<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, 1998
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 15, 1998, the issuer had 222,703 shares of Common stock issued
and outstanding; see accompanying notes.
<PAGE>
WEST TOWN BANCORP, INC.
AND SUBSIDIARIES
----------------
Part I. FINANCIAL INFORMATION PAGE
----
Item 1. Financial Statements
Consolidated Statements of Financial Condition
June 30, 1998 (unaudited) and March 31, 1998 3
Consolidated Statements of Income, Three
Months Ended June 30, 1998 and 1997 (unaudited) 4
Consolidated Statements of Stockholders' Equity,
Three Months Ended June 30, 1998 (unaudited) 5
Consolidated Statements of Cash Flows, Three
Months Ended June 30, 1998 and 1997 (unaudited) 6
Notes to Consolidated Financial Statements 7-8
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
<PAGE>
WEST TOWN BANCORP, INC.
AND SUBSIDIARIES
----------------
Consolidated Statements of Financial Condition
<TABLE>
<CAPTION>
June 30, March 31,
------------ ----------
1998 1998
------------ ----------
Assets (unaudited)
- ------
<S> <C> <C>
Cash and amounts due from depository institutions $ 287,807 302,484
Interest-bearing deposits 7,169,749 6,875,094
----------- ----------
Total cash and cash equivalents 7,457,556 7,177,578
U.S. Government and agency obligations
(fair value: June 30, 1998 - $499,000;
March 31, 1998 - $498,000) 500,000 500,000
Mortgage-backed securities
(fair value: June 30, 1998 - $1,554,000;
March 31, 1998 - $1,646,000) 1,536,479 1,631,621
Loans receivable (net of allowance for
loan losses: June 30, 1998 - $47,671;
March 31, 1998 - $46,171) 18,876,311 18,451,630
Stock in Federal Home Loan Bank of Chicago 177,400 177,400
Other investments, available for sale, at fair value 100,000 100,000
Accrued interest receivable 213,685 201,047
Office properties and equipment - net 216,847 202,365
Prepaid expenses and other assets 620,456 1,103,875
----------- ----------
Total assets 29,698,734 29,545,516
=========== ==========
Liabilities and Stockholders' Equity
- ------------------------------------
Liabilities
- -----------
Deposits 25,352,096 25,263,850
Advance payments by borrowers for taxes and insurance 82,663 34,550
Other liabilities 193,732 199,298
----------- ----------
Total liabilities 25,628,491 25,497,698
----------- ----------
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
222,703 shares outstanding at June 30, 1998 and
224,303 shares outstanding at March 31, 1998 2,319 2,319
Additional paid-in capital 1,987,127 1,987,127
Retained earnings, substantially restricted 2,322,477 2,279,662
Treasury stock, at cost (9,225 shares at June 30, 1998
and 7,625 shares at March 31, 1998) (105,906) (81,906)
Common stock acquired by Employee Stock Ownership Plan (135,774) (139,384)
----------- ----------
Total stockholders' equity 4,070,243 4,047,818
----------- ----------
Total liabilities and stockholders' equity $29,698,734 29,545,516
=========== ==========
</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,
------------------
1998 1997
--------- -------
<S> <C> <C>
(unaudited)
Interest income:
Loans $366,809 310,350
Mortgage-backed securities 24,791 38,617
Investment securities 5,248 14,609
Interest-bearing deposits 113,455 86,516
Dividends on FHLB stock 2,930 2,985
-------- -------
Total interest income 513,233 453,077
-------- -------
Interest expense:
Deposits 314,412 265,260
-------- -------
Net interest income before provision for loan losses 198,821 187,817
Provision for loan losses 1,500 1,500
-------- -------
Net interest income after provision for loan losses 197,321 186,317
-------- -------
Non-interest income:
Loan fees and service charges 2,731 833
Rental income 2,430 2,750
Deposit related fees and other income 5,238 3,638
-------- -------
Total non-interest income 10,399 7,221
-------- -------
Non-interest expense:
Staffing costs 74,665 78,866
Advertising 2,448 2,645
Occupancy and equipment expenses 22,810 17,790
Data processing 12,230 8,372
Federal deposit insurance premiums 3,909 3,646
Legal, audit, and examination services 15,524 11,432
Other 10,629 11,766
-------- -------
Total non-interest expense 142,215 134,517
-------- -------
Income before income taxes 65,505 59,021
Provision for income taxes 22,690 20,760
-------- -------
Net income $ 42,815 38,261
======== =======
Earnings per share - basic $.20 .18
-------- -------
Earnings per share - diluted $.20 .18
-------- -------
Dividends declared per common share $ - -
-------- -------
</TABLE>
See accompanying notes to consolidated financial statements.
