UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ending March 31, 1998
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 0-26314
JAMES RIVER BANKSHARES, INC.
(Exact name of registrant as specified in its charter)
VIRGINIA 54-1740210
(State of Incorporation) (I.R.S. Employer Identification No.)
1512 HOLLAND ROAD, SUFFOLK, VIRGINIA 23434
(Address of principal executive officers)(Zip Code)
(757) 539-0267
(Registrant's Telephone Number, Including Area Code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date. At March 31, 1998,
the issuer had 3,680,587 outstanding shares of its $5.00 par value common stock.
<PAGE>
PART 1 - FINANCIAL INFORMATION
JAMES RIVER BANKSHARES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1. Basis of Presentation
The accompanying unaudited consolidated financial statements have been
prepared in accordance with the instructions to Form 10-Q and, therefore, do not
include all of the disclosures and notes required by generally accepted
accounting principles. In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair presentation have
been included. The results of operations for the three month period ended March
31, 1998 and 1997 are not necessarily indicative of results that may be expected
for the entire year or any interim period. The interim financial statements
should be read in conjunction with the December 31, 1997 Annual Report to
Shareholders on Form 10-K, including the 1997 consolidated financial statements
of James River Bankshares, Inc. ("James River").
Note 2. Earnings and Dividends Per Share
On September 25, 1997, the Board of Directors declared a 3-for-2 stock
split effected in the form of a 50% stock dividend, which was distributed
November 7, 1997. Accordingly, the average number of shares outstanding and per
share amounts for earnings, dividends declared, and book value have been
restated for all periods presented to give effect to the split.
James River adopted SFAS No. 128, "Earnings Per Share," on December 31,
1997. Accordingly, a dual presentation of basic and diluted earnings per share
is included in the Consolidated Statements of Income. Earnings per share amounts
for prior periods have been restated to conform with the new presentation. The
effect of the new standard was not material.
Cash dividends paid in the first quarter of 1998 amounted to $.10 per
share. For the three months ended March 31, 1997, cash dividends paid amounted
to $.09 per share.
Note 3. Comprehensive Income
On January 1, 1998 James River adopted SFAS No. 130, "Reporting
Comprehensive Income." SFAS No. 130 establishes standards for reporting and
displaying comprehensive income and its components. The adoption of SFAS No.
130 did not have a material impact on the Company. All of James River's other
comprehensive income relates to net unrealized gains (losses) on
available-for-sale securities.
<PAGE>
Comprehensive income consists of the following for the three months
ended March 31, 1998.
Net income $ 1,330,000
Other comprehensive income ($ 335,000)
--------------
Total comprehensive income $ 995,000
Amounts reclassified to net income from unrealized gains (losses) on
securities available-for-sale are shown in the following table.
<TABLE>
<CAPTION>
Tax
Before-Tax (Expense) Net-of-Tax
Amount or Benefit Amount
---------- ---------- -----------
<S> <C>
Unrealized gains (losses) on securities:
Unrealized holding losses arising
during the period $ (66,000) $ 22,000 $ (44,000)
Less: adjustment for gains
included in net income (439,000) 148,000 (291,000)
------------ ---------- ------------
Net unrealized losses $ (505,000) $ 170,000 $ (335,000)
</TABLE>
Note 4. Reclassifications
Certain amounts in the consolidated Statements of Income for 1997 have
been reclassified to conform with classifications used for 1998. These changes
in classification had no effect on net income or retained earnings.
