<PAGE> 1
FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
(Mark One)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1996
--------------------------------
OR
[ ] 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 0-26876
-----------------
OAK HILL FINANCIAL, INC.
- ------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Ohio 31-1010517
- ------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
14621 State Route 93
Jackson, Ohio 45640
- --------------------- ----------
(Address of principal (Zip Code)
executive office)
Registrant's telephone number, including area code: (614) 286-3283
Check whether the issuer (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
--- ---
As of August 8, 1996, the latest practicable date, 2,872,500 shares of the
registrant's common stock, $.50 stated value, were issued and outstanding.
Page 1 of 16 pages
<PAGE> 2
Oak Hill Financial, Inc.
INDEX
Page
----
PART I - FINANCIAL INFORMATION
Consolidated Statements of Financial Condition 3
Consolidated Statements of Earnings 5
Consolidated Statements of Cash Flows 6
Notes to Consolidated Financial Statements 8
Management's Discussion and Analysis of
Financial Condition and Results of
Operations 10
PART II - OTHER INFORMATION 14
SIGNATURES 16
<PAGE> 3
Oak Hill Financial, Inc.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
(In thousands, except share data)
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
ASSETS 1996 1995
<S> <C> <C>
Cash and due from banks $ 6,200 $ 6,250
Federal funds sold 2,492 10,557
Investment securities designated as available for sale - at market 37,818 25,755
Mortgage-backed securities designated as available for sale - at market 4,378 4,146
Loans receivable - net 167,357 157,615
Loans held for sale - at lower of cost or market 173 177
Office premises and equipment - net 3,216 2,788
Federal Home Loan Bank stock - at cost 1,100 914
Accrued interest receivable 1,400 1,266
Prepaid expenses and other assets 278 232
Deferred federal income taxes 778 629
-------- --------
Total assets $225,190 $210,329
======== ========
</TABLE>
3
<PAGE> 4
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
1996 1995
<S> <C> <C>
Deposits $192,994 $181,889
Advances from the Federal Home Loan Bank 10,038 7,529
Accrued interest payable and other liabilities 631 456
Federal income taxes payable - 29
Dividends payable 144 -
-------- --------
Total liabilities 203,807 189,903
Stockholders' equity
Common stock - $.50 stated value; authorized 5,000,000 shares, 2,883,700
shares issued at June 30, 1996 and December 31, 1995 1,442 1,442
Additional paid-in capital 4,218 4,217
Retained earnings 15,966 14,685
Treasury stock (11,200 shares at cost) (28) (28)
Unrealized gains (losses) on securities designated as available
for sale, net of related tax effects (215) 110
-------- --------
Total stockholders' equity 21,383 20,426
-------- --------
Total liabilities and stockholders' equity $225,190 $210,329
======== ========
</TABLE>
4
<PAGE> 5
Oak Hill Financial, Inc.
CONSOLIDATED STATEMENTS OF EARNINGS
(In thousands, except share data)
<TABLE>
<CAPTION>
Six Months Three Months
Ended Ended
June 30, June 30,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
Interest income
Loans $7,768 $6,458 $3,906 $3,429
Investment securities 1,163 965 596 505
Interest-bearing deposits and other 311 365 189 217
------ ------ ------ ------
Total interest income 9,242 7,788 4,691 4,151
Interest expense
Deposits 3,998 3,653 1,994 1,942
Borrowings 347 351 176 201
------ ------ ------ ------
Total interest expense 4,345 4,004 2,170 2,143
------ ------ ------ ------
Net interest income 4,897 3,784 2,521 2,008
Provision for losses on loans 292 - 154 (29)
------ ------ ------ ------
Net interest income after
provision for losses on loans 4,605 3,784 2,367 2,037
Other income
Gain on sale of loans 52 16 28 13
Gain(loss) on sale of securities designated as available for sale 27 (114) - 5
Service fees, charges and other operating 532 454 273 234
------ ------ ------ ------
Total other income 611 356 301 252
General, administrative and other expense
Employee compensation and benefits 1,617 1,249 804 676
Occupancy and equipment 409 383 187 166
Federal deposit insurance premiums 1 183 1 91
Franchise taxes 150 119 67 59
Other operating 729 523 419 237
------ ------ ------ ------
Total general, administrative
and other expense 2,906 2,457 1,478 1,229
------ ------ ------ ------
Earnings before income taxes 2,310 1,683 1,190 1,060
Federal income taxes
Current 721 545 391 159
Deferred 19 18 3 144
------ ------ ------ ------
Total federal income taxes 740 563 394 303
------ ------ ------ ------
NET EARNINGS $1,570 $1,120 $ 796 $ 760
====== ====== ====== ======
EARNINGS PER SHARE $.55 $.49 $.28 $.33
====== ====== ====== ======
</TABLE>
5
<PAGE> 6
Oak Hill Financial, Inc.
