 713 713
Provision for loan losses 7,302 7,302
Increase (decrease) in deferred income 26,454 (4,013)
Increase (decrease) in current and deferred income tax (63,564) 35,815
(Increase) decrease in accrued interest receivable 25,366 (22,464)
Increase (decrease) in accrued interest payable 72,395 (17,377)
Change in prepaid and accrued items, net 171,138 8,919
---------- ---------
Net cash provided by operating activities 258,739 130,128
---------- ---------
Cash flows from investing activities:
Proceeds from repayments of mortgage-backed
securities 334,420 249,580
Disbursements for loans originated or purchased (1,661,182) (1,327,522)
Loan repayments 947,721 1,101,186
Proceeds from sale of real estate owned 207,504 -
Property and equipment expenditures (5,575) (6,124)
Real estate owned expenditures (910) (6,000)
---------- ---------
Net cash provided by (for) investing activities (178,022) 11,120
---------- ---------
Cash flows from financing activities:
Deposit account receipts 3,878,923 3,550,501
Deposit account withdrawals (4,234,045) (4,459,421)
Interest credited to deposit accounts 275,609 296,878
Increase (decrease) in advance payments by borrowers
for taxes and insurance (24,861) 103,149
Proceeds from exercise of stock options 11,100 -
---------- ---------
Net cash provided for financing activities (93,274) (508,893)
---------- ---------
Decrease in cash and cash equivalents (12,557) (367,645)
Cash and cash equivalents at beginning of period 7,313,893 8,368,148
---------- ---------
Cash and cash equivalents at end of period $7,301,336 8,000,503
========== =========
Cash paid during the period for:
Interest $ 377,738 397,496
Income taxes 50,819 1,217
========== =========
</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 and six month periods ended September
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, 1995. Net proceeds to the Company, after conversion
expenses, totaled approximately $1,889,000.
Note D - EARNINGS PER SHARE
------------------
Earnings per share for the periods ended September 30, 1996 and 1995 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. 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 1995, 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.
-7-
<PAGE>
Notes to Financial Statements (continued)
- -----------------------------------------
Note E - EFFECT OF NEW ACCOUNTING STANDARDS (CONTINUED)
----------------------------------------------
ACCOUNTING FOR TRANSFERS AND SERVICING OF FINANCIAL ASSETS AND EXTINGUISHMENTS
OF LIABILITIES. In June 1996, the FASB issued SFAS No. 125 ("SFAS 125"),
"Accounting for Transfers and Servicing of Financial Assets and Extinguishments
of Liabilities." This statement, among other things, applies a "financial-
components approach" that focuses on control, whereby an entity recognizes the
financial and servicing assets it controls and the liabilities it has incurred,
derecognizes assets when control has been surrendered, and derecognizes
liabilities when extinguished. SFAS 125 provides consistent standards for
distinguishing transfers of financial assets that are sales from transfers that
are secured borrowings. SFAS 125 is effective for transfers and servicing of
financial assets and extinguishments of liabilities occurring after December 31,
1996. The Company does not anticipate that this pronouncement will have a
significant impact on its consolidated financial condition or results of
operations.
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.
Note F - DISPARITY IN INSURANCE AND SPECIAL ASSESSMENT
---------------------------------------------
The deposits of savings associations, such as West Town Savings, are presently
insured by the Savings Association Insurance Fund ("SAIF"), which together with
the Bank Insurance Fund ("BIF"), are the two insurance funds administered by the
Federal Deposit Insurance Corporation ("FDIC"). Financial institutions which
are members of the BIF are experiencing substantially lower deposit insurance
premiums because the BIF has achieved its required level of reserves while the
SAIF has not yet achieved its required reserves. In order to help eliminate
this disparity and any competitive disadvantage due to disparate deposit
insurance premium schedules, legislation to recapitalize the SAIF was enacted in
September 1996.
The legislation requires a special one-time assessment of approximately 65.7
cents per $100 of SAIF insured deposits held by the Bank at March 31, 1995. The
one-time special assessment has resulted in an after-tax charge to earnings of
approximately $81,000 during the quarter ended September 30, 1996. The
legislation is intended to fully recapitalize the SAIF fund so that commercial
bank and thrift deposits will be charged the same FDIC premiums beginning
October 1, 1996. As of such date, deposit insurance premiums for highly rated
institutions, such as the Bank, have been substantially reduced.
The Bank, however, will continue to be subject to an assessment to fund
repayment of the FICO obligations. It is anticipated that the FICO assessment
for SAIF insured institutions will be 6.4 cents per $100 of deposits while BIF
insured institutions will pay 1.3 cents per $100 of deposits until the year 2000
when the assessment will be imposed at the same rate on all FDIC insured
institutions. Accordingly, as a result of the reduction of the SAIF assessment
and the resulting FICO assessment, the annual after-tax decrease in assessment
costs is expected to be approximately $18,000 based upon a September 30, 1996
assessment base.