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
JAMES RIVER BANKSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
<TABLE>
<CAPTION>
March 31, December 31,
1998 1997
---- ----
(unaudited)
<S> <C>
ASSETS
Cash and due from banks $ 14,267 $ 14,086
Interest bearing deposits with banks 12,898 2,720
Federal funds sold 11,742 14,382
Securities available-for-sale, at fair value (amortized cost
of $65,879 on March 31, 1998 and $70,764 on
December 31, 1997) 66,562 71,952
Securities held-to-maturity, at amortized cost (fair value
of $10,882 on March 31, 1998 and $11,244 on December 31,
1997) 10,668 11,074
Loans, net of allowance for loan losses 263,144 259,687
Loans held for sale, net 2,343 789
Premises and equipment, net 7,583 7,480
Accrued interest receivable 2,931 2,939
Intangible assets, net 2,540 2,504
Other assets 3,002 2,463
---------- ---------
Total Assets $ 397,680 $ 390,076
========== =========
LIABILITIES
Non-interest bearing deposits 39,380 46,490
Interest bearing deposits 313,547 301,083
---------- ---------
Total deposits 352,927 347,573
Accrued interest payable 782 752
Short-term borrowings 700 -
Accounts payable and other liabilities 2,149 1,367
---------- ---------
Total Liabilities 356,558 349,692
---------- ---------
SHAREHOLDERS' EQUITY
Common stock, $5 par, 10,000,000 shares authorized, 3,680,587 issued and
outstanding in 1998 and 3,672,557
in 1997 18,403 18,363
Additional paid-in capital 3,643 3,572
Retained earnings 18,625 17,663
Net unrealized gain on securities available-for-sale 451 786
--- ---
Total Shareholders' Equity 41,122 40,384
---------- ---------
Total Liabilities and Shareholders' Equity $ 397,680 $ 390,076
========== =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
JAMES RIVER BANKSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
(Dollars in thousands, except per share data)
<TABLE>
<CAPTION>
Three Months Ended
--------------------------------------------
March 31, March 31,
1998 1997
---- ----
<S> <C>
INTEREST INCOME
Loans $ 6,017 $ 5,519
Investment securities:
Taxable 921 1,243
Exempt from federal income taxes 294 317
Federal funds sold and other 270 75
----------- ----------
Total Interest Income 7,502 7,154
----------- ----------
INTEREST EXPENSE
Deposits 3,578 3,467
Federal funds purchased 2 19
---------- ----------
Total Interest Expense 3,580 3,486
----------- ----------
Net Interest Income 3,922 3,668
Provision for Loan Losses 143 100
----------- ----------
Net Interest Income after Provision for Loan Losses 3,779 3,568
----------- ----------
NON-INTEREST INCOME
Service charges on deposit accounts 295 290
Other fees and commissions 90 80
Net realized gains on disposition of securities 439 67
Other income 171 67
----------- ----------
Total Non-Interest Income 995 504
----------- ----------
NON-INTEREST EXPENSE
Salaries and employee benefits 1,634 1,600
Occupancy 204 192
Equipment 229 226
Directors' Fees 87 84
Deposit insurance premiums 30 25
Other 797 731
----------- ----------
Total Non-Interest Expense 2,981 2,858
----------- ----------
Income Before Income Taxes 1,793 1,214
Provision for Income Taxes 463 338
----------- ----------
Net Income $ 1,330 $ 876
=========== ==========
Net Income per Common Share
Basic $ 0.36 $ 0.24
=========== ==========
Diluted $ 0.35 $ 0.24
=========== ==========
Cash Dividends Paid per Common Share $ 0.10 $ 0.09
=========== ==========
Weighted Average Number of Shares Outstanding
Basic 3,675,717 3,687,212
=========== ==========
Diluted 3,783,614 3,725,852
=========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
JAMES RIVER BANKSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
(UNAUDITED)
(Dollars in thousands)
For The Three Months Ended March 31, 1998
<TABLE>
<CAPTION>
Unrealized
Gain (Loss)
Shares of Additional on Securities
Common Common Paid-in Retained Available-
Stock Stock Capital Earnings For-Sale Total
--------- ------- ---------- -------- -------------- ------
<S> <C>
Balance - December 31, 1997 3,672,557 $ 18,363 $ 3,572 $ 17,663 $ 786 $ 40,384
Comprehensive income - - - 1,330 (335) 995
Common stock issued 363 2 6 - - 8
Stock options exercised 7,667 38 65 - - 103
Cash dividends declared
($0.10 per share) - - - (368) - (368)
--------- --------- -------- --------- ------ ---------
Balance - March 31, 1998 3,680,587 $ 18,403 $ 3,643 $ 18,625 $ 451 $ 41,122
