FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended SEPTEMBER 30, 1994 Commission File Number 0-11172 FIRST CITIZENS BANCORPORATION OF SOUTH CAROLINA, INC. (Exact name of registrant as specified in its charter) STATE OF SOUTH CAROLINA 57-0738665 (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) 1230 MAIN STREET COLUMBIA, SOUTH CAROLINA 29201 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (803) 733-3456 NO CHANGE (Former name or former address, if changed since last report.) 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. Class Outstanding at October 31, 1994 COMMON STOCK, $5.00 PAR VALUE 892,813 SHARES NON-VOTING COMMON STOCK, $5.00 PAR VALUE 50,720 SHARES PAGE 2 PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS CONSOLIDATED BALANCE SHEET - UNAUDITED (dollars in thousands) September 30, September 30, 1994 December 31, 1993 (Unaudited) 1993 (Unaudited) ASSETS Cash and due from banks: Noninterest-bearing $79,439 $96,442 $82,440 Interest-bearing 14,200 14,950 15,200 Total cash and due from banks 93,639 111,392 97,640 Investment securities: Held-to-maturity 471,540 467,977 491,807 Available-for-sale 11,002 0 0 Total securities 482,542 467,977 491,807 Federal funds sold 0 0 0 Gross loans and discounts Real estate - construction 13,468 18,952 18,477 Real estate - mortgage 555,265 509,314 478,746 Installment 263,188 253,874 244,403 Commercial, financial and agricultural 88,192 98,863 94,499 Less: Unearned interest 0 0 (1) Less: Reserve for loans losses (18,880) (18,061) (17,098) Net loans and discounts 901,233 862,942 819,026 Premises and equipment 40,573 36,853 37,644 Other real estate owned 544 410 1,373 Interest income accrued, not collected 9,781 10,651 10,232 Intangible assets 16,464 14,584 15,368 Other assets 13,834 14,169 11,987 TOTAL ASSETS $1,558,610 $1,518,978 $1,485,077 LIABILITIES AND STOCKHOLDERS' EQUITY Deposits: Demand $211,121 $208,606 $200,404 Time 399,486 478,246 387,389 Savings 776,034 649,514 718,001 Total deposits 1,386,641 1,336,366 1,305,794 Federal funds purchased 9,600 8,000 21,500 Securities sold under repurchase agreements 36,623 63,206 47,656 Subordinated notes and term loan 13,650 14,400 14,650 Other liabilities 16,017 12,769 13,990 TOTAL LIABILITIES 1,462,531 1,434,741 1,403,590 Stockholders' Equity: Preferred stock 3,282 3,282 3,282 Non-voting common stock - $5.00 par value, authorized 1,000,000; issued and outstanding September 30, 1994 - 50,720, December 31, 1993 and September 30, 1993 - 52,720 254 264 264 Voting common stock - $5.00 par value, authorized 2,000,000; issued and outstanding September 30, 1994, December 31, 1993 and September 30, 1993 - 892,813 4,464 4,464 4,464 Surplus 55,000 55,000 55,000 Undivided profits 28,477 21,227 18,477 Unrealized gains 4,602 0 0 TOTAL STOCKHOLDERS' EQUITY 96,079 84,237 81,487 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $1,558,610 $1,518,978 $1,485,077 PAGE 3 CONSOLIDATED STATEMENT OF INCOME - UNAUDITED (dollars in thousands) Quarter Ended Nine Months Ended September 30, September 30, % % 1994 1993 Change 1994 1993 Change Interest income and fees: Loans $19,376 $18,449 5.02% $56,035 $55,324 1.29% United States Government obligations 5,059 5,510 -8.19% 14,844 17,403 -14.70% Tax exempt securities 579 635 -8.82% 1,805 1,519 18.83% Other securities and federal funds sold 283 309 -8.41% 1,018 1,069 -4.77% 25,297 24,903 1.58% 73,702 75,315 -2.14% Interest expense: Deposits 9,818 8,654 13.45% 27,097 27,179 -0.30% Short-term borrowings 591 383 54.31% 1,659 1,150 44.26% Long-term borrowings 231 270 -14.44% 711 813 -12.55% 10,640 9,307 14.32% 29,467 29,142 1.12% Net interest income 14,657 15,596 -6.02% 44,235 46,173 -4.20% Provision for loan losses 485 428 13.32% 1,643 1,884 -12.79% Net interest income after provision for loan losses 14,172 15,168 -6.57% 42,592 44,289 -3.83% Noninterest income: Service charges on deposit accounts 2,649 2,633 0.61% 7,740 7,745 -0.06% Fees for other customer services 1,206 1,201 0.42% 3,463 3,615 -4.20% Investment securities transactions 0 0 0.00% 0 44 -100.00% Other 842 759 10.94% 2,605 2,440 6.76% 4,697 4,593 2.26% 13,808 13,844 -0.26% Noninterest expense: Salaries and employee benefits 7,004 6,789 3.17% 20,767 19,990 3.89% Net occupancy expense of premises 586 651 -9.98% 1,695 1,877 -9.70% Furniture and equipment expense 427 552 -22.64% 1,203 1,436 -16.23% Depreciation expense 1,083 1,394 -22.31% 3,197 3,359 -4.82% Amortization of intangibles 1,165 920 26.63% 3,053 2,689 13.54% Other 4,955 4,459 11.12% 15,231 13,331 14.25% 15,220 14,765 3.08% 45,146 42,682 5.77% Income before income taxes and cumulative effect of a change in accounting principle 3,649 4,996 -26.96% 11,254 15,451 -27.16% Applicable income taxes 1,204 1,662 -27.56% 3,736 5,461 -31.59% Income before cumulative effect of a change in accounting principle 2,445 3,334 -26.66% 7,518 9,990 -24.74% Cumulative effect on prior years (to December 31, 1992) of changing to a different method of accounting for income taxes 0 0 0.00% 0 221 -100.00% Net Income $2,445 $3,334 -26.66% $7,518 $10,211 -26.37% Per share amounts: Earnings per common share: Income before cumulative effect of a change in accounting principle $2.55 $3.48 -26.72% $7.82 $10.43 -25.02% Cumulative effect on prior years (to December 31, 1992) of changing to a different method of accounting for income taxes 0.00 0.00 0.00% 0.00 0.23 -100.00% Net income $2.55 $3.48 -26.72% $7.82 $10.66 -26.64% Weighted average common shares outstanding 944,598 945,533 -0.10% 945,225 945,533 -0.03% PAGE 4 CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (Dollars in thousands) Non- Un- Total Pre- Voting Voting Un- realized Stock- ferred Common Common divided Gains holders Stock Stock Stock Surplus Profits (Losses) Equity Balance at December 31, 1992 $3,300 $264 $4,464 $40,000 $23,388 $71,416 Net income 10,211 10,211 Preferred stock dividends (129) (129) Transfer to surplus 15,000 (15,000) 0 Reacquired preferred stock (18) 7 (11) Balance at September 30, 1993 3,282 264 4,464 55,000 18,477 81,487 Net income 2,793 2,793 Preferred stock dividends (43) (43) Balance at December 31, 1993 3,282 264 4,464 55,000 21,227 84,237 Net income 7,518 7,518 Preferred stock dividends (128) (128) Reacquired non-voting common stock (10) (140) (150) Unrealized gains, net of taxes 4,602 4,602 Balance at September 30, 1994 $3,282 $254 $4,464 $55,000 $28,477 $4,602 $96,079 PAGE 5 CONSOLIDATED STATEMENT OF CASH FLOWS - UNAUDITED (dollars in thousands) Nine Months Ended September 30, 1994 1993 Cash Flows From Operating Activities: Net income $7,518 $10,211 Adjustments to reconcile net income to net cash provided by operating activities: Provision for loan losses 1,643 1,884 Depreciation and amortization 6,250 6,048 Amortization/accretion of investment securities 39 1,251 Deferred income tax benefit 2,813 198 Gains on investment securities 0 (44) Gains on sales of premises and equipment (97) (9) Decrease in interest income accrued, not collected 870 1,234 Increase (decrease) in accrued interest payable 132 (1,855) Obligations of loans held for resale (29,353) (50,440) Proceeds from sales of loans held for resale 32,137 49,153 Gains on sales of loans held for resale (210) (375) Decrease (increase) in other assets (2,478) 2,339 Increase in other liabilities 1,606 371 Other operating activities (768) (716) Net Cash