U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
(Mark One)
[X] Quarterly report under Section 13 or 15(d) of the Securities Exchange Act
of 1934
For the quarterly period ended: March 31, 1999
--------------
[ ] Transition report under Section 13 or 15(d) of the Exchange Act
For the transition period from _____________ to ____________.
Commission file number: 0-25846
CCF HOLDING COMPANY
------------------------------------
(Exact Name of Small Business Issuer as Specified in Its Charter)
Georgia 58-2173616
- ------- ----------
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Identification No.)
Organization)
101 North Main Street
Jonesboro, Georgia 30236
--------------------------------------
(Address of Principal Executive Offices)
(770) 478-8881
------------------------------
(Issuer's Telephone Number, Including Area Code)
Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act during the past 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
---- ----
Number of shares outstanding of each of the issuer's classes of common equity:
At April 15, 1999 988,650 shares of the registrant's common stock were
outstanding.
Transitional Small Business Disclosure Format (check one):
Yes No X
---- ----
<PAGE>
FORM 10-QSB
INDEX
<TABLE>
<CAPTION>
<S> <C>
PART I. FINANCIAL INFORMATION Page
Item 1. Financial Statements:
Consolidated Balance Sheets as of
March 31, 1999 and December 31, 1998........................1
Consolidated Statements of Income
for the three months ended
March 31, 1999 and March 31, 1998 ..........................2
Consolidated Statements of Comprehensive Income
for the three months ended
March 31, 1999 and March 31, 1998 .........................3
Consolidated Statements of Cash Flows
for the three months ended
March 31, 1999 and March 31, 1998 ..........................4
Notes to Consolidated Financial Statements .................5
Item 2. Management's Discussion and Analysis or Plan of Operation ......8
PART II. OTHER INFORMATION
Item 1. Legal Proceedings .........................................10
Item 2. Changes in Securities......................................10
Item 3. Defaults upon Senior Securities ...........................10
Item 4. Submission of Matters to a Vote
of Security Holders .....................................10
Item 5. Other Information .........................................10
Item 6. Exhibits and Reports on Form 8-K ..........................10
Signatures ...........................................................11
</TABLE>
<PAGE>
PART I. FINANCIAL INFORMATION
- ------------------------------
ITEM 1. FINANCIAL STATEMENTS
CCF HOLDING COMPANY AND SUBSIDIARY
Consolidated Balance Sheets
<TABLE>
<CAPTION>
Assets
March 31, December 31,
1999 1998
(Unaudited) (Audited)
<S> <C> <C>
Cash and due from banks $ 5,294,930 7,275,835
Federal funds sold 8,350,000 2,320,000
Interest-bearing deposits in other financial institutions 1,996,998 756,687
----------- -----------
Cash and cash equivalents 15,641,928 10,352,522
Investment securities available for sale 28,644,590 29,457,412
Loans, net 125,922,867 121,827,463
Premises and equipment, net 5,347,390 5,422,602
Federal Home Loan Bank stock, at cost 1,013,200 1,013,200
Accrued interest and dividends receivable 1,086,188 1,114,880
Other assets 965,260 671,863
----------- -----------
Total assets $ 178,621,423 169,859,942
=========== ===========
Liabilities and Stockholders' Equity
Deposits:
Non-interest bearing $9,710,876 8,501,973
Interest- bearing deposits 53,560,921 44,555,271
Savings accounts 9,132,209 9,089,074
Time deposits less than $100,000 73,364,543 74,388,954
Time deposits greater than $100,000 17,756,704 18,441,449
------------ ------------
Total Deposits 163,525,253 154,976,721
Securities sold under agreements to repurchase 883,215 1,117,264
Other liabilities 2,446,470 2,139,844
------------ ------------
Total liabilities 166,854,938 158,233,829
----------- ------------
Stockholders' Equity:
Preferred stock, no par value; 1,000,000 shares
authorized; none issued and outstanding - -
Common stock, $.10 par value; 4,000,000 shares
authorized; 988,650 shares issued in 1999 and 990,647 shares
issued 1998; outstanding 979,365 in 1999 and 984,662 in 1998 89,886 90,059
Additional paid-in-capital 7,769,494 7,783,384
Retained earnings 4,687,963 4,528,267
Unearned ESOP shares (450,000) (468,000)
Unearned compensation (189,304) (286,339)
Treasury stock, at cost (95,776) (59,777)
Accumulated other comprehensive income (45,778) 38,519