========== ========= ======== ========= ====== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
JAMES RIVER BANKSHARES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(Dollars in thousands)
<TABLE>
<CAPTION>
Three Months Ended
--------------------------------------------
March 31, March 31,
1998 1997
------- ---------
<S> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income $ 1,330 $ 876
Adjustments to reconcile to net cash provided
by operating activities:
Provision for loan and other real estate losses 143 100
Depreciation and amortization 294 294
Amortization of bond (discounts) and premiums 3 12
Gain on disposition of securities (439) (67)
Gain on sale of loans (7) (24)
Changes in:
Loans held for sale (1,547) 1,041
Interest receivable 8 (186)
Other assets (369) 200
Interest payable 30 106
Other liabilities 782 365
-------- --------
Net cash provided by operating activities 228 2,717
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from dispositions of securities - available-for-sale 745 175
Proceeds from maturities of securities - available-for-sale 8,740 2,512
Proceeds from maturities of securities - held-to-maturity 404 277
Purchase of securities - available-for-sale (4,162) (165)
Purchases of premises and equipment (305) (185)
Net increase in loans (3,728) (10,955)
-------- --------
Net cash provided (used) by investing activities 1,694 (8,341)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES
Net decrease in non-interest bearing deposits (7,110) (6,491)
Net increase in interest bearing deposits 12,464 5,345
Issuance of stock 111 9
Cash dividends paid (368) (319)
Federal funds purchased - 3,496
Proceeds from short-term borrowings 700 -
-------- --------
Net cash provided by financing activities 5,797 2,040
-------- --------
Net increase (decrease) in cash and cash equivalents $ 7,719 $ (3,584)
CASH AND CASH EQUIVALENTS
Beginning 31,188 20,446
-------- --------
Ending $ 38,907 $ 16,862
======== =========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash payments for:
Interest paid $ 3,550 $ 3,380
======== ========
Income taxes $ - $ -
======== ========
SUPPLEMENTAL SCHEDULE OF NONCASH TRANSACTIONS
Real estate acquired in settlement of loans $ 128 $ 436
======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of Operations
Information contained in this Form 10-Q may contain forward looking
statements with respect to James River Bankshares, Inc.'s ("James River" or the
"Company") financial condition and results of operations. These forward looking
statements may involve certain risks and uncertainties that may cause actual
results to differ materially from those contemplated by such forward looking
statements. Risks and uncertainties that may affect the financial condition and
results of operations of James River include, but are not limited to, general
economic and business conditions, interest rate fluctuations, competition from
banks and other financial service providers, new financial products and
services, risks inherent in making loans including repayment risks and changing
collateral values, changing trends in customer profiles, technological changes,
and changes in laws and regulations applicable to James River and its
subsidiaries. Although James River believes that its expectations with respect
to any forward looking statements are based upon reasonable assumptions within
the limits of its knowledge of its business and operations, there can be no
assurance that actual results will not differ materially from any future results
that may be expressed or implied by forward looking statements.
FINANCIAL CONDITION
Assets
Total assets of James River at March 31, 1998 were $397.7 million
compared to $390.1 million at December 31, 1997, an increase of $7.6 million or
1.9%. Net loans increased $5.0 million during the first three months of 1998.
Real estate loans increased $1.7 million to $158.1 million at March 31, 1998,
and loans held for sale increased $1.6 million for the same period. Investment
securities decreased $5.8 million, from $83.0 million at December 31, 1997 to
$77.2 million at March 31, 1998. Federal funds sold decreased $2.6 million to
$11.7 million at March 31, 1998, while interest bearing deposits increased $10.2
million during the first three months of 1998. Total earning assets increased
$6.8 million, or 1.9%, during the same period.