Provided By Operating Activities 20,102 19,250 Cash Flows From Investing Activities: Net increase in loans (42,718) (29,632) Proceeds from maturities of investment securities 253,031 132,081 Purchases of investment securities (260,517) (165,045) Proceeds from sales of premises and equipment 375 161 Purchases of premises and equipment (7,223) (5,517) Net increase in other real estate owned (134) (1,057) Increase in intangible assets (4,933) (583) Net Cash Used In Investing Activities (62,119) (69,592) Cash Flows From Financing Activities: Net increase in deposits 50,275 22,669 (Decrease) increase in federal funds purchased and securities sold under agreements to repurchase (24,983) 23,754 Payments on term loan (750) (750) Cash dividends paid (128) (129) Reacquired preferred stock 0 (11) Reacquired common stock (150) 0 Net Cash Provided By Financing Activities 24,264 45,533 Decrease in cash and due from banks (17,753) (4,809) Cash and due from banks at beginning of year 111,392 102,449 Cash and due from banks at September 30 $93,639 $97,640 Supplemental disclosures of cash flow information: Interest paid $29,335 $30,997 Income taxes paid $2,428 $5,311 Unrealized appreciation in securities available-for-sale: Securities available-for-sale $7,079 - Shareholders' equity $4,602 - Deferred taxes $2,477 - PAGE 6 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS The foregoing financial statements are unaudited; however, in the opinion of Management, all adjustments (comprising all normal recurring accruals) necessary for a fair presentation of financial statements have been included. A summary of Bancorporation's significant accounting policies is set forth in Note 1 to the Consolidated Financial Statements in Bancorporation's Annual Report on Form 10-K for 1993. The significant accounting policies used during the current quarter are unchanged from those disclosed in the 1993 Annual Report. INCOME TAXES: Effective January 1, 1993, Bancorporation adopted Statement of Financial Accounting Standards No. 109 (SFAS 109), "Accounting for Income Taxes." The adoption of SFAS 109 changes Bancorporation's method of accounting for income taxes from the deferred method (APB 11) to an asset and liability approach. Previously Bancorporation deferred the past tax effects of timing, differences between financial reporting and taxable income. The asset and liability approach requires the recognition of deferred tax liabilities and assets for the expected future tax consequences of temporary differences between the carrying amounts and the tax bases of other assets and liabilities. Further, SFAS 109 requires a valuation allowance be provided against deferred tax assets unless management considers it more likely than not that such assets will be realized. Based on current facts and circumstances, management believes that deferred tax assets are reasonably assured of realization and, accordingly, does not believe that a valuation allowance is necessary. The cumulative effect to Bancorporation's results of operations from the implementation of the new accounting standard was $221,000. Deferred tax assets and liabilities recorded pursuant to SFAS 109 are composed of the following at: SEPTEMBER 30, SEPTEMBER 30, 1994 1993 Provision for loan losses in excess of amount deductible for taxes $6,437 $5,813 Other, net 739 676 Gross deferred tax asset 7,176 6,489 Book depreciation over tax 565 503 Interest income, accretion of bond discount and expenses recognized for books not taxed until realized 336 167 Deferred income and expense items recognized in differing accounting periods 455 340 Pension plan 753 590 Unrealized gains on available-for-sale