------------ ------------
Total stockholders' equity 11,766,485 11,626,113
------------ ------------
Total liabilities and stockholders' equity $ 178,621,423 169,859,942
=========== ===========
</TABLE>
See accompanying notes to consolidated financial statements
1
<PAGE>
CCF HOLDING COMPANY AND SUBSIDIARY
Consolidated Statements of Income
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------
1999 1998
---- ----
<S> <C> <C>
Interest and dividend income:
Interest and fees on loans $2,967,620 2,376,630
Interest bearing deposits in other financial institutions 33,716 27,708
Interest and dividends on taxable investment securities 450,123 249,584
Interest on nontaxable investment securities - 600
------------ -----------
Total interest and dividend income 3,451,459 2,654,522
Interest expense
Deposit accounts 1,766,702 1,289,805
Other borrowings 10,777 160,404
------------ -----------
Total interest expense 1,777,479 1,450,209
------------ -----------
Net interest income 1,673,980 1,204,313
Provision for loan losses 120,700 60,000
------------ -----------
Net interest income after provision
for loan losses 1,553,280 1,144,313
------------ -----------
Other income:
Service charges on deposit accounts 120,192 98,565
Gain on sale of loans 53,861 -
Gain on sale of fixed assets 58,359 -
Gain on sale of investments and mortgage-backed
securities - 105,389
Other 15,512 38,861
------------ -----------
Total other income 247,924 242,815
------------ -----------
Other expenses:
Salaries and employee benefits 835,043 736,377
Occupancy 271,377 265,430
Other 334,600 298,377
----------- -----------
Total other expenses 1,441,020 1,300,184
----------- -----------
Income before income taxes 360,184 86,944
Income tax expense 127,500 30,429
----------- -----------
Net income $ 232,684 56,515
----------- -----------
Basic income per share $ .27 .06
----------- -----------
Diluted income per share $ .26 .06
----------- -----------
Weighted average shares outstanding - basic 856,406 756,850
------------ -----------
Weighted average shares outstanding - diluted 902,136 830,615
------------ -----------
Dividends declared per common share .08 .18
============ ===========
</TABLE>
See accompanying notes to consolidated financial statements.
2
<PAGE>
CCF HOLDING COMPANY
Consolidated Statement of Comprehensive Income
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------
1999 1998
---- ----
<S> <C> <C>
Net Earnings $ 232,684 56,515
------------ -----------
Other comprehensive income, net of tax:
Unrealized gains on investment
securities available for sale:
Holding gains (losses) arising during
the period, net of taxes of $(51,578)
and $69,474 (84,297) 113,546
Less: Reclassification adjustment for
gain included in earnings, net
of taxes $0 and $40,006. 0 (65,383)
------------ -----------
Other comprehensive income (loss) (84,297) 48,162
----------- -----------
Comprehensive income $ 148,387 104,677
============ ===========
</TABLE>
3
<PAGE>
CCF HOLDING COMPANY AND SUBSIDIARY
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------
1999 1998
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net income $ 232,684 56,515
Adjustments to reconcile net income to net cash
(used in) provided by operating activities:
Provision for loan losses 120,700 60,000
Depreciation, amortization, and accretion, net 123,138 98,232
Amortization of management stock bonus plan expense 18,819 68,549
ESOP Compensation Expense 33,949 39,120
Net gain on sale of investment securities and
mortgage-backed securities - (105,389)
Net gain on sale of loans (53,861) -
Net gain on sale of fixed assets (58,359) -
Decrease (increase) in accrued interest and
dividends receivable 28,692 (71,760)
Increase in other assets (293,398) (111,280)
Increase in other liabilities 237,046 11,736
------------- -------------
Net cash provided by operating activities 389,410 45,723
------------- -------------
Cash flows from investing activities:
Proceeds from maturing investment securities-
available for sale 12,250,000 -
Proceeds from sales of investment securities-
available for sale - 1,402,995
Purchases of investment securities-available for sale (11,532,598) (5,258,279)
Principal repayments on mortgage-backed securities-
available for sale 10,718 101,133
Proceeds from sales of mortgage-backed securities-
available for sale - 1,167,169
Loan originations, net (9,666,738) (10,584,056)
Proceeds from sale of loans 5,504,495 -
