<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, 2000
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 3, 2000, the issuer had 204,787 shares of common stock
issued and outstanding; see accompanying notes.
<PAGE>
WEST TOWN BANCORP, INC.
AND SUBSIDIARIES
<TABLE>
<CAPTION>
Part I. FINANCIAL INFORMATION PAGE
----
<S> <C>
Item 1. Financial Statements
Consolidated Statements of Financial Condition
September 30, 2000 (unaudited) and March 31, 2000 3
Consolidated Statements of Income, Three and
Six Months Ended September 30, 2000 and 1999 (unaudited) 4
Consolidated Statements of Stockholders' Equity,
Six Months Ended September 30, 2000 (unaudited) 5
Consolidated Statements of Cash Flows,
Six Months Ended September 30, 2000 and 1999 (unaudited) 6
Notes to Financial Statements 7-8
Item 2. Management's Discussion and Analysis or Plan of Operation 9-13
Part II. OTHER INFORMATION 14
Signatures 15
Index to Exhibits 16
Earnings Per Share Analysis (Exhibit 11) 17
</TABLE>
<PAGE>
WEST TOWN BANCORP, INC.
AND SUBSIDIARIES
----------------
Consolidated Statements of Financial Condition
<TABLE>
<CAPTION>
September 30, March 31,
------------- -------------
2000 2000
---- ----
Assets (unaudited)
------
<S> <C> <C>
Cash and amounts due from depository institutions $ 356,672 340,342
Interest-bearing deposits 8,160,409 10,829,567
------------ ----------
Total cash and cash equivalents 8,517,081 11,169,909
Mortgage-backed securities, held to maturity
(fair value: September 30, 2000 - $4,866,000;
March 31, 2000 - $1,590,600) 4,825,429 1,575,557
Loans receivable (net of allowance for
loan losses: September 30, 2000 - $61,171;
March 31, 2000 - $58,171) 26,834,612 19,632,826
Stock in Federal Home Loan Bank of Chicago 193,300 186,400
Other investments, available for sale, at fair value 252,500 248,750
Accrued interest receivable 213,743 151,674
Office properties and equipment - net 1,618,881 1,648,374
Prepaid expenses and other assets 556,414 344,395
------------ ----------
Total assets 43,011,960 34,957,885
============ ==========
Liabilities and Stockholders' Equity
------------------------------------
Liabilities
-----------
Deposits 38,452,859 30,457,620
Advance payments by borrowers for taxes and insurance 42,868 36,710
Other liabilities 427,577 296,309
------------ ----------
Total liabilities 38,923,304 30,790,639
------------ ----------
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
206,787 shares outstanding at September 30, 2000 and
210,362 shares outstanding at March 31, 2000 2,319 2,319
Additional paid-in capital 1,998,132 1,997,261
Retained earnings, substantially restricted 2,451,271 2,499,062
Accumulated other comprehensive income,
net of income taxes 33,623 31,223
Treasury stock, at cost (25,141 shares at
September 30, 2000 and 21,566 shares at March 31, 2000) (297,557) (254,657)
Common stock acquired by Employee Stock Ownership Plan (99,132) (107,962)
------------ ----------
Total stockholders' equity 4,088,656 4,167,246
------------ ----------
Total liabilities and stockholders' equity $ 43,011,960 34,957,885
============ ==========
</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,
------------------- ---------------------
2000 1999 2000 1999
---- ---- ---- ----
(unaudited) (unaudited)
<S> <C> <C> <C> <C>
Interest income:
Loans $ 472,832 353,467 861,940 727,307
Mortgage-backed securities 76,313 11,253 125,457 23,234
Investment securities 2,750 2,750 5,500 5,500
Interest-bearing deposits 146,760 122,357 312,548 224,679
Dividends on FHLB stock 3,636 3,003 6,996 5,945
--------- ------- --------- -------
Total interest income 702,291 492,830 1,312,441 986,665
--------- ------- --------- -------
Interest expense:
Deposits 488,411 304,515 907,889 602,445
--------- ------- --------- -------
Net interest income before
provision for loan losses 213,880 188,315 404,552 384,220
Provision for loan losses 1,500 1,500 3,000 3,000
--------- ------- --------- -------
Net interest income after
provision for loan losses 212,380 186,815 401,552 381,220
--------- ------- --------- -------
Non-interest income:
Loan fees and service charges 1,579 2,975 4,887 6,615
Rental income 3,256 2,430 6,171 4,860
Deposit related fees and other income 18,218 5,200 30,832 9,675
--------- ------- --------- -------
Total non-interest income 23,053 10,605 41,890 21,150
--------- ------- --------- -------
Non-interest expense:
Staffing costs 132,966 74,602 251,069 149,071
