<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, 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 October 30, 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
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
Item 1. Financial Statements
Consolidated Statements of Financial Condition
September 30, 1998 (unaudited) and March 31, 1998 3
Consolidated Statements of Income, Three and
Six Months Ended September 30, 1998 and 1997 (unaudited) 4
Consolidated Statements of Stockholders' Equity,
Six Months Ended September 30, 1998 (unaudited) 5
Consolidated Statements of Cash Flows,
Six Months Ended September 30, 1998 and 1997 (unaudited) 6
Notes to 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
</TABLE>
<PAGE>
WEST TOWN BANCORP, INC.
AND SUBSIDIARIES
----------------
Consolidated Statements of Financial Condition
<TABLE>
<CAPTION>
September 30, March 31,
------------- ----------
1998 1998
---- ----
Assets (unaudited)
- ------
<S> <C> <C>
Cash and amounts due from depository institutions $ 203,096 302,484
Interest-bearing deposits 8,168,438 6,875,094
----------- ----------
Total cash and cash equivalents 8,371,534 7,177,578
U.S. Government and agency obligations
(fair value: March 31, 1998 - $498,000) - 500,000
Mortgage-backed securities
(fair value: September 30, 1998 - $1,338,000;
March 31, 1998 - $1,646,000) 1,314,791 1,631,621
Loans receivable (net of allowance for
loan losses: September 30, 1998 - $49,171;
March 31, 1998 - $46,171) 19,387,086 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 230,765 201,047
Office properties and equipment - net 210,023 202,365
Prepaid expenses and other assets 415,716 1,103,875
----------- ----------
Total assets 30,207,315 29,545,516
=========== ==========
Liabilities and Stockholders' Equity
- ------------------------------------
Liabilities
- -----------
Deposits 25,713,826 25,263,850
Advance payments by borrowers for taxes and insurance 130,528 34,550
Other liabilities 236,792 199,298
----------- ----------
Total liabilities 26,081,146 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 September 30, 1998 and
224,303 shares outstanding at March 31, 1998 2,319 2,319
Additional paid-in capital 1,988,120 1,987,127
Retained earnings, substantially restricted 2,373,713 2,279,662
Treasury stock, at cost (9,225 shares at
September 30, 1998 and 7,625 shares at March 31, 1998) (105,906) (81,906)
Common stock acquired by Employee Stock Ownership Plan (132,077) (139,384)
----------- ----------
Total stockholders' equity 4,126,169 4,047,818
----------- ----------
Total liabilities and stockholders' equity $30,207,315 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 Six Months Ended
September 30, September 30,
------------------- ------------------
1998 1997 1998 1997
--------- -------- --------- -------
(unaudited) (unaudited)
<S> <C> <C> <C> <C>
Interest income:
Loans $388,865 338,322 755,674 648,672
Mortgage-backed securities 21,808 30,802 46,599 69,419
Investment securities 3,545 6,563 8,793 21,172
Interest-bearing deposits 110,857 84,351 224,312 170,867
Dividends on FHLB stock 2,986 2,925 5,916 5,910
-------- ------- --------- -------
Total interest income 528,061 462,963 1,041,294 916,040
-------- ------- --------- -------
Interest expense:
Deposits 313,458 283,751 627,870 549,011
-------- ------- --------- -------
Net interest income before
provision for loan losses 214,603 179,212 413,424 367,029
Provision for loan losses 1,500 1,500 3,000 3,000
-------- ------- --------- -------
Net interest income after
provision for loan losses 213,103 177,712 410,424 364,029
-------- ------- --------- -------
Non-interest income:
Loan fees and service charges 1,287 2,595 4,018 3,428
Rental income 2,430 990 4,860 3,740
Deposit related fees and other income 5,434 3,960 10,672 7,598
-------- ------- --------- -------
Total non-interest income 9,151 7,545 19,550 14,766
-------- ------- --------- -------
Non-interest expense:
Staffing costs 75,952 75,601 150,617 154,467
Advertising 2,769 2,790 5,217 5,435
Occupancy and equipment expense 20,346 17,884 43,156 35,674
Data processing 11,446 10,050 23,676 18,422
Federal deposit insurance premiums 3,840 3,579 7,749 7,225