Average total assets increased $2.2 million from $390.8 million for the
quarter ended December 31, 1997. Average investment securities decreased from
$84.9 million for the quarter ended December 31, 1997 to $82.0 million for the
quarter ended March 31, 1998. Average total loans increased $477,000 during the
same period. Average interest bearing deposits and Federal funds sold increased
for the first three months of 1998 $4.3 million and $1.3 million, respectively.
Liabilities
Total liabilities at March 31, 1998 were $356.6 million compared to
$349.7 million, a 2.0%, or $6.9 million, increase. Deposits of James River at
March 31, 1998 were $352.9 million compared to $347.6 million at December 31,
1997, an increase of 1.5% or $5.3 million. During the first three months of
1998, non-interest bearing deposits decreased $7.1 million to $39.4 million,
while interest bearing checking increased $6.1 million to $43.5 million and time
deposits increased $4.5 million. Money market savings accounts also increased
$2.7 million from $22.2 million at December 31, 1997. During the first quarter
of 1998, James River borrowed $700,000 to help fund a new administrative office
building.
<PAGE>
Average total liabilities for the quarter ended March 31, 1998 were
$352.0 million compared to $350.9 million for the quarter ended December 31,
1997, an increase of $1.1 million. Average interest bearing deposits increased
$2.9 million for the same period, while average non-interest bearing deposits
decreased $1.3 million. Average Federal funds purchased also decreased $427,000
for the quarter ended March 31, 1998.
Non-performing Assets
Non-performing assets of James River consist of non-accrual loans and
property acquired through foreclosure or repossession. Non-performing assets
totaled $1.3 million on March 31, 1998, compared to $1.5 million on December 31,
1997. On March 31, 1998, non-accrual loans totaled $580,000, of which $491,000
was secured by real estate. Non-accrual loans totaled $897,000 on December 31,
1997, of which $647,000 was secured by real estate. Foreclosed real estate
accounted for $699,000 of non-performing assets at March 31, 1998 compared to
$573,000 at December 31, 1997. Management does not anticipate any material loss
relating to non-performing assets.
Loans past due 90 days or more and still accruing were $1.2 million and
$431,000 on March 31, 1998 and December 31, 1997, respectively. Of these loans,
loans secured by real estate totaled $387,000 on March 31, 1998 and $233,000 on
December 31, 1997.
The recorded investment in impaired loans requiring an allowance for
loan losses as determined in accordance with Statement of Financial Accounting
Standards ("SFAS") No. 114, "Accounting by Creditors for Impairment of a Loan,"
as amended by SFAS No. 118, "Accounting by Creditors for Impairment of a
Loan-Income Recognition and Disclosures," was $2.0 million at March 31, 1998,
and December 31, 1997. The portion of the allowance for loan losses allocated to
the impaired loan balance was $413,000 and $423,000 at March 31, 1998, and
December 31, 1997, respectively.
The allowance for loan losses is maintained by James River at what
management considers to be a realistic level consistent with the level and type
of loans, and taking into consideration the non-accrual and past due loans
detailed above. No additional provisions, other than ordinary provisions, are
being made to the allowance for loan losses.
James River's allowance for loan losses of $3.5 million was 1.32% of
total loans on March 31, 1998. On December 31, 1997, the allowance for loan
losses of $3.5 million was 1.31% of total loans.
<PAGE>
RESULTS OF OPERATIONS
Net Operating Results
For the quarter ended March 31, 1998, James River's net income was
$1,330,000 compared to $876,000 for the same period of 1997, a 51.8% increase.