-4-
<PAGE>
WEST TOWN BANCORP, INC.
AND SUBSIDIARIES
----------------
Consolidated Statements of Changes in Stockholders' Equity
Three Months Ended June 30, 1998
----------------
(Unaudited)
<TABLE>
<CAPTION>
Common
Additional Stock
Common Paid-In Retained Treasury Acquired
Stock Capital Earnings Stock by ESOP Total
------ ---------- -------- -------- -------- -----
<S> <C> <C> <C> <C> <C> <C>
Balance at March 31, 1998 $2,319 1,987,127 2,279,662 (81,906) (139,384) 4,047,818
Additions for the three months
ended June 30, 1998:
Net income 42,815 42,815
Adjustments to determine
comprehensive income 0 0
------ ---------
Comprehensive income 42,815 42,815
Purchase of treasury stock
(1,600 shares) (24,000) (24,000)
Contribution to fund ESOP loan 3,610 3,610
------ --------- --------- -------- -------- ---------
Balance at June 30, 1998 $2,319 1,987,127 2,322,477 (105,906) (135,774) 4,070,243
====== ========= ========= ======== ======== =========
</TABLE>
See accompanying notes to consolidated financial statements.
-5-
<PAGE>
WEST TOWN BANCORP, INC.
AND SUBSIDIARIES
----------------
Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
Three Months Ended
June 30,
------------------------
Cash flows from operating activities:
<S> <C> <C>
Net income $ 42,815 38,261
Adjustments to reconcile net income to net cash
from operating activities:
Depreciation 6,203 5,922
Amortization of cost of stock benefit plans 3,610 10,274
Amortization of investment premiums and discounts - 357
Provision for loan losses 1,500 1,500
Increase in deferred income 2,899 3,124
Decrease in current and deferred income tax 21,821 20,192
Increase in accrued interest receivable (12,638) (20,441)
Increase (decrease) in accrued interest payable (35,191) 14,453
Change in prepaid and accrued items, net 491,223 (270,033)
----------- ----------
Net cash provided by (for) operating activities 522,242 (196,391)
----------- ----------
Cash flows from investing activities:
Proceeds from maturities of investment securities - 400,000
Proceeds from repayments of mortgage-backed
securities 95,142 67,540
Purchase of Federal Home Loan Bank stock - (56,400)
Disbursements for loans originated or purchased (2,657,716) (2,873,693)
Loan repayments 1,989,450 446,868
Participation loans sold 239,186 645,438
Property and equipment expenditures (20,685) (6,185)
----------- ----------
Net cash provided for investing activities (354,623) (1,376,432)
----------- ----------
Cash flows from financing activities:
Deposit account receipts 2,196,585 2,662,612
Deposit account withdrawals (2,350,887) (2,274,242)
Interest credited to deposit accounts 242,548 157,275
Increase in advance payments by borrowers
for taxes and insurance 48,113 57,487
Purchase of treasury stock (24,000) (26,906)
----------- ----------
Net cash provided by financing activities 112,359 576,226
----------- ----------
Increase (decrease) in cash and cash equivalents 279,978 (996,597)
Cash and cash equivalents at beginning of period 7,177,578 7,243,783
----------- ----------
Cash and cash equivalents at end of period $ 7,457,556 6,247,186
=========== ==========
Cash paid during the period for:
Interest $ 349,603 250,807
Income taxes 869 568
========= ========
</TABLE>
See accompanying notes to consolidated financial statements.
-6-
<PAGE>
WEST TOWN BANCORP, INC.
AND SUBSIDIARIES
Notes to Consolidated 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, 1998, 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 three month periods ended June 30, 1998 and
1997 was determined by dividing net income for the period by the
weighted average number of both basic and 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 diluted earnings per share calculations.
Common stock equivalents are computed using the treasury stock method.
ESOP shares not committed to be released to participants are not
considered outstanding for purposes of computing earnings per share
amounts. Earnings per share data for the three month period ended
June 30, 1997 has been restated for comparative purposes to reflect
the implementation of Statement of Financial Accounting Standards No.
128.
-7-
<PAGE>
Notes to Financial Statements (continued)
- -----------------------------------------
Note E - EFFECT OF NEW ACCOUNTING STANDARDS
----------------------------------
In June 1997, the FASB issued Statement of Financial Accounting
Standards No. 130, "Reporting Comprehensive Income" ("SFAS No. 130").