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the six months ended June 30,
(In thousands)
<TABLE>
<CAPTION>
1996 1995
<S> <C> <C>
Cash flows from activities:
Net earnings for the period $ 1,570 $ 1,120
Adjustments to reconcile net earnings to net
cash provided by (used in) operating activities:
Depreciation and amortization 182 170
Amortization of premium (discount) on investment and mortgage-backed securities-net (22) 2
Amortization of deferred loan origination costs 66 98
Federal Home Loan Bank stock dividends (55) (25)
Loans originated for sale in secondary market (5,212) 991
Proceeds from sale of loans in the secondary market 5,268 (956)
Gain on sale of loans (52) -
Provision for losses on loans 292 114
Gain on sale of investment and mortgage-backed securities (27) -
Gain on sale of office equipment (7) -
Increase(decrease) in cash due to changes in:
Accrued interest receivable (134) (63)
Prepaid expenses and other assets (46) (268)
Accrued expenses and other liabilities 316 103
Federal income taxes
Current (26) 367
Deferred 19 18
-------- --------
Net cash provided by operating activities 2,132 1,655
Cash flows provided by (used in) investing activities:
Loan principal repayments 43,193 20,993
Loan disbursements (53,293) (31,336)
Principal repayments on mortgage-backed securities 722 1,160
Proceeds from maturity and redemption of investment securities 8,292 2,300
Proceeds from sale of investment and mortgage-backed
securities designated as available for sale 1,966 6,231
Purchase of office premises and equipment (635) (317)
Proceeds from sale of office equipment 32 -
Purchase of investment securities designated as available for sale (22,687) (4,024)
Purchase of mortgage-backed securities designated as available for sale (1,031) -
Purchase of Federal Home Loan Bank stock (131) (372)
Increase (decrease) in federal funds sold - net 8,065 (16,515)
-------- --------
Net cash used in investing activities (15,507) (21,880)
-------- --------
Net cash used in operating and investing
activities (balance carried forward) (13,375) (20,225)
-------- --------
</TABLE>
6
<PAGE> 7
Oak Hill Financial, Inc.
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
For the six months ended June 30,
(In thousands)
<TABLE>
<CAPTION>
1996 1995
<S> <C> <C>
Net cash used in operating and investing
activities (balance brought forward) $(13,375) $(20,225)
Cash flows provided by (used in) financing activities:
Net increase in deposit accounts 11,105 17,043
Proceeds from Federal Home Loan Bank advances 3,000 7,000
Repayment of Federal Home Loan Bank advances (491) (3,350)
Dividends paid on common shares (289) (148)
Proceeds from exercise of stock options - (62)
Repayments of notes payable - (21,100)
-------- --------
Net cash provided by financing activities 13,325 18,507
-------- --------
Net decrease in cash and cash equivalents (50) (1,718)
Cash and cash equivalents at beginning of period 6,250 6,672
-------- --------
Cash and cash equivalents at end of period $ 6,200 $ 4,954
-------- --------
Supplemental disclosure of cash flow information:
Cash paid during the period for:
Federal income taxes $ 746 $ 177
======== ========
Interest on deposits and borrowed money $ 4,363 $ 3,926
======== ========
Supplemental disclosure of noncash investing activities:
Unrealized gains(losses)on securities designated as available
for sale, net of related tax effects $ (324) $ 297
======== ========
</TABLE>
7
<PAGE> 8
OAK HILL FINANCIAL, INC.