Proceeds from sale of premises and equipment 132,722 -
Purchases of premises and equipment (13,336) (551,078)
------------- -------------
Net used in investing activities (3,314,737) (13,722,116)
------------- -------------
</TABLE>
4
<PAGE>
CCF HOLDING COMPANY AND SUBSIDIARY
Consolidated Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------
1999 1998
---- ----
<S> <C> <C>
Cash flows from financing activities:
Net increase in savings and
demand deposit accounts 10,257,688 7,309,872
Net (decrease) increase in certificates of deposits (1,709,155) 29,598,077
Net decrease in securities sold under agreements
to repurchase (234,049) (432,376)
Decrease in Federal Home Loan Bank advances - (18,510,000)
Net increase in advance payments by
borrowers for property taxes and insurance 50,643 98,709
Dividends paid (135,541) (201,896)
Cash paid in lieu of fractional shares (835) (651)
Common stock repurchased (30,672) (51,190)
------------ -----------
Net cash provided by financing activities 8,198,079 17,810,545
------------ -----------
Increase in cash and cash equivalents 5,272,752 4,134,152
Cash and cash equivalents at beginning of period $ 10,352,522 8,741,316
----------- ------------
Cash and cash equivalents at end of period 15,625,274 12,875,468
----------- ------------
Supplemental disclosure of cash flow information:
Interest paid $ 1,777,479 1,220,826
------------ ------------
Income taxes paid $ 342,000 2,000
------------ ---------------
</TABLE>
See accompanying notes to consolidated financial statements.
5
<PAGE>
CCF HOLDING COMPANY AND SUBSIDIARY
Notes to Consolidated Financial Statements
(Unaudited)
1. Basis of Presentation
- -------------------------
The consolidated financial statements for the three month periods ended March
31, 1999 and 1998 are unaudited and reflect all adjustments (consisting only of
normal recurring accruals) which are, in the opinion of management, necessary
for a fair presentation of the financial position, operating results, and cash
flows for the interim periods. Accordingly, they do not include all information
and disclosures required by generally accepted accounting principles for
complete financial statements.
The results of operations for the three month period ended March 31, 1999 are
not necessarily indicative of the results for the entire year ending December
31, 1999.
2. Accounting Policies
- -----------------------
Reference is made to the accounting policies of the Company described in the
notes to the consolidated financial statements contained in the Company's Annual
Report on Form 10-KSB for the fiscal year ended December 31, 1998 filed with the
Securities and Exchange Commission.
3. Reclassifications
- ----------------------
Certain amounts in the prior period financial statements have been reclassified
to conform to the presentation used in the current period consolidated financial
statements.
4. Cash Dividend
- ------------------
On March 16, 1999, the Company declared a cash dividend of $.08 per share to
stockholders of record on April 2, 1999. These dividends were payable on April
15, 1999.
5. Stock Dividend
- -------------------
On March 16, 1999, the Company declared a 10% stock dividend per share to
stockholders of record on April 1, 1999. This dividend was payable on April 15,
1999. Cash was paid in lieu of fractional shares at the rate of $14.25 per
share.
6. Earnings per share
- ----------------------
In February 1997, The Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 128, Earnings Per
Share. SFAS No. 128 supersedes Accounting Principles Board Opinion No. 15,
Earnings Per Share, and specifies the computation, presentation, and disclosure
requirements for earnings per share (EPS). SFAS No. 128 replaces the
presentation of primary EPS and fully diluted EPS with a presentation of basic
EPS and diluted EPS on the face of the income statement for all entities with
complex capital structures. All prior period EPS data has been restated to
conform with SFAS No. 128.
Basic EPS excludes dilution and is computed by dividing net income by weighted
average shares outstanding which includes Management Stock Bonus Plan shares
which have been awarded whether vested or not and exclude unallocated shares
under the Company's employee stock ownership plan until they are committed to be
released for allocation. Diluted EPS is computed by dividing net income by
weighted average shares outstanding plus potential common stock resulting from
dilutive stock options.