-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 $85,000, or .33%, for the six month period ended September 30,
1996. This increase was primarily the result of an increase in mortgage loans
receivable held by West Town Savings Bank (the "Bank"), which was primarily
funded by principal repayments on mortgage-backed securities.
Net loans receivable increased $680,000, or 5.26%, for the six months ended
September 30, 1996. During that period, the Bank originated or purchased
approximately $1,661,000 in loans which exceeded repayments of $948,000 during
the same period.
The Bank experienced a decrease in savings deposits for the six month period
of approximately $80,000, or .38%. It is management's belief that part of the
deposit activity for the six months ended September 30, 1996 can be attributed
to depositors seeking investments with higher returns in alternative financial
products.
Stockholders' equity increased approximately $13,000, or .34%, for the six
month period ended September 30, 1996. This increase was primarily the result
of proceeds from the exercise of stock options of $11,000, and amortization of
the cost of the Company's stock benefit plans of $18,000, partially offset by
the net loss for the six months of $16,000.
Analysis of Operations
- ----------------------
A net loss of $58,000 was recognized for the three months ended September
30, 1996 as compared to net income of $17,000 for the same period in 1995. This
$75,000 decrease in net income was due primarily to a decrease in net interest
income of $9,000, a decrease in non-interest income of $10,000, an increase in
non-interest expense of $102,000, partially offset by a decrease in income taxes
of $46,000. The Company 's net loss for the six months ended September 30, 1996
was $16,000 as compared to net income of $69,000 for the six months ended
September 30, 1995. This $85,000 decrease in net income was due primarily to a
$16,000 decrease in net interest income, a $15,000 decrease in non-interest
income, a $104,000 increase in non-interest expense, partially offset by a
$50,000 decrease in income taxes.
Interest income increased by $23,000 and $54,000 for the three and six month
periods ended September 30, 1996, respectively, as compared to the three and six
month periods ended September 30, 1995. This was primarily a result of an
increase in the average balances of interest-earning assets, offset by a
decrease in the average yield on those assets. The average balances of those
assets increased from approximately $21.6 million to $24.2 million for the three
months ended September 30, 1995 and 1996, respectively, and from $21.7 million
to $24.1 million for the six months ended September 30, 1995 and 1996,
respectively. These increases were partially offset by a decrease in the
average yield on average interest-earning assets from 7.14% and 7.09% for the
three and six months ended September 30, 1995 to 6.76% and 6.84% for the three
and six months ended September 30, 1996.
-9-
<PAGE>
Analysis of Operations (continued)
- ----------------------------------
Interest expense increased from $194,000 to $226,000 for the three months
ended September 30, 1995 compared to the same period in 1996. For the six
months ended September 30, 1995 interest expense was $380,000 as compared to
$450,000 for the same six months in 1996. These increases were attributable to
increases in the average balances of interest-bearing liabilities and increases
in the yield on those liabilities. The average balances increased approximately
$2.1 million and $2.0 million for the three and six months ended September 30,
1996 as compared to the average balances at September 30, 1995, respectively.
The yield on average interest-bearing liabilities increased from 4.08% and 3.96%
for the three and six months ended September 30, 1995 to 4.27% and 4.25% for the
three and six months ended September 30, 1996.
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 September 30, 1996 and 1995 respectively, and provisions of
$7,302 were made for the six month periods ended September 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 by $10,000 for the three months ended
September 30, 1996 as compared to the same period in 1995. Non-interest income
decreased by $15,000 for the six months ended September 30, 1996 as compared to
the same period in 1995. These decreases were primarily attributable to a
$5,000 loss recognized on the sale of foreclosed real estate and a decrease in
loan related fee income.
Non-interest expense increased from $170,000 to $272,000 from the three
months ended September 30, 1995 to the three months ended September 30, 1996.
Non-interest expense increased from $301,000 to $404,000 from the six months
ended September 30, 1995 to the six months ended September 30, 1996. The
increase was primarily the result of a $128,000 charge, reflected in the 1996
periods, for the estimated amount of the special insurance assessment adopted by
the FDIC to recapitalize the Savings Association Insurance Fund. Occupancy
expenses increased in the 1996 periods as compared to the same periods in 1995.
These increases were partially offset by declines in other expense categories,
primarily staffing costs.
The provision for income taxes decreased $46,000 and $50,000 for the three
and six months ended September 30, 1996, respectively, as compared to the same
periods in 1995. These decreases were attributable to pre-tax losses in the
1996 periods as compared to pre-tax income in the 1995 periods.