securities 2,477 Other 194 350 Gross deferred tax liability 4,780 1,950 Net deferred tax asset $ 2,396 $ 4,539 INVESTMENT SECURITIES: Bancorporation adopted Statement of Financial Accounting Standards No. 115 (SFAS 115), "Accounting for Certain Investments in Debt and Equity Securities." Management has reviewed the investment securities portfolio and classified all securities, except equity securities, as held-to-maturity and carried at amortized cost since Bancorporation has both the positive intent and ability to hold these securities to maturity. Equity securities, as required by SFAS 115, are classified as available-for-sale and carried at estimated fair value with unrealized gains and losses included in stockholders' equity on an after-tax basis. PAGE 7 PART I - FINANCIAL INFORMATION ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS SUMMARY: First Citizens Bancorporation reported net income of $2,445,000 for the third quarter of 1994, a 26.66% decrease from the $3,334,000 for the third quarter a year ago. Net income for the nine months ended September 30, 1994 was $7,518,000, a 26.37% decrease from the $10,211,000 reported for the same period in 1993. The downturn in earnings is attributable to the decline in net interest margin and interest spreads, along with increased cost of operations. Average loans net of unearned interest for the quarter ended September 30, 1994 increased $83,845,000 or 10.09% when compared to the same period in 1993, with a yield of 8.42% for the third quarter of 1994. Average taxable and non-taxable investment securities for the third quarter of 1994 increased by $19,563,000 or 4.07% from the third quarter of 1993, with a taxable equivalent yield of 4.80% for the third quarter of 1994. Average loans net of unearned interest for the nine months ended September 30, 1994 increased $72,079,000 or 8.75% from the same period in 1993, with a yield of 8.40% for the nine months ended September 30, 1994. Average taxable and non-taxable investment securities for the nine months ended September 30, 1994 increased by $20,512,000 or 4.34% from the same period in 1993, with a taxable equivalent yield of 4.81% for the first nine months of 1994. Noninterest income increased by $104,000 or 2.26% and decreased slightly by $36,000 or .26%, respectively, for the quarter and nine months ended September 30, 1994, as compared to the same periods in 1993. For the quarter and nine months ended September 30, 1994, noninterest expense increased $455,000 or 3.08% and $2,464,000 or 5.77%, respectively, as compared to the same periods in 1993. The increase in noninterest expense was primarily due to increased automation services as a result of outsourcing the majority of data processing and was offset by a decline in growth of salaries and benefits through staff reductions and furniture and equipment expense. Net income per common share for the quarter ended September 30, 1994 decreased 26.72% to $2.55, as compared to $3.48 for the third quarter of 1993. Net income per common share for the nine months ended September 30, 1994 decreased 26.64% to $7.82, as compared to $10.66 for the same period in 1993. Book value per common share as of September 30, 1994 increased 18.91% to $98.35, as compared to $82.71 for the same period in 1993. As illustrated in the following table, Tier 1 capital was 8.67% at September 30, 1994 as compared to 8.47% at September 30, 1993. Total risk based capital was 10.81% at September 30, 1994 as compared to 10.97% at September 30, 1993. The risk based capital ratios were calculated using the 1992 Final Rules as defined by Federal regulators. PAGE 8 SUMMARY (CONTINUED): Components