All average share and per share data in the accompanying consolidated financial
statements and all share and per share data have been restated to reflect the
10% stock dividend declared in December 1997, which was effected on January 15,
1998 and the 10% stock dividend declared on March 16, 1999, which was effected
on April 15, 1999.
SFAS No. 128 requires the presentation on the face of the statement of income of
earnings per share with and without the dilutive effects of potential common
stock issuances from instruments such as options, convertible securities and
warrants. Additionally, the new statement requires the reconciliation of the
amounts used in the computation of both "basic earnings per share" and "diluted
earnings per share" as follows:
6
<PAGE>
6. Earnings per share (continued)
- ----------------------------------
For the three months ended March 31, 1999
<TABLE>
<CAPTION>
Per share
Net Earnings Common Shares Amount
------------ ------------- ------
<S> <C> <C> <C>
Basic earnings per share $232,684 856,406 $0.27
Effect of dilutive common stock issuances:
Stock Options 45,729
-------------- -------------- -------
Diluted Earnings per share $232,684 902,135 $0.26
============== ============== =======
For the three months ended March 31, 1998
Per share
Net Earnings Common Shares Amount
------------ ------------- ------
Basic earnings per share $56,515 764,145 $0.07
Effect of dilutive common stock issuances:
Stock Options 74,503
-------------- -------------- ------
Diluted Earnings per share $56,515 838,649 $0.07
============== =============== ======
</TABLE>
7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
CCF Holding Company (the "Company") may from time to time make written or oral
"forward-looking statements", including statements contained in the Company's
filings with the Securities and Exchange Commission (including this report on
Form 10QSB), in its reports to stockholders and in other communications by the
Company, which are made in good faith by the Company pursuant to the "safe
harbor" provisions of the Private Securities Litigation Reform Act of 1995.
These forward looking statements involve risks and uncertainties, such as
statements of the Company's plans, objectives, expectations, estimates and
intentions, that are subject to change based on various important factors (some
of which are beyond the Company's control). The following factors, among others,
could cause the Company's financial performance to differ materially from the
plans, objectives, expectations, estimates and intentions expressed in forward
looking statements: the strength of the United States economy in general and the
strength of the local economies in which the Company conducts operations; the
effects of, and changes in, trade, monetary and fiscal policies and laws,
including interest rate policies of the Board of Governors of the Federal
Reserve System, inflation, interest rate and market and monetary fluctuations;
the timely development of and acceptance of new products and services of the
Company and the perceived overall value of these products and services by users,
including the features, pricing and quality compared to competitors' products
and services; the willingness of users to substitute competitors' products and
services for the Company's products and services; the success of the Company in
gaining regulatory approval of its products and services, when required; the
impact of changes in financial services' laws and regulations (including laws
concerning taxes, banking, securities and insurance); technological changes,
acquisitions; changes in consumers spending and saving habits; and the success
of the Company at managing the risks involved in the foregoing.
The Company cautions that these important factors are not exclusive. The Company
does not undertake to update any forward looking statement, whether written or
oral, that may be made from time to time by or on behalf of the Company.
Comparison of Financial Condition at March 31, 1999 and December 31, 1998
Assets - The Company's assets increased by 5.1%, or $8.8 million, between
December 31, 1998 and March 31, 1999. Loans receivable increased 3.3% to $125.9
million at March 31, 1999, up $4.1 million from $121.8 million at December 31,
1998. The Company's loan growth includes approximately $3.6 million in
commercial real estate loans $1.5 million in construction loans and $3.2 million
in consumer loans. The growth has been partially offset by the sale of $5.4
million in fixed rate mortgage (1 to 4 family dwellings) loans for a net
decrease in the mortgage (1 to 4 family dwellings) loan portfolio of $4.7
million.
Federal funds sold increased $6.0 million from $2.3 million at December 31, 1998
to $8.3 million at March 31, 1999. Other assets increased $293,000 from December
31, 1998 to March 31, 1999. This increase was largely due to an increase in
prepaid expenses of $220,000 consisting primarily of the payment of annual
insurance premiums and service contracts made during the first quarter,
amortizing during 1999.