This statement establishes standards for reporting and display of
comprehensive income and its components (revenues, expenses, gains,
losses) in a full set of general-purpose financial statements. SFAS
No. 130 is effective for fiscal years beginning after December 15,
1997. Management does not believe that adoption of SFAS No. 130 will
have a material impact on the Company's consolidated financial
condition or results of operations.
In June 1997, the FASB issued Statement of Financial Accounting
Standards No. 131, "Disclosures about Segments of an Enterprise and
Related Information" ("SFAS No. 131") which becomes effective for
fiscal years beginning after December 15, 1997. SFAS No. 131
establishes standards for the way that public business enterprises
report information about operating segments and requires enterprises
to report selected information about operating segments in interim
financial reports. Management does not believe that adoption of SFAS
No. 131 will have a material impact on the Company's consolidated
financial condition or results of operations.
In February 1998, the FASB issued Statement of Financial Accounting
Standards No. 132, "Employers' Disclosures about Pensions and Other
Postretirement Benefits" ("SFAS No. 132"). SFAS No. 132 alters
current disclosure requirements regarding pensions and other
postretirement benefits in the financial statements of employers who
sponsor such benefit plans. The revised disclosure requirements are
designed to provide additional information to assist readers in
evaluating future costs related to such plans. Additionally, the
revised disclosures are designed to provide changes in the components
of pension and benefit costs in addition to the year end components of
those factors in the resulting asset or liability related to such
plans. The statement is effective for fiscal years beginning after
December 15, 1997 with earlier application available. Management does
not believe that adoption of SFAS No. 132 will have a material impact
on the Company's 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.
-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 $153,000, or .52%, for the three month period ended June 30, 1998.
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 excess cash liquidity resulting from maturities of mortgage-backed
securities and increased deposits during the three month period ended June 30,
1998.
Net loans receivable increased $425,000, or 2.30%, for the three months
ended June 30, 1998. During that period, the Bank originated or purchased
approximately $2.6 million in loans which exceeded repayments of $2.0 million
during the same period.
The Bank experienced an increase in savings deposits for the three month
period of approximately $88,000, or .35%. It is management's belief that part
of the deposit activity for the three months ended June 30, 1998 can be
attributed to new deposit products.
Stockholders' equity increased approximately $22,000, or .55%, for the
three month period ended June 30, 1998. This increase was primarily the result
of the amortization of the cost of the Company's stock benefit plans of $3,000,
and net income for the three months of $43,000, partially offset by the purchase
of treasury stock at a cost of $24,000. As of June 30, 1998, the book value per
common share outstanding was $18.28.
Analysis of Operations
- ----------------------
A net profit of $43,000 was recognized for the three months ended June 30,
1998 as compared to net income of $38,000 for the same period in 1997. This
$5,000 increase in net income was due primarily to an increase in net interest
income of $11,000, and an increase in non-interest income of $3,000, partially
offset by an $7,000 increase in non-interest expense, and an increase in income
taxes of $2,000.
Interest income increased by $60,000 for the three months ended June 30,
1998, as compared to the three months ended June 30, 1997. This was the result
of an increase in the average balance of interest-earning assets as well as an
increase in the average yield on average interest-earning assets. The average
balance of those assets increased from approximately $25.8 million to $28.4
million for the three months ended June 30, 1997 and 1998, respectively. The
average yield on average interest-earning assets increased from 7.03% for the
three months ended June 30, 1997 to 7.23% for the three months ended June 30,
1998.
Interest expense increased from $265,000 to $314,000 for the three months
ended June 30, 1997 compared to the same period in 1998. This increase was
attributable to an increase in the average balance of interest-bearing
liabilities and in the average rate paid on those liabilities. The average
balance increased approximately $2.4 million for the three months ended June 30,
1998 as compared to the average balance at June 30, 1997. The average rate on
average interest-bearing liabilities increased from 4.63% for the three months
ended June 30, 1997 to 4.96% for the three months ended June 30, 1998.
-9-
<PAGE>
Analysis of Operations (continued)
- ----------------------------------
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 $1,500 and $1,500 were made for the
three month periods ended June 30, 1998 and 1997 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 increased by $3,000 for the three months ended June 30,
1998 as compared to the same period in 1997. This increase was primarily
attributable to an increase in loan related fee income.
Non-interest expense increased to $142,000 from $135,000 for the three
months ended June 30, 1998 from the three months ended June 30, 1997. The
increase was attributable to increases in occupancy and equipment expense of
$5,000, data processing costs of $4,000 and professional fees of $4,000,
partially offset by decreases in compensation related expenses of $4,000 and
other expenses of $1,000.