NOTES TO FINANCIAL STATEMENTS
1. Basis of Presentation
---------------------
The accompanying unaudited consolidated financial statements were
prepared in accordance with instructions for Form 10-QSB and, therefore,
do not include information or footnotes necessary for a complete
presentation of financial position, results of operations and cash flows
in conformity with generally accepted accounting principles. However,
all adjustments (consisting only of normal recurring accruals) which, in
the opinion of management, are necessary for a fair presentation of the
consolidated financial statements have been included. The results of
operations for the three and six month periods ended June 30, 1996 and
1995, are not necessarily indicative of the results which may be
expected for the entire year.
2. Principles of Consolidation
---------------------------
The consolidated financial statements include the accounts of Oak Hill
Financial, Inc. (the "Company") and its wholly owned subsidiary Oak Hill
Banks (the "Bank"). All significant intercompany balances and
transactions have been eliminated.
3. Earnings Per Share
------------------
Earnings per share for each of the three and six month periods ended
June 30, 1996 is based on 2,872,500 weighted average shares outstanding.
Earnings per share for each of the three and six month periods ended
June 30, 1995 is based on 2,302,300 weighted average shares outstanding.
4. Effects of Recent Accounting Pronouncements
-------------------------------------------
In May 1995, the Financial Accounting Standards Board (FASB) issued
Statement of Financial Accounting Standards (SFAS) No. 122 "Accounting
for Mortgage Servicing Rights", which requires that the Company
recognize as separate assets, rights to service mortgage loans for
others, regardless of how those servicing rights are acquired. An
institution that acquires mortgage servicing rights through either the
purchase or origination of mortgage loans and sells those loans with
servicing rights retained would allocate some of the cost of the loans
to the mortgage servicing rights.
8
<PAGE> 9
OAK HILL FINANCIAL, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
4. Effects of Recent Accounting Pronouncements (continued)
-------------------------------------------
SFAS No. 122 requires that securitizations of mortgage loans be
accounted for as sales of mortgage loans and acquisitions of
mortgage-backed securities. Additionally, SFAS No. 122 requires that
capitalized mortgage servicing rights and capitalized excess servicing
receivables be assessed for impairment. Impairment is measured based on
fair value.
SFAS No. 122 is applicable to fiscal years beginning after December 15,
1995, (January 1, 1996, as to the Company) to transactions in which an
entity acquires mortgage servicing rights and to impairment evaluations
of all capitalized mortgage servicing rights and capitalized excess
servicing receivables whenever acquired. Retroactive application is
prohibited. Management adopted SFAS No. 122 on January 1, 1996 without
material effect on the Company's consolidated financial position or
results of operations.
In October 1995, the FASB issued SFAS No. 123 entitled "Accounting for
Stock-Based Compensation". SFAS No. 123 recognizes the fair value of an
award of stock or stock options on the grant date and is required to be
adopted in 1996, although earlier application is permitted. Management
does not believe that adoption of SFAS No. 123 will have a material
adverse effect on consolidated financial position or results of
operations.
9
<PAGE> 10
OAK HILL FINANCIAL, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
For the three and six month periods ended June 30, 1996 and 1995
Financial Condition
- -------------------
At June 30, 1996, the Company had total assets of $225.2 million, an
increase of approximately $14.9 million, or 7.1%, from December 31, 1995. The
increase in total assets was funded primarily by growth in the deposit portfolio
of $11.1 million, an increase in Federal Home Loan Bank advances of $2.5 million
and undistributed net earnings of $1.3 million.