Advertising 7,022 2,868 15,137 5,527
Occupancy and equipment expense 59,592 36,418 113,318 69,728
Data processing 16,732 8,922 31,403 17,618
Federal deposit insurance premiums 1,559 3,814 2,953 7,552
Legal, audit and examination services 23,836 17,931 46,841 31,710
Other 28,891 12,560 52,446 28,264
--------- ------- --------- -------
Total non-interest expense 270,598 157,115 513,167 309,470
--------- ------- --------- -------
Income (loss) before income taxes (35,165) 40,305 (69,725) 92,900
Provision for income taxes (benefit) (11,134) 13,575 (21,934) 31,205
--------- ------- --------- -------
Net income (loss) $ (24,031) 26,730 (47,791) 61,695
========= ======= ========= =======
Earnings (loss) per share - basic $ (.12) .13 (.24) .30
--------- ------- --------- -------
Earnings (loss) per share - diluted $ (.12) .13 (.24) .29
--------- ------- --------- -------
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
<TABLE>
<CAPTION>
Six Months Ended September 30, 2000
-----------------------------------
(Unaudited)
Accumulated Common
Additional Other Stock
Common Paid-In Retained Comprehensive Treasury Acquired
Stock Capital Earnings Income Stock by ESOP Total
------ ---------- ---------- ----------- --------- -------- -----
<S> <C> <C> <C> <C> <C> <C> <C>
Balance at March 31, 2000 $ 2,319 1,997,261 2,499,062 31,223 (254,657) (107,962) 4,167,246
Comprehensive income:
Net income (loss) (47,791) (47,791)
Other comprehensive income,
net of tax:
Unrealized holding gain
during the period 2,400 2,400
--------- ------- ---------
Total comprehensive income (47,791) 2,400 (45,391)
--------- ------- ---------
Purchase of treasury stock
(3,575 shares) (42,900) (42,900)
Contribution to fund ESOP loan 871 8,830 9,701
------- --------- --------- -------- ------- ------- ---------
Balance at September 30, 2000 $ 2,319 1,998,132 2,451,271 33,623 (297,557) (99,132) 4,088,656
======= ========= ========= ======== ======= ======= =========
</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,
-----------------------------
2000 1999
---- ----
(unaudited)
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ (47,791) 61,695
Adjustments to reconcile net income to net cash
from operating activities:
Depreciation 44,598 18,431
Amortization of cost of stock benefit plans 9,701 8,927
Provision for loan losses 3,000 3,000
Decrease in deferred income (812) (2,761)
Federal Home Loan Bank stock dividend (6,900) -
Change in current and deferred income tax 13,403 (7,349)
(Increase) decrease in accrued interest receivable (62,069) 4,991
Increase in accrued interest payable 99,428 44,359
Change in prepaid and accrued items, net (194,932) 71,715
------------ ----------
Net cash provided by (for) operating activities (142,374) 203,008
------------ ----------
Cash flows from investing activities:
Purchase of mortgage-backed securities (3,512,702) -
Proceeds from repayments of mortgage-backed
securities 262,830 239,322
Purchase of Federal Home Loan Bank stock - (5,900)
Disbursements for loans originated or purchased (9,652,372) (1,754,332)
Loan repayments 2,365,655 2,874,329
Participation loans sold 82,743 -
Property and equipment expenditures (15,105) (108,886)
------------ ----------
Net cash provided by (for) investing activities (10,468,951) 1,244,533
------------ ----------
Cash flows from financing activities:
Deposit account receipts 20,686,228 5,851,075
Deposit account withdrawals (13,499,457) (5,869,491)
Interest credited to deposit accounts 808,468 558,609
Increase in advance payments by borrowers
for taxes and insurance 6,158 101,160
Purchase of treasury stock (42,900) (146,276)
------------ ----------
Net cash provided by financing activities 7,958,497 495,077
------------ ----------
Increase (decrease) in cash and cash equivalents (2,652,828) 1,942,618
Cash and cash equivalents at beginning of period 11,169,909 8,139,147
------------ ----------
Cash and cash equivalents at end of period $ 8,517,081 10,081,765
============ ==========
Cash paid during the period for:
Interest $ 808,461 558,086
Income taxes 1,856 36,754
============ ==========
</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 and six month
periods ended September 30, 2000, 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 - Earnings Per Share
------------------
Earnings per share for the three and six month periods ended September
30, 2000 and 1999 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.