Liabilities - Total deposits during the three months ended March 31, 1999 grew
to $163.5 million, an increase of $8.5 million from $155.0 million at December
31, 1998. Deposit growth was primarily in transaction accounts with a $1.2
million increase in non-interest bearing accounts and a $9.0 million increase in
interest bearing accounts. Transaction account growth is partially offset by a
$1.7 million decline in certificates of deposit accounts. The Bank continues to
stress transaction account growth in its marketing strategy.
Other liabilities increased $300,000 during the period. This increase is
primarily due to the overnight balances in official checks of $500,000 reduced
by a payment of $342,000 for income taxes due for the year ending 1998.
Stockholders' Equity - Stockholders' equity increased $140,000 or 1.2%, from
December 31, 1998 to March 31, 1999. This increase was the result of the
Company's net income, Employee stock ownership plan allocations, management
stock bonus plan expense and unrealized gains on securities available for sale.
The Company also declared a quarterly dividend totaling $79,092 which partially
offset the increase in stockholders equity. The ratio of stockholders' equity as
a percentage of total assets decreased to 6.57% at March 31, 1999 from 6.84% at
December 31, 1998. Book value per share increased from $11.73 at December 31,
1998 to $11.90 at March 31, 1999.
8
<PAGE>
Liquidity - The Bank's liquidity was 18.61% on March 31, 1999. In addition to
the customary means of meeting liquidity needs, the Bank had $8.35 million in
Federal Funds sold available and unused lines of credit totaling $18.5 million.
Comparison of Operating Results for the Three Months Ended March 31, 1998 and
1997
Performance Overview
Net Income - The Company's net income of $232,684 for the three-month period
ended March 31, 1999 increased by $176,169 or 312%, from a net income of $56,515
for the same period in 1998. The change in net income was primarily due to an
increase of net interest income, generated through loan growth.
Net Interest Income - Net interest income for the three-month period ended March
31, 1999 increased $469,000 or 38.8% from $1,204,313 in 1998 to $1,673,980 for
the same period in 1999. The increase in the average balance of loans receivable
during the three-month period ended March 31, 1999, compared to the same period
in 1998, resulted in a $590,000 or 25%, increase in interest income from loans
to $2.97 million from $2.38 million, respectively. Investment and
mortgage-backed securities interest income increased $200,000 from 1998 to 1999,
to $450,000 from $250,000. Interest expense increased $370,000 to $1.78 million
for the three-month period ended March 31, 1999 from $1.45 million for the same
period in 1998. This increase is the result of the increase in interest bearing
deposits during the quarter ended March 31, 1999.
Provision for Loan Losses - The Bank's provision for loan losses increased for
the three month period ended March 31, 1999 compared to the same period in 1998,
increasing to $120,700 from $60,000. Management periodically evaluates the
adequacy of the allowance for loan losses, including an evaluation of past loan
loss experience, current economic conditions, volume, growth and collateral of
the loan portfolio. Management also reviews classified assets, including those
loans and assets listed as non-performing. Management currently believes that
its allowance for loan losses is adequate. However, there can be no assurances
that further additions will not be needed. Management will continue to monitor
and adjust the allowance as necessary in future periods based on growth in the
loan portfolio, loss experience which has been minimal, and the continued
expected changing mix of loans in the loan portfolio. Loans internally
classified as Substandard for the period ending March 31, 1999 totaled $730,751
and for the period ending December 31, 1998 substandard loans totaled
$786,762. There were no loans classified as doubtful or loss for either period.
Non accrual loans increased from $111,536 at December 31, 1998 to $134,634 at
March 31, 1999. There were no significant charge offs during the three month
period ending March 31, 1999.
Other Income - Service charges on deposit accounts increased 21.9% from $98,565
at March 31, 1998 to $120,192 for the period ending March 31, 1999. This
increase is due primarily to the rising number of transaction accounts. Other
income includes a gain on the sale of mortgage loans of $53,861. Fixed rate
Fannie Mae qualified mortgage loans were sold to Fannie Mae as they were booked
with servicing retained. An additional gain of $58,359 is included for the sale
of a building in Riverdale Georgia. This office was closed in 1996.