Diluted earnings per share in the first quarter increased 45.8% to $.35 in 1998
from $.24 in 1997. The increases in net income and earnings per share were
attributable to a 6.9% increase in net interest income and a 97.4% increase in
non-interest income. Return on average assets and return on average equity were
1.35% and 12.95%, respectively, in the first quarter of 1998 compared to .92%
and 9.26% in the comparable period in 1997.
Net Interest Income
Net interest income during the quarter ended March 31, 1998 increased
$254,000 to $3.9 million, up 6.9% from the $3.7 million for the quarter ended
March 31, 1997. The increase in net interest income was due largely to an
increase in loans of $15.5 million from March 31, 1997 to March 31, 1998. With
increased volume, interest and fee income on loans increased 9.0% for the first
quarter of 1998 to $6.0 million, $498,000 more than the $5.5 million earned in
the same period of 1997. During the first quarter of 1998, income on investment
securities decreased $345,000, or 22.1%, to $1.2 million, compared to the first
quarter of 1997. Interest expense on deposits increased 3.2% in the first
quarter from $3.5 million in 1997 to $3.6 million for the same period in 1998.
The net interest margin in the first quarter of 1998 was 4.43% compared to 4.34%
in the first quarter of 1997.
Provision for Loan Losses
The provision for loan losses during the quarter ended March 31, 1998
was $143,000, up $43,000, or 43.0%, from the respective period in 1997. This
increase was due primarily to an increase in total loans for the first quarter
of 1998 of $15.4 million, or 6.1%, to $269.0 million compared to $253.6 million
during the first quarter of 1997. In addition, non-accrual loans at March 31,
1998 increased to $526,000 from the year earlier 1997 total of $129,000.
Non-Interest Income
For the three months ending March 31, 1998, non-interest income was
$995,000, up $491,000, or 97.4%, compared to the respective period in 1997. The
increase was predominately attributable to gains recognized from the sale of
equity securities of $439,000 in the 1998 quarter compared with gains of $67,000
in the 1997 quarter. In addition, in the first quarter of 1998 income recorded
from mortgage servicing rights contributed $128,000 to the increase in
non-interest income.
<PAGE>
Non-Interest Expense
Non-interest expense during the first quarter of 1998 increased
$123,000, or 4.3%, to $3.0 million compared with the 1997 quarter. The increase
was primarily attributable to a 9.0% increase in other expenses, due principally
to higher professional fees.
LIQUIDITY AND CAPITAL RESOURCES
Liquidity and Interest Sensitivity
Liquidity represents an institution's ability to meet present and
future financial obligations through either the sale or maturity of existing
assets or the acquisition of additional funds through liability management.
Liquid assets include cash, interest bearing deposits with banks, federal funds
sold, investments, and loans maturing within one year. As a result of James
River's management of liquid assets and the ability to generate liquidity
through liability funding, management believes that James River maintains
overall liquidity sufficient to satisfy its depositors' requirements and meet
its customers' credit needs.
At March 31, 1998, James River had $42.1 million in undisbursed loan
commitments and expects to have sufficient funds available to meet current loan
origination commitments. Funding is expected to be in the normal course of
business primarily through loan repayments, prepayments, and deposit growth. As
additional funding, James River holds $77.2 million in investment securities. Of
this amount, only $10.7 million is classified as held-to-maturity and is not
readily available for sale. Of the $66.5 million classified as
available-for-sale, $8.5 million matures in less than one year, and an
additional $29.9 million matures between 1 and 5 years.
James River has no long-term debt. Almost the entire deposit base is
made up of core deposits, with only 8.7% of total deposits composed of
certificates of deposit of $100,000 and over.
Capital Resources
Total shareholders' equity amounted to $41.1 million at March 31, 1998
compared to $40.4 million at December 31, 1997. James River's leverage ratio was
9.76%, with a tier 1 risk-based capital ratio of 15.94% and a total risk-based
capital ratio of 17.31%.