Note D - Industry Segments
-----------------
The Company operates principally in the banking industry through its
subsidiary bank. As such, substantially all of the Company's revenues,
net income, identifiable assets and capital expenditures are related
to banking operations.
-7-
<PAGE>
Notes to Financial Statements (continued)
----------------------------------------
Note E - Effect of New Accounting Standards
----------------------------------
In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative
Instruments and Hedging Activities". This Statement establishes
accounting and reporting standards for derivative instruments and for
hedging activities. It requires all derivatives to be recognized as
either assets or liabilities in the statement of financial condition
and to be measured at fair value. As issued, the Statement is
effective for all fiscal quarters of fiscal years beginning after June
15, 1999. In June 1999, the FASB issued SFAS No. 137, "Accounting for
Derivative Instruments and Hedging Activities -- Deferral of the
Effective Date of SFAS No. 133". The Statement is effective upon
issuance and it amends SFAS No. 133 to be effective for all fiscal
quarters of fiscal years beginning after June 30, 2000. In June 2000,
the FASB issued SFAS No. 138, "Accounting for Certain Derivative
Instruments and Certain Hedging Activities, an Amendment of FASB
Statement No. 133". The Statement is effective at the later of the
first fiscal quarter beginning after June 15, 2000 or upon adoption of
SFAS No. 133, and should be adopted concurrently with SFAS No. 133.
In September 2000, the FASB issued SFAS No. 140, "Accounting for
Transfers and Servicing of Financial Assets and Extinguishment of
Liabilities" which replaces SFAS No. 125. This Statement resolves
implementation issues, especially involving disclosures and
collateral, but carries forward most of SFAS No. 125 provisions
without change. The Statement is effective for transfers occurring
after March 31, 2000, and for disclosures relating to securitization
transactions and collateral arrangements for fiscal years ending after
December 15, 2000. The Company does not believe these statements will
have a material impact on its financial position 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 $8.1 million, or 23.04%, for the six month period ended September
30, 2000. This increase was primarily the result of the opening of the branch
office in North Riverside, Illinois which has generated new deposits totaling
approximately $8.4 million since March 31, 2000. These deposits funded loan
originations and purchases as well as purchases of mortgage-backed securities.
Net loans receivable increased approximately $7.2 million, or 36.68%
for the six months ended September 30, 2000. During that period, the Bank
originated or purchased approximately $9.7 million in loans which exceeded
repayments of $2.4 million during the same period.
The Bank experienced an increase in savings deposits for the six month
period of approximately $8.0 million, or 26.25%. This increase was primarily the
result of deposits generated by the new branch office.
Stockholders' equity decreased approximately $79,000, or 1.89%, for the
six month period ended September 30, 2000. This decrease was primarily the
result of the net loss for the six months of $48,000, as well as the purchase of
treasury stock at a cost of $43,000. As of September 30, 2000, the book value
per common share outstanding was $19.77.