Cash, federal funds sold, investment securities and mortgage-backed
securities totaled $50.1 million at June 30, 1996, an increase of $4.2 million,
or 8.9%, over December 31, 1995 levels. The increase reflects management's
efforts to maintain adequate levels of liquidity while maximizing yield on
short-term investments.
Loans receivable and loans held for sale totaled $167.5 million at June
30, 1996, an increase of $9.7 million, or 6.2%, over the total at December 31,
1995. Loan disbursements totaled approximately $58.5 million during the 1996 six
month period, while principal repayments and sales amounted to $43.2 million and
$5.3 million, respectively.
The Company's allowance for loan losses amounted to $2.3 million at June
30, 1996, an increase of $135,000 or 6.3% over the total at December 31, 1995.
The allowance for loan losses represented 1.35% of the total loan portfolio at
June 30, 1996, as compared to 1.33% at December 31, 1995. The Company's
allowance represented 229.9% and 189.3% of non-performing loans, which totaled
$984,000 and $1.1 million at June 30, 1996 and December 31, 1995, respectively.
The deposit portfolio totaled $193.0 million at June 30, 1996, an
increase of $11.1 million, or 6.1%, over December 31, 1995 levels. The increase
resulted from management's marketing efforts and continued growth at newer
branch facilities.
The Bank is required to maintain minimum regulatory capital pursuant to
federal regulations. At June 30, 1996, the Bank's regulatory capital
substantially exceeded all regulatory capital requirements.
Comparison of Results of Operations for the Six Month Periods Ended
- -------------------------------------------------------------------
June 30, 1996 and 1995
- -----------------------
General
- -------
Net earnings for the six months ended June 30, 1996 totaled $1.6
million, an increase of $450,000, or 40.2%, over the $1.1 million in net
earnings reported in the comparable 1995 period. The increase in earnings in the
1996 period is primarily attributable to a $821,000 increase in net interest
income after provision for losses on loans, a $255,000 increase in other income
and a $182,000 decrease in the federal deposit insurance premiums, which were
partially offset by a $631,000 increase in general, administrative and other
expenses and a $177,000 increase in the provision for federal income taxes.
10
<PAGE> 11
Oak Hill Financial, Inc.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
Comparison of Results of Operations for the Six Month Periods Ended
- -------------------------------------------------------------------
June 30, 1996 and 1995 (continued)
- ----------------------
Net Interest Income
- -------------------
Total interest income for the six months ended June 30, 1996 increased
by $1.5 million, or 18.7%, generally reflecting the effects of growth in
interest-earning assets from $185.8 million to $205.8 million for the six month
periods ending June 30, 1995 and 1996, respectively, coupled with an increase in
the weighted-average yield year-to-year. Similarly, total interest expense
increased for the six months ended June 30, 1996 by $341,000 or 8.5%, also
reflecting the growth in interest-bearing liabilities from $172.2 million to
$190.8 million, as well as an increase in the weighted-average cost of funds,
during the respective six month periods.
Provision for Losses on Loans
- -----------------------------
The provision for losses on loans totaled $292,000 for the six months
ended June 30, 1996, an increase of $292,000 from the comparable 1995 period.
The increase in the provision for 1996 was primarily attributable to growth in
the loan portfolio year-to-year.
Other Income
- ------------
Other income increased for the six months ended June 30, 1996 by
$255,000, or 71.6%, over the comparable 1995 period. The increase in other
income is primarily attributable to a $78,000, or 17.2%, increase in service
fees, charges and other operating income and a $36,000 increase in gain on sale
of loans and an increase of $141,000 in gain on the sale of securities
designated as available for sale.