Legal, audit and examination services 14,894 17,336 30,418 28,768
Other 10,619 14,116 21,248 25,882
-------- ------- --------- -------
Total non-interest expense 139,866 141,356 282,081 275,873
-------- ------- --------- -------
Income before income taxes 82,388 43,901 147,893 102,922
Provision for income taxes 31,152 14,622 53,842 35,382
-------- ------- --------- -------
Net income $ 51,236 29,279 94,051 67,540
======== ======= ========= =======
Earnings per share - basic $ .25 .14 .45 .32
-------- ------- --------- -------
Earnings per share - diluted $ .24 .14 .44 .32
-------- ------- --------- -------
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
Six Months Ended September 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 six months
ended September 30, 1998:
Net income 94,051 94,051
Adjustments to determine
comprehensive income 0 0
--------- ---------
Comprehensive income 94,051 94,051
Purchase of treasury stock
(1,600 shares) (24,000) (24,000)
Contribution to fund ESOP loan 993 7,307 8,300
------ --------- --------- -------- -------- ---------
Balance at September 30, 1998 $2,319 1,988,120 2,373,713 (105,906) (132,077) 4,126,169
====== ========= ========= ======== ======== =========
</TABLE>
See accompanying notes to consolidated financial statements.
-5-
<PAGE>
WEST TOWN BANCORP, INC.
AND SUBSIDIARIES
----------------
Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
Six Months Ended
September 30,
-------------------------
1998 1997
---- ----
(unaudited)
<S> <C> <C>
Cash flows from operating activities:
Net income $ 94,051 67,540
Adjustments to reconcile net income to net cash
from operating activities:
Depreciation 13,027 12,021
Amortization of cost of stock benefit plans 8,300 15,966
Amortization of investment premiums and discounts - 332
Provision for loan losses 3,000 3,000
Increase (decrease) in deferred income (6,018) 7,560
Change in current and deferred income tax 25,544 (2,335)
Increase in accrued interest receivable (29,718) (40,326)
Increase in accrued interest payable 6,084 41,794
Change in prepaid and accrued items, net 694,025 (133,699)
----------- ----------
Net cash provided by (for) operating activities 808,295 (28,147)
----------- ----------
Cash flows from investing activities:
Proceeds from maturities of investment securities 500,000 400,000
Proceeds from repayments of mortgage-backed
securities 316,830 528,759
Purchase of Federal Home Loan Bank stock - (56,400)
Disbursements for loans originated or purchased (4,879,898) (5,037,426)
Loan repayments 3,456,265 2,830,207
Participation loans sold 491,195 -
Property and equipment expenditures (20,685) (6,185)
----------- ----------
Net cash provided for investing activities (136,293) (1,341,045)
----------- ----------
Cash flows from financing activities:
Deposit account receipts 4,520,796 5,594,146
Deposit account withdrawals (4,556,126) (4,721,002)
Interest credited to deposit accounts 485,306 328,909
Increase (decrease) in advance payments
by borrowers for taxes and insurance 95,978 (12,230)
Purchase of treasury stock (24,000) (81,906)
----------- ----------
Net cash provided by financing activities 521,954 1,107,917
----------- ----------
Increase (decrease) in cash and cash equivalents 1,193,956 (261,275)
Cash and cash equivalents at beginning of period 7,177,578 7,243,783
----------- ----------
Cash and cash equivalents at end of period $ 8,371,534 6,982,508
=========== ==========
Cash paid during the period for:
Interest $ 621,786 507,217
Income taxes 24,869 37,695
=========== ==========
</TABLE>
See accompanying notes to consolidated financial statements.
-6-
<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, 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 and six month periods ended September
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 and six month periods
ended September 30, 1997 have 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
----------------------------------
Employers' Disclosures about Pensions and Other Postretirement
Benefits. 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.
Accounting for Derivative Instruments and Hedging Activities. In June
1998, the FASB issued Statement of Financial Accounting Standards No.