Analysis of Operations
----------------------
A net loss of $24,000 was recognized for the three months ended
September 30, 2000 as compared to a net profit of $27,000 for the same period in
1999. This $51,000 decrease in net income was due primarily to the opening of
the branch office which resulted in increases in compensation expense of $58,000
and occupancy and equipment expenses of $23,000, partially offset by increases
in net interest income of $26,000 and fee income $13,000. The Company's net loss
for the six months ended September 30, 2000 was $48,000 as compared to a net
profit of $62,000 for the six months ended September 30, 1999. This $110,000
decrease in net income was due primarily to increases in compensation expense of
$102,000, occupancy and equipment expenses of $44,000 and other operating
expenses of $58,000, partially offset by increases in net interest income of
$20,000 and fee income of $21,000.
Interest income increased by $209,000 and $326,000 for the three and
six month periods ended September 30, 2000, respectively, as compared to the
three and six month periods ended September 30, 1999. This was primarily a
result of an increase in the average yield on interest-earnings assets, as well
as an increase in the average balance of interest-earning assets. The average
yield on average interest-earning assets increased from 6.62% and 6.65% for the
three and six months ended September 30, 1999 to 7.40% and 7.23% for the three
and six months ended September 30, 2000. The average balances of
interest-earning assets increased from approximately $29.8 million to $38.0
million for the three months ended September 30, 1999 and 2000, respectively,
and from $29.7 million to $36.3 million for the six months ended September 30,
1999 and 2000, respectively.
-9-
<PAGE>
Analysis of Operations (continued)
---------------------------------
Interest expense increased from $305,000 to $488,000 from the three
months ended September 30, 1999 compared to the same period in 2000. For the six
months ended September 30, 1999 interest expense was $602,000 as compared to
$908,000 for the same six months in 2000. These increases were attributable to
increases in the average rate paid on interest-bearing liabilities, as well as
increases in the average balances of interest-bearing liabilities. The average
rate on average interest-bearing liabilities increased from 4.55% and 4.53% for
the three and six months ended September 30, 1999 to 5.42% and 5.29% for the
three and six months ended September 30, 2000. The average balances increased
approximately $9.3 million and $7.7 million for the three and six months ended
September 30, 2000 as compared to the average balances at September 30, 1999,
respectively.
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, 2000 and 1999 respectively, and
provisions of $3,000 and $3,000 were made for the six month periods ended
September 30, 2000 and 1999 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 $12,000 for the three months ended
September 30, 2000 as compared to the same period in 1999. Non-interest income
increased by $21,000 for the six months ended September 30, 2000 as compared to
the same period in 1999. These increases were primarily attributable to
increased checking account fees and ATM fees generated by the new branch office.
Non-interest expense increased from $157,000 to $271,000 from the three
months ended September 30, 1999 to the three months ended September 30, 2000.
Non-interest expense increased from $309,000 to $513,000 from the six months
ended September 30, 1999 to the six months ended September 30, 2000. The
increases were attributable to increases in all categories of expenses as a
result of the opening of the new branch office.
The provision for income taxes decreased $25,000 and $53,000 for the
three and six months ended September 30, 2000, respectively, as compared to the
same periods in 1999. These decreases were attributable to decreases in pre-tax
income in the 2000 periods as compared to the 1999 periods.
On June 30, 2000, the Bank, through its wholly owned subsidiary, West
Town Insurance Agency, purchased 2,500 shares of 23.7% of the issued and
outstanding stock of Commercial Loan Corporation ("CLC") at a purchase price of
$125,000. CLC, which is owned by Chicagoland financial institutions, processes,
underwrites, documents and services commercial loans for financial institution
investors. The services performed by CLC include monitoring post closing
performance of the loan, preparation of loan summaries, ongoing analysis of the
performance of the loan and the borrower including review of financial and
operating statements of the borrower and collection and remittance of all loan
payments. CLC entered into a master loan participation agreement with each of
its shareholders or their affiliates, whereunder the investors would purchase
participations in pools offered by CLC. As of September 30, 2000, CLC had
originated 87 loans aggregating $25.0 million (includes $6,950,000 of unfunded
commitments), which were funded through 27 pools. The rates paid on the pools to
the investors, including the Bank, ranged from 7.50% to 9.50% and consisted of
both fixed and variable rates. As of September 30, 2000 the Bank had purchased
an interest in the pools aggregating approximately $4.6 million.