-10-
<PAGE>
Liquidity and Capital Resources
- -------------------------------
At September 30, 1996, the Bank continued to comply with its liquidity
requirements, with an overall liquid asset ratio of 30.67% and a short-term
liquid assets ratio of 25.20%. 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 September 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
September 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
September 30, 1996: (1)
Core...................... $2,824 11.53% $735 $2,089
Risk-based................ 2,861 29.77 769 2,092
- -----------------
</TABLE>
(1) Current capital requirements as of September 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.
-11-
<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
---------------------------------------------------
(a) The Annual Meeting of Stockholders (the "Meeting") of West Town
Bancorp, Inc. was held July 10, 1996 at 1:00 PM at the Company's
offices located at 4852 West 30th Street, Cicero, Illinois.
(b) Proxies for the meeting were solicited pursuant to Regulation 14
of the Securities and Exchange Act; there was no solicitation in
opposition and all nominees were elected.
(c) The following are the results of each matter voted upon at the
Meeting:
(i) The election of Directors:
For Withheld
--- --------
James J. Kemp, Jr. 181,823 4,000
(ii) The ratification of the appointment of Cobitz, VandenBerg &
Fennessy as auditors for the Company for the fiscal year
ended March 31, 1997:
Votes For: 176,698
-------
Votes Against: 4,000
-------
Abstentions: 5,125
-------
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
September 30, 1996.
-12-
<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: November 8, 1996
BY: /s/ Dennis B. Kosobucki
--------------------------------------
Dennis B. Kosobucki
Chairman of the Board,
President and Chief Executive Officer
(Duly Authorized Representative and
Principal Executive Officer)
BY: /s/ Jeffrey P. Kosobucki
----------------------------------------
Jeffrey P. Kosobucki
Vice President and Chief Financial Officer
(Principal Financial Officer)
-13-
<PAGE>
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit No. PAGE
- ----------- ----
<S> <C> <C>
11 Statement regarding Computation of Earnings Per Share 15
</TABLE>
-14-
<PAGE>
EXHIBIT 11
STATEMENT REGARDING COMPUTATION OF EARNINGS PER SHARE
<TABLE>
<CAPTION>
Three Months Six Months
Ended Ended
September 30, 1996 September 30, 1996
------------------ ------------------
<S> <C> <C>
Net Income (loss) $(57,945) (16,487)
======== =======
Weighted average shares outstanding 230,998 230,909
Reduction for common shares not yet released by
Employee Stock Ownership Plan 16,087 16,238
Common stock equivalents due to dilutive effect
of stock options * *
-------- -------
Total weighted average common shares and
equivalents outstanding 214,911 214,671
======== =======
Primary earnings (loss) per share $ (0.27) (0.08)
==== ====
Total weighted average common shares and
equivalents outstanding for primary
computation 214,911 214,671
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 214,911 214,671
======== =======
Fully diluted earnings (loss) per share $ (0.27) (0.08)
==== ====
</TABLE>
* Note: The market value of the stock at September 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 September 30, 1996 are the same as the option exercise
price of $10.00 per share.
-15-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<CIK> 0000926867
<NAME> WEST TOWN BANCORP
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> MAR-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 715,081
<INT-BEARING-DEPOSITS> 6,586,255
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 0
<INVESTMENTS-CARRYING> 3,852,867
<INVESTMENTS-MARKET> 3,779,000
<LOANS> 13,612,845
<ALLOWANCE> 37,171
<TOTAL-ASSETS> 25,360,854
<DEPOSITS> 21,129,206
<SHORT-TERM> 0
<LIABILITIES-OTHER> 353,752
<LONG-TERM> 0
<COMMON> 2,319
0
0
<OTHER-SE> 3,852,405
<TOTAL-LIABILITIES-AND-EQUITY> 25,360,854
<INTEREST-LOAN> 510,974
<INTEREST-INVEST> 123,280
<INTEREST-OTHER> 190,299
<INTEREST-TOTAL> 824,553
<INTEREST-DEPOSIT> 450,133
<INTEREST-EXPENSE> 450,133
<INTEREST-INCOME-NET> 374,420
<LOAN-LOSSES> 7,302
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 404,256
<INCOME-PRETAX> (29,232)
<INCOME-PRE-EXTRAORDINARY> (16,487)
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (16,487)
<EPS-PRIMARY> (.08)
<EPS-DILUTED> (.08)
<YIELD-ACTUAL> 3.11
<LOANS-NON> 0
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 29,869
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 37,171
<ALLOWANCE-DOMESTIC> 37,171
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