133, "Accounting for Derivative Instruments and Hedging Activities",
("SFAS No. 133") which is effective for fiscal years beginning after
June 15, 1999. The statement requires all derivatives to be recorded
on the balance sheet at fair value. It also establishes "special
accounting" for hedges of changes in the fair value of assets,
liabilities, or firm commitments (fair value hedges), hedges of the
variable cash flows of forecasted transactions (cash flow hedges), and
hedges of foreign currency exposures of net investments in foreign
operations. To the extent the hedge is considered highly effective,
both the change in the fair value of the derivative and the change in
the fair value of the hedged item are recognized (offset) in earnings
in the same period. Changes in fair value of derivatives that do not
meet the criteria of one of these three hedge categories are included
in income. Management does not believe that adoption of SFAS No. 133
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 $662,000, or 2.24%, for the six month period ended September 30,
1998. This increase was primarily the result of increases in cash and cash
equivalents and in mortgage loans receivable held by West Town Savings Bank (the
"Bank"), which were primarily funded by excess cash liquidity resulting from
maturities of investment securities and mortgage-backed securities and increased
deposits during the six month period ended September 30, 1998.
Net loans receivable increased $935,000, or 5.07%, for the six months
ended September 30, 1998. During that period, the Bank originated or purchased
approximately $4.9 million in loans which exceeded repayments of $3.5 million
and participation loans sold of $491,000 during the same period.
The Bank experienced an increase in savings deposits for the six month
period of approximately $450,000, or 1.78%. It is management's belief that part
of the deposit activity for the six months ended September 30, 1998 can be
attributed to new deposit products.
Stockholders' equity increased approximately $78,000, or 1.94%, for the six
month period ended September 30, 1998. This increase was primarily the result of
the amortization of the cost of the Company's stock benefit plans of $8,000, and
net income for the six months of $94,000, partially offset by the purchase of
treasury stock at a cost of $24,000. As of September 30, 1998, the book value
per common share outstanding was $18.53.
Analysis of Operations
- ----------------------
A net profit of $51,000 was recognized for the three months ended September
30, 1998 as compared to a net profit of $29,000 for the same period in 1997.
This $22,000 increase in net income was due primarily to an increase in net
interest income of $35,000, partially offset by an increase in income taxes of
$17,000. The Company's net income for the six months ended September 30, 1998
was $94,000 as compared to a net profit of $68,000 for the six months ended
September 30, 1997. This $26,000 increase in net income was due primarily to a
$46,000 increase in net interest income, and a $5,000 increase in non-interest
income, partially offset by a $6,000 increase in non-interest expense and an
$18,000 increase in income taxes.
Interest income increased by $65,000 and $125,000 for the three and six
month periods ended September 30, 1998, respectively, as compared to the three
and six month periods ended September 30, 1997. This was primarily a result of
an increase in the average balances of interest-earnings assets, as well as an
increase in the average yield on those assets. The average balances of those
assets increased from approximately $26.5 million to $28.6 million for the three
months ended September 30, 1997 and 1998, respectively, and from $26.1 million
to $28.5 million for the six months ended September 30, 1997 and 1998,
respectively. These increases were accompanied by an increase in the average
yield on average interest-earning assets from 7.00% and 7.01% for the three and
six months ended September 30, 1997 to 7.37% and 7.30% for the three and six
months ended September 30, 1998.
-9-
<PAGE>
Analysis of Operations (continued)
- ----------------------------------
Interest expense increased from $284,000 to $313,000 from the three months
ended September 30, 1997 compared to the same period in 1998. For the six months
ended September 30, 1997 interest expense was $549,000 as compared to $628,000
for the same six months in 1998. 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 $1.8
million and $2.1 million for the three and six months ended September 30, 1998
as compared to the average balances at September 30, 1997, respectively. The
yield on average interest-bearing liabilities increased from 4.82% and 4.73% for
the three and six months ended September 30, 1997 to 4.95% and 4.96% for the
three and six months ended September 30, 1998.
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 September 30, 1998 and 1997 respectively, and
provisions of $3,000 and $3,000 were made for the six month periods ended
September 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 $2,000 for the three months ended
September 30, 1998 as compared to the same period in 1997. Non-interest income
increased by $5,000 for the six months ended September 30, 1998 as compared to
the same period in 1997. These increases were primarily attributable to
increases in rental income and deposit related fee income.