-10-
<PAGE>
Liquidity and Capital Resources
-------------------------------
At September 30, 2000, the Bank continued to comply with its liquidity
requirements, with an overall liquid asset ratio of 19.20% and a short-term
liquid asset ratio of 15.55%. 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, 2000, the Bank had
outstanding commitments to fund loans, totaling approximately $1,400,000, and no
commitments to purchase mortgage-backed securities or other investment
securities.
The Bank was in compliance with regulatory capital requirements at September 30,
2000. 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, 2000
------------------
Risk-based $ 3,182,557 15.84% $ 1,607,361 8.00% $ 2,009,201 10.00%
Core 3,121,386 7.41 1,263,340 3.00 2,105,567 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.
-11-
<PAGE>
Non-Performing Assets
---------------------
The following table sets forth the amounts and categories of non-performing
assets in the Company's portfolio. Loans are placed on non-accrual status when
principal and interest are 90 days or more past due, unless, in the judgment of
management, the loan is well collateralized and in the process of collection.
Loans are also reviewed monthly and any loan whose collectibility is doubtful is
placed on non-accrual status. Interest accrued and unpaid at the time a loan is
placed on non-accrual status is charged against interest income. Subsequent
payments are either applied to the outstanding principal balance or recorded as
interest income, depending on the assessment of the ultimate collectibility of
the loan. The following table sets forth the Company's non-performing assets as
of the dates indicated.
September 30, March 31,
2000 2000
------------- ----------
Non-accruing loans:
One-to-four family.......................... $ - $ -
Multi-family................................ - -
Commercial real estate. .................... - -
Land and construction....................... - -
------ ------
Total non-performing loans................ - -
------ ------
Real estate owned........................... - -
------ ------
Total non-performing assets.................. $ - $ -
====== ======
Total as a percentage of total assets........ - % - %
====== ======
In addition to the non-performing assets set forth in the table above, as of
September 30, 2000, there were no loans with respect to which known information
about the possible credit problems of the borrowers or the cash flows of the
secured properties have caused management to have concerns as to the ability of
the borrowers to comply with present loan repayment terms and which may result
in the future inclusion of such items in the non-performing asset categories.
Management has considered the Company's non-performing and "of concern" assets
in establishing the allowance for loan losses.
-12-
<PAGE>
Year 2000 Compliance Disclosure
-------------------------------
The Company's Year 2000 Readiness Plan proved successful in that no problems
were experienced with the data processing systems, security systems and other
systems and operations which were Year 2000 dependent. The Company will continue
to monitor the Year 2000 issue in accordance with its contingency plan.
Impact of Inflation and Changing Prices
---------------------------------------
The consolidated financial statements and related data presented herein have
been prepared in accordance with generally accepted accounting principles which
require the measurement of financial position and operating results in terms of
historical dollars without considering changes in the relative purchasing power
of money over time due to inflation. The primary impact of inflation on the
operations of the Company is reflected in increased operating costs. Unlike most
industrial companies, virtually all of the assets and liabilities of a financial
institution are monetary in nature. As a result, interest rates, generally, have
a more significant impact on a financial institution's performance than does
inflation. Interest rates do not necessarily move in the same direction or to
the same extent as the prices of goods and services.
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 2000/2001 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.
-13-
<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 12, 2000 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
--- --------
Edward J. Hradecky 152,955 40,557
John A. Storcel 188,512 5,000
(ii) The ratification of the appointment of Cobitz, VandenBerg &
Fennessy as auditors for the Company for the fiscal year
ended March 31, 2001:
Votes For: 188,512
-------
Votes Against: 5,000
-------
Abstentions: 0
-------
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, 2000.
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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.
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Registrant
DATE: November 3, 2000
BY: /s/ Dennis B. Kosobucki
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Dennis B. Kosobucki
Chairman of the Board,
President and Chief Executive Officer
(Duly Authorized Representative and
Principal Executive Officer)
BY: /s/ Jeffrey P. Kosobucki
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Jeffrey P. Kosobucki
Vice President and Chief Financial Officer
(Principal Financial Officer)
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INDEX TO EXHIBITS
Exhibit No. PAGE
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11 Statement regarding Computation of Earnings Per Share 17
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