RECENT ACCOUNTING CHANGES
Statement of Financial Accounting Standards ("SFAS") No. 130,
"Reporting Comprehensive Income", establishes standards for reporting and
display of comprehensive income and its components (revenues, expenses, gains,
or losses) in a full set of general-purpose financial statements, and is
effective beginning with 1998 interim reporting. This Statement requires that
all items that are required to be recognized under accounting standards as
components of comprehensive income be reported in a financial statement that is
displayed with the same prominence as other financial statements. In general,
comprehensive income includes net income along with other transactions not
typically recorded as a component of net income, including changes in unrealized
gains and losses on securities available for sale. As required by the Statement,
the disclosures have been implemented in James River's financial statements and
do not have an impact on financial position or results of operations.
<PAGE>
SFAS No. 131, "Disclosures about Segments of an Enterprise and Related
Information," establishes standards for reporting information about a company's
operating segments. It also establishes standards for determining a company's
operating segments, including quantitative thresholds, and requires disclosure
about products and services, geographic areas, and major customers. This
Statement is effective for years beginning after December 15, 1997. Adoption in
interim financial statements is not required until the year after initial
adoption. James River plans to adopt SFAS 131 by year-end 1998. The disclosure
requirements are not expected to have an impact on James River's financial
position or results of operations.
In February 1998, SFAS No. 132, "Employers' Disclosures about Pensions
and Other Post Retirement Benefits" was issued. It revises disclosures regarding
pension and other post retirement benefits and standardizes certain disclosure
requirements regarding these items. This Statement is effective for fiscal years
beginning after December 31, 1997. The disclosure requirements are not expected
to have an impact on James River's financial position or results of operations.
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None of James River or its subsidiaries is involved in any pending legal
proceedings other than nonmaterial legal proceedings occurring in the
ordinary course of business.
Item 2. Changes in Securities - None
Item 3. Defaults upon Senior Securities - None
Item 4. Submission of Matters to a Vote of Securities Holders - None
Item 5. Other Information - None
Item 6. Exhibits and reports on Form 8-K
(a) Exhibits - Financial Data Schedule, Exhibit 27
(b) Reports on Form 8-K - None
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
JAMES RIVER BANKSHARES, INC.
Date: May 13, 1998 /s/ Donald W. Fulton, Jr.
------------ -------------------------
Donald W. Fulton, Jr., Sr. Vice President
and Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 9
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> MAR-31-1998
<CASH> 14,267
<INT-BEARING-DEPOSITS> 12,898
<FED-FUNDS-SOLD> 11,742
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 66,562
<INVESTMENTS-CARRYING> 10,668
<INVESTMENTS-MARKET> 10,882
<LOANS> 269,033
<ALLOWANCE> 3,546
<TOTAL-ASSETS> 397,680
<DEPOSITS> 352,927
<SHORT-TERM> 700
<LIABILITIES-OTHER> 2,931
<LONG-TERM> 0
0
0
<COMMON> 18,403
<OTHER-SE> 22,719
<TOTAL-LIABILITIES-AND-EQUITY> 397,680
<INTEREST-LOAN> 6,017
<INTEREST-INVEST> 1,215
<INTEREST-OTHER> 270
<INTEREST-TOTAL> 7,502
<INTEREST-DEPOSIT> 3,578
<INTEREST-EXPENSE> 3,580
<INTEREST-INCOME-NET> 3,922
<LOAN-LOSSES> 143
<SECURITIES-GAINS> 439
<EXPENSE-OTHER> 2,981
<INCOME-PRETAX> 1,793
<INCOME-PRE-EXTRAORDINARY> 1,793
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,330
<EPS-PRIMARY> 0.36
<EPS-DILUTED> 0.35
<YIELD-ACTUAL> 12.95
<LOANS-NON> 580
<LOANS-PAST> 1,167
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 0
<ALLOWANCE-OPEN> 3,457
<CHARGE-OFFS> 79
<RECOVERIES> 25
<ALLOWANCE-CLOSE> 3,546
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 3,546
</TABLE>