The provision for income taxes increased $2,000 for the three months ended
June 30, 1998 as compared to the same period in 1997. This increase is the
direct result of the increase in pre-tax income between the comparable periods.
-10-
<PAGE>
Liquidity and Capital Resources
- -------------------------------
At June 30, 1998, the Bank continued to comply with its liquidity
requirements, with an overall liquid asset ratio of 25.57% and a short-term
liquid asset ratio of 24.48%. 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, 1998, the Bank had
no outstanding commitments to fund loans, and no commitments to purchase
mortgage-backed securities or other investment securities.
The Bank was in compliance with regulatory capital requirements at June 30,
1998. Capital requirements, ratios, and balances are as follows:
<TABLE>
<CAPTION>
To Be Well-
Capitalized Under
For Capital Prompt Corrective
Actual Adequacy Purposes Action Provisions
------------------------------------------------------------------------
Amount Ratio(1) Amount Ratio(1) Amount Ratio(1)
------------------------------------------------------------------------
June 30, 1998
-------------
<S> <C> <C> <C> <C> <C> <C>
Risk-based $ 3,162,851 25.17% $ 1,005,336 8.00% $ 1,256,671 10.00%
Core 3,115,180 10.78 866,785 3.00 1,444,641 5.00
</TABLE>
- -----------------
(1) 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.
Year 2000 Compliance
- --------------------
The Company utilizes and is dependent upon data processing systems and
software to conduct its business. The data processing systems and software
include those developed and maintained by the Company's third-party data
processing vendor and purchased software which is run on in-house computer
networks. During the previous fiscal year, the Company initiated a review and
assessment of all hardware and software to confirm that it will function
properly in the year 2000. To date, those vendors which have been contacted
have indicated that their hardware or software is or will be Year 2000 compliant
in time frames that meet regulatory requirements. The costs associated with the
compliance efforts are not expected to have a significant impact on the
Company's ongoing results of operations.
-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
---------------------------------------------------
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, 1998.
-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: July 15, 1998
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
Exhibit No. Page No.
- ----------- --------
11 Statement regarding Computation of Earnings Per Share 15
-14-
<PAGE>
EXHIBIT 11
STATEMENT REGARDING COMPUTATION OF EARNINGS PER SHARE
<TABLE>
<CAPTION>
Quarter Ended Quarter Ended
June 30, 1998 June 30, 1997
------------- -------------
<S> <C> <C>
Net Income $ 42,815 38,261
======== =======
Weighted average shares outstanding 224,039 231,041
Reduction for common shares not yet released by
Employee Stock Ownership Plan 13,757 15,136
-------- -------
Total weighted average common shares
outstanding for basic computation 210,282 215,905
======== =======
Basic earnings per share $ .20 .18
======== =======
Total weighted average common shares
outstanding for basic computation 210,282 215,905
Common stock equivalents due to dilutive
effect of stock options 3,649 -
-------- -------
Total weighted average common shares and
equivalents outstanding for diluted computation 213,931 215,905
======== =======
Diluted earnings per share $ .20 .18
======== =======
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 9
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> MAR-31-1999
<PERIOD-START> APR-01-1998
<PERIOD-END> JUN-30-1998
<CASH> 287,807
<INT-BEARING-DEPOSITS> 7,169,749
<FED-FUNDS-SOLD> 0
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 100,000
<INVESTMENTS-CARRYING> 2,036,479
<INVESTMENTS-MARKET> 2,053,000
<LOANS> 18,876,311
<ALLOWANCE> (47,671)
<TOTAL-ASSETS> 29,698,734
<DEPOSITS> 25,352,096
<SHORT-TERM> 0
<LIABILITIES-OTHER> 193,732
<LONG-TERM> 0
<COMMON> 2,319
0
0
<OTHER-SE> 4,067,924
<TOTAL-LIABILITIES-AND-EQUITY> 29,698,734
<INTEREST-LOAN> 366,809
<INTEREST-INVEST> 32,969
<INTEREST-OTHER> 113,455
<INTEREST-TOTAL> 513,233
<INTEREST-DEPOSIT> 314,412
<INTEREST-EXPENSE> 314,412
<INTEREST-INCOME-NET> 198,821
<LOAN-LOSSES> 1,500
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 142,215
<INCOME-PRETAX> 65,505
<INCOME-PRE-EXTRAORDINARY> 42,815
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 42,815
<EPS-PRIMARY> .20
<EPS-DILUTED> .20
<YIELD-ACTUAL> 2.80
<LOANS-NON> 104,695
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 46,171
<CHARGE-OFFS> 0
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 47,671
<ALLOWANCE-DOMESTIC> 47,671
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