Non-interest expense decreased from $141,000 to $140,000 from the three
months ended September 30, 1997 to the three months ended September 30, 1998.
Non-interest expense increased from $276,000 to $282,000 from the six months
ended September 30, 1997 to the six months ended September 30, 1998. The
increase for the six month period was primarily the result of increases in
occupancy and equipment expenses of $7,000, data processing of $5,000 and
professional fees of $2,000, partially offset by decreases in compensation
expenses of $4,000 and other expenses of $5,000.
The provision for income taxes increased $17,000 and $18,000 for the three
and six months ended September 30, 1998, respectively, as compared to the same
periods in 1997. These increases were attributable to increases in pre-tax
income in the 1998 periods as compared to the 1997 periods.
-10-
<PAGE>
Liquidity and Capital Resources
- -------------------------------
At September 30, 1998, the Bank continued to comply with its liquidity
requirements, with an overall liquid asset ratio of 26.44% and a short-term
liquid asset ratio of 28.40%. 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, 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
September 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)
--------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
September 30, 1998
------------------
Risk-based $ 3,217,703 25.53% $ 1,008,345 8.00% $ 1,260,432 10.00%
Core 3,168,532 10.78 881,890 3.00 1,469,816 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.
Safe Harbor Provision of the Private Securities Litigation Reform Act of 1995
- -----------------------------------------------------------------------------
Management's Discussion and Analysis of Financial Condition and Results of
Operations that are not historical facts are forward-looking statements subject
to the safe harbor created by the Private Securities Litigation Reform Act of
1995. The Company cautions readers of this Form 10-QSB that a number of
important factors could cause the Company's actual results in 1998/1999 and
beyond to differ materially from those expressed in any such forward-looking
statements. These factors include, without limitation, the general economic and
business conditions affecting the Company's customers; changes in interest
rates; the adequacy of the Bank's allowance for loan losses; competition from,
among others, commercial banks, savings and loan associations, mutual funds,
money market funds, finance companies, credit unions, mortgage companies, and
the United States Government; limited partnership activities; federal and state
legislation, regulation and supervision of the Bank and its subsidiaries; the
risk of defaults on loans; and contractual, statutory and regulatory
restrictions on the Bank's ability to pay dividends to the Company.
-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 8, 1998 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:
<TABLE>
<CAPTION>
For Withheld
------- --------
<S> <C> <C>
Dennis B. Kosobucki 213,728 0
James Kucharczyk 213,728 0
</TABLE>
(ii) The ratification of the appointment of Cobitz, VandenBerg &
Fennessy as auditors for the Company for the fiscal year
ended March 31, 1999:
<TABLE>
<S> <C>
Votes For: 213,728
-------
Votes Against: 0
-------
Abstentions: 0
-------
</TABLE>
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, 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: October 30, 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
<TABLE>
<CAPTION>
Exhibit No. PAGE
- ----------- ----
<S> <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 Ended Six Months Ended
September 30, 1997 September 30, 1997
------------------ ------------------
1998 1997 1998 1997
-------- ------- -------- -------
<S> <C> <C> <C> <C>
Net Income $ 51,236 29,279 94,051 67,540
======== ======= ======= =======
Weighted average shares outstanding 222,703 229,276 223,372 230,158
Reduction for common shares not yet
released by Employee Stock
Ownership Plan 13,392 14,803 13,575 14,969
-------- ------- ------- -------
Total weighted average common shares
outstanding for basic computation 209,311 214,473 209,797 215,189
======== ======= ======= =======
Basic earnings per share $ .25 .14 .45 .32
======== ======= ======= =======
Total weighted average common shares
outstanding for basic computation 209,311 214,473 209,797 215,189
Common stock equivalents due to
dilutive effect of stock options 4,028 - 3,838 -
-------- ------- ------- -------
Total weighted average common shares
and equivalents outstanding for
diluted computation 213,339 214,473 213,635 215,189
======== ======= ======= =======
Diluted earnings per share $ .24 .14 .44 .32
======== ======= ======= =======
</TABLE>
-15-
<TABLE> <S> <C>
<PAGE>
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<S> <C>
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0
0
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</TABLE>