General, Administrative and Other Expense
- -----------------------------------------
General, administrative and other expense increased for the six months
ended June 30, 1996 by $449,000, or 18.3%. The increase is due primarily to a
$368,000, or 29.5%, increase in employee compensation and benefits, a $26,000 or
6.8%, increase in occupancy and equipment, a $31,000 or 26.1%, increase in
franchise taxes and a $206,000 or 39.4% increase in other expense, which were
partially offset by a $182,000, or 99.5%, decrease in federal deposit insurance
premiums.
The increase in employee compensation and benefits is due primarily to
normal merit increases and additional personnel costs associated with new branch
openings, which were partially offset by an increase in deferred costs related
to greater lending volume year-to-year. The increase in office occupancy and
equipment resulted primarily from the addition of in house computer software and
equipment, while the increase in franchise taxes resulted from greater levels of
stockholders' equity in 1996. The decline in federal deposit insurance premiums
resulted from lower premium rates assessed in 1996. The increase in other
operating expense resulted primarily from additional professional, reporting and
shareholder marketing fees associated with the reporting requirements of a
public stock company.
11
<PAGE> 12
OAK HILL FINANCIAL, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
Comparison of Results of Operations for the Six Month Periods Ended
- -------------------------------------------------------------------
June 30, 1996 and 1995 (continued)
- ----------------------
Federal Income Taxes
- --------------------
The provision for Federal income taxes increased by $177,000, or 31.4%,
during the six months ended June 30, 1996, as compared to the same period in
1995. The effective tax rates were 32.0% and 33.5% for the 1996 and 1995
periods, respectively.
Comparison of Results of Operations for the Three Month Periods Ended June 30,
- ------------------------------------------------------------------------------
1996 and 1995
- -------------
General
- -------
Net earning for the three months ended June 30, 1996 totaled $796,000,
an increase of $36,000, or 4.7%, over the $760,000 in net earnings reported in
the comparable 1995 period. The increase in net earnings is primarily
attributable to an increase in net interest income after provision for losses on
loans of $330,000, an increase in other income of $49,000, which were partially
offset by an increase in general, administrative and other expenses of $249,000
and an increase in federal income tax provision of $91,000.
Net Interest Income
- -------------------
Total interest income for the three months ended June 30, 1996 totaled
$4.7 million, an increase of $540,000 or 13.0% over the comparable 1995
quarter. As stated previously, such increase is primarily attributable to
growth in outstanding interest-earning assets, coupled with an increase in yield
year-to-year. Total interest expense increased $27,000 or 1.3%, for the three
months ended June 30, 1996. The increase was primarily attributable to the
growth of interest-bearing liabilities, as well as an increase in the cost of
funds year to year.
Provision for Losses on Loans
- -----------------------------
The provision for losses on loans increased during the three months
ended June 30, 1996 by $183,000. This increase is primarily attributable to the
growth in the loan portfolio year-to-year.
Other Income
- ------------
Other income increased for the quarter ended June 30, 1996 by $49,000,
or 19.4%, as compared to the 1995 quarter. The increase is attributable to a
$15,000 increase in the gain on sale of loans and $39,000 increase in service
fees, charges and other operating income.
12
<PAGE> 13
OAK HILL FINANCIAL, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
Comparison of Results of Operations for the Three Month Periods Ended June 30,
- ------------------------------------------------------------------------------
1996 and 1995 (continued)
- -------------
General, Administrative and Other Expense
- -----------------------------------------
General, administrative and other expense increased $249,000, or 20.3%,
during the three months ended June 30, 1996. The increase is primarily
attributable to a $128,000 or 18.9% increase in employee compensation and
benefits and a $182,000 or 76.8%, increase in other operating expense, which
were partially offset by a $90,000 or 98.9% decrease in federal deposit
insurance premiums and an $8,000 or 13.6% increase in franchise taxes.
The increase in employee compensation and benefits is due primarily to
normal merit increases and additional personnel costs associated with new branch
openings. The increase in other operating expense resulted primarily from
additional professional, reporting and shareholder marketing fees associated
with the reporting requirements with a public stock company.