Other Expenses - Other expenses for the three month period ended March 31, 1999
increased 11% from $1.3 million for the three-month period ended March 31, 1998
to $1.44 million for the same period in 1999, an increase of $144,000. Salaries
and employee benefits increased to $835,000 for the three month period ended
March 31, 1999 compared to $736,000 during the same three-month period in 1998.
Expenses for processing the increased number of transaction accounts, including
data processing increased by $30,000 from the period ending March 31, 1998 to
the same three month period ending March 31, 1999.
Year 2000 - The Bank has developed a Business Interruption Plan and a
Contingency Plan which were approved by the Board of Directors prior to the June
30, 1999 deadline required by the regulators. The Bank's plans cover those areas
deemed mission critical including those systems certified as Year 2000
compliant.
Costs associated with the Year 2000 project have been negligible and have mostly
been absorbed in the expansion expenses taking place over the last 24 months.
The new technologies and processing systems installed during that period were
certified Y2K compliant at management's insistence, as they were added.
All credit customers with balances outstanding or commitments exceeding $100,000
have been evaluated for their Year 2000 compliance efforts. There have been no
credit risks noted through the period ending March 31, 1999. All new loans
exceeding the $100,000 threshold require an indemnity from the customer
regarding issues relating to the millennium date change.
9
<PAGE>
Year 2000 (continued)
The Company will monitor uncertainties related to the Year 2000 issues by
continuing to request an update on all critical and important vendors through
the remainder of 1999. If any concerns are identified related to any critical
vendor, the contingency plans will be implemented immediately to assure
continued service the Bank's customers.
Successful and timely completion of the Year 2000 project is based on
management's best estimates derived from various assumptions of future events,
which are inherently uncertain, including the progress and results of testing
plans and the readiness of all vendors, suppliers and customers.
Despite the best efforts of management to address this issue, the vast number of
external entities that have direct and indirect business relationships with the
Company, such as customers, vendors, payment systems providers and other
financial institutions, makes it impossible to assure that a failure to achieve
compliance by one or more of these entities would not have material adverse
impact on operations.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings.
NONE
Item 2. Changes in Securities and Use of Proceeds.
NONE
Item 3. Defaults upon Senior Securities.
NONE
Item 4. Submission of Matters to a Vote of Security Holders.
NONE
Item 5. Other Information
NONE
Item 6. Exhibits and Reports on Form 8-K
(a) None.
(b) None.
10
<PAGE>
CCF HOLDING COMPANY AND SUBSIDIARY
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
CCF HOLDING COMPANY
Date: May 12, 1999 BY: /s/ David B. Turner
------------------------------
David B. Turner
President and
Chief Executive Officer
Date: May 12, 1999 BY: /s/ Mary Jo Rogers
------------------------------
Mary Jo Rogers
Sr. Vice President and
Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE ANNUAL
REPORT ON FORM 10-K AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL INFORMATION.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
<CASH> 5,295
<INT-BEARING-DEPOSITS> 1,997
<FED-FUNDS-SOLD> 8,350
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 28,645
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 126,984
<ALLOWANCE> 1,061
<TOTAL-ASSETS> 178,621
<DEPOSITS> 152,235
<SHORT-TERM> 883
<LIABILITIES-OTHER> 2,446
<LONG-TERM> 0
0
0
<COMMON> 90
<OTHER-SE> 11,676
<TOTAL-LIABILITIES-AND-EQUITY> 178,621
<INTEREST-LOAN> 2,968
<INTEREST-INVEST> 450
<INTEREST-OTHER> 34
<INTEREST-TOTAL> 3,452
<INTEREST-DEPOSIT> 1,769
<INTEREST-EXPENSE> 1,780
<INTEREST-INCOME-NET> 1,672
<LOAN-LOSSES> 121
<SECURITIES-GAINS> 0
<EXPENSE-OTHER> 1,441
<INCOME-PRETAX> 360
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 233
<EPS-PRIMARY> .27
<EPS-DILUTED> .26
<YIELD-ACTUAL> 4.0
<LOANS-NON> 135
<LOANS-PAST> 0
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 731
<ALLOWANCE-OPEN> 943
<CHARGE-OFFS> 3
<RECOVERIES> 0
<ALLOWANCE-CLOSE> 1,061
<ALLOWANCE-DOMESTIC> 0
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