Federal Income Taxes
- --------------------
The provision for federal income taxes increased for the three months
ended June 30, 1996 by $91,000, or 30.0%. The effective tax rates for the three
month periods ended June 30, 1996 and 1995, were 33.1% and 28.6%, respectively.
13
<PAGE> 14
OAK HILL FINANCIAL, INC.
PART II
ITEM 1. Legal Proceedings
-----------------
Not applicable
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 Company held its 1996 Annual Meeting of Shareholders April 30,
1996. Holders of 2,608,082 Common Shares of the Company were
present representing 90.8% of the Company's 2,872,500 Common Shares
outstanding.
(b) and (c) The following persons were elected as Class II members of
the Company's Board of Directors to serve until the 1998
Annual meeting or until their successors are duly elected
and qualified. Each person received the number of votes
for or the number of votes with authority withheld
indicated below.
Name Votes For Votes Withheld
---- --------- --------------
Barry M. Dorsey, Ph.D. 2,735,368 7,190
Rick A. McNelly 2,735,368 7,190
Donald R. Seigneur 2,735,368 7,190
H. Grant Stephenson 2,735,368 7,190
The continuing Class I directors, whose terms expire at the 1997
annual meeting are: Evan E. Davis, John D. Kidd and Richard P. LeGrand.
The proposal for the ratification of the appointment of Grant Thornton
LLP as independent auditors for the Company for the fiscal year ending
December 31, 1996 was approved with 2,731,863 votes FOR, 1,240 votes
AGAINST and 9,455 votes ABSTAIN.
(d) Not applicable.
ITEM 5. Other Information
-----------------
None
14
<PAGE> 15
ITEM 6. Exhibits and Reports on Form 8-K
--------------------------------
None
15
<PAGE> 16
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.
Date: August 8, 1996 By: /s/ John D. Kidd
------------------- ----------------------
John D. Kidd
President
Date: August 8, 1996 By: /s/ H. Tim Bichsel
------------------- ----------------------
H. Tim Bichsel
Chief Financial Officer
16
<TABLE> <S> <C>
<ARTICLE> 9
<RESTATED>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> JUN-30-1996
<CASH> 6,200
<INT-BEARING-DEPOSITS> 2
<FED-FUNDS-SOLD> 2,492
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 42,196
<INVESTMENTS-CARRYING> 0
<INVESTMENTS-MARKET> 0
<LOANS> 167,530
<ALLOWANCE> 2,262
<TOTAL-ASSETS> 225,190
<DEPOSITS> 192,994
<SHORT-TERM> 0
<LIABILITIES-OTHER> 775
<LONG-TERM> 10,038
<COMMON> 1,442
0
0
<OTHER-SE> 19,969
<TOTAL-LIABILITIES-AND-EQUITY> 225,190
<INTEREST-LOAN> 7,768
<INTEREST-INVEST> 1,163
<INTEREST-OTHER> 311
<INTEREST-TOTAL> 9,242
<INTEREST-DEPOSIT> 3,998
<INTEREST-EXPENSE> 4,345
<INTEREST-INCOME-NET> 4,897
<LOAN-LOSSES> 292
<SECURITIES-GAINS> 27
<EXPENSE-OTHER> 2,906
<INCOME-PRETAX> 2,310
<INCOME-PRE-EXTRAORDINARY> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,570
<EPS-PRIMARY> .55
<EPS-DILUTED> .55
<YIELD-ACTUAL> 8.87
<LOANS-NON> 392
<LOANS-PAST> 592
<LOANS-TROUBLED> 0
<LOANS-PROBLEM> 984
<ALLOWANCE-OPEN> 2,128
<CHARGE-OFFS> 200
<RECOVERIES> 42
<ALLOWANCE-CLOSE> 292
<ALLOWANCE-DOMESTIC> 2,262
<ALLOWANCE-FOREIGN> 0
<ALLOWANCE-UNALLOCATED> 0
</TABLE>