of Capital (dollars in thousands): SEPTEMBER 30, 1994 1993 Stockholders' Equity: Preferred stock $ 3,282 $ 3,282 Common stock 4,718 4,728 Surplus 55,000 55,000 Undivided profits 33,079 18,477 Total stockholders' equity 96,079 81,487 Reserve for possible loan losses 18,880 17,098 Total primary capital 114,959 98,585 Long-term debt qualifying as secondary capital 13,650 14,650 Total capital $128,609 $113,235 Tier I leverage ratio 5.04 4.75 Risk based capital ratio total 10.81 10.97 Tier I 8.67 8.47 Tier II 2.14 2.50 NET INTEREST INCOME: Net interest income on a taxable equivalent basis was $15,017,000 for the third quarter of 1994, a decrease of 6.10% from the $15,992,000 for the comparable period in 1993. Net interest income on a taxable equivalent basis was $45,438,000 for the nine months ended September 30, 1994, a decrease of 3.70% from the $47,186,000 for the comparable period in 1993. The following table presents the components, of net interest income for the quarter and nine months ended September 30, 1994 and 1993: QUARTER ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, 1994 1993 1994 1993 Total interest income $25,297 $24,903 $73,702 $75,315 Total interest expense 10,640 9,307 29,467 29,142 Net interest income 14,657 15,596 44,235 46,173 Tax equivalent adjustment 360 396 1,203 1,013 Net interest income (taxable equivalent basis) $15,017 $15,992 $45,438 $47,186 PAGE 9 NET INTEREST INCOME (CONTINUED): Taxable Equivalent Rate/Volume Variance Analysis (Amounts in thousands): Quarter Ended September 30, Average Balance Interest Rev./Exp Yield 1994 1993 1994 1993 1994 1993 Interest-earning assets: Loans, net of unearned interest $914,831 $830,986 $19,425 $18,520 8.42% 8.84% Taxable investment securities 454,249 430,550 5,104 5,548 4.49% 5.15% Non-taxable investment securities 45,524 49,660 892 961 7.84% 7.74% Federal funds sold 3,026 7,394 33 58 4.33% 3.11% Other earning assets 14,246 18,131 203 212 5.65% 4.64% Total interest -earning assets 1,431,876 1,336,721 25,657 25,299 7.12% 7.52% Noninterest-earning assets: Cash and due from banks 80,374 80,729 Premises and equipment 38,347 38,300 Other, less reserve for loan losses 24,626 20,052 Total noninterest -earning assets 143,347 139,081 TOTAL ASSETS $1,575,223 $1,475,802 Interest-bearing liabilities: Deposits $1,193,563 $1,112,111 9,818 8,654 3.26% 3.09% Federal funds purchased and securities sold under agreements to repurchase 51,121 51,517 592 383 4.59% 2.95% Long-term debt 13,688 14,693 230 270 6.72% 7.35% Total interest-bearing liabilities 1,258,372 1,178,321 10,640 9,307 3.36% 3.13% Noninterest-bearing liabilities: Demand deposits 206,793 202,777 Other liabilities 21,516 14,556 Total noninterest -bearing liabilities 228,309 217,333 Stockholders' equity 88,542 80,148 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $1,575,223 $1,475,802 10,640 9,307 Net interest income $15,017 $15,992 Interest income to interest-earning assets 7.12% 7.52% Interest expense to interest-earning assets 2.95% 2.76% Net interest income to interest-earning assets 4.17% 4.76% Quarter Ended September 30, 1994 Change Due To Net Increase Rate Volume (Decrease) Interest-earning assets: Loans, net of unearned interest ($948) $1,853 $905 Taxable investment securities (749) 305 (444) Non-taxable investment securities 11 (80) (69) Federal funds sold 9 (34) (25) Other earning assets 36 (45) (9) Total interest-earning assets (1,641) 1,999 358 Interest-bearing liabilities: Deposits 535 629 1,164 Federal funds purchased and securities sold under agreements to repurchase 212 (3) 209 Long-term debt (22) (18) (40) Total interest-bearing liabilities 725 608 1,333 Net interest income ($2,366) $1,391 ($975) PAGE 10 NET INTEREST INCOME (CONTINUED): Taxable Equivalent Rate/Volume Variance Analysis (Amounts in thousands): Nine Months Ended September 30, Average Balance Interest Rev./Exp. Yield 1994 1993 1994 1993 1994 1993 Interest-earning assets: Loans, net of unearned interest $895,438 $823,359 $56,266 $55,556 8.40% 9.02% Taxable investment securities 445,706 436,538 15,008 17,531 4.49% 5.35% Non-taxable investment securities 47,447 36,103 2,777 2,301 7.80% 8.50% Federal funds sold 9,379 13,170 240 299 3.42% 3.04% Other earning assets 14,499 15,382 614 641 5.66% 5.57% Total interest-earning assets 1,412,469 1,324,552 74,905 76,328 7.09% 7.70% Noninterest-earning assets: Cash and due from banks 77,813 78,479 Premises and equipment 37,092 37,992 Other, less reserve for loan losses 22,836 23,600 Total noninterest-earning assets 137,741 140,071 TOTAL ASSETS $1,550,210 $1,464,623 Interest-bearing liabilities: Deposits $1,163,139 $1,112,095 27,097 27,179 3.11% 3.27% Federal funds purchased and securities sold under agreements to repurchase 58,616 52,957 1,659 1,150 3.78% 2.90% Long-term debt 13,935 14,943 711 813 6.80% 7.25% Total interest-bearing liabilities 1,235,690 1,179,995 29,467 29,142 3.19% 3.30% Noninterest-bearing liabilities: Demand deposits 200,793 189,104 Other liabilities 16,545 15,027 Total noninterest-bearing liabilities 217,338 204,131 Stockholders' equity 97,182 80,497 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $1,550,210 $1,464,623 29,467 29,142 Net interest income $45,438 $47,186 Interest income to interest-earning assets 7.09% 7.70% Interest expense to interest-earning assets 2.79% 2.94% Net interest income to interest-earning assets 4.30% 4.76% Nine Months Ended September 30, 1994 Change Due To Net Increase Rate Volume (Decrease) Interest-earning assets: Loans, net of unearned interest ($4,167) $4,877 $710 Taxable investment securities (2,891) 368 (2,523) Non-taxable investment securities (247) 723 476 Federal funds sold 27 (86) (59) Other earning assets 10 (37) (27) Total interest-earning assets (7,268) 5,845 (1,423) Interest-bearing liabilities: Deposits (1,333) 1,251 (82) Federal funds purchased and securities sold under agreements to repurchase 432 77 509 Long-term debt (47) (55) (102) Total interest-bearing liabilities (948) 1,273 325 Net interest income ($6,320) $4,572 ($1,748) PAGE 11 RESERVE FOR POSSIBLE LOAN LOSSES: The reserve at September 30, 1994 was $18,880,000 or 2.05% of total loans as compared to $17,098,000 or 2.05% of total loans at September 30, 1993. For the quarter ended September 30, 1994, the provision for possible loan losses was $485,000, an increase of 13.32% over the $428,000 for the same period in 1993. For the nine months ended September 30, 1994, the provision for possible loan losses was $1,643,000, a decrease of 12.79% over the $1,884,000 for 1993. Net charge-offs were $175,000 in the third quarter of 1994 which represented a decrease of 30.56% when compared to the $252,000 reported for the comparable period of 1993. For the nine months ended September 30, 1994, net charge-offs were $824,000, a 40.07% decrease from the $1,375,000 for 1993. Provision and reserve for loan losses (dollars in thousands): QUARTER ENDED NINE MONTHS ENDED SEPTEMBER 30, SEPTEMBER 30, 1994 1993 1994 1993 RESERVE FOR POSSIBLE LOAN LOSSES: Balance at beginning of period $18,570 $16,923 $18,061 $16,589 Provision charged to expense 485 428 1,643 1,884 Charge-offs (438) (413) (1,435) (1,934) Recoveries 263 160 611 559 Net charge-offs (175) (253) (824) (1,375) Balance at end of period $18,880 $17,098 $18,880 $17,098 RATIOS (ANNUALIZED): Net Charge-offs to: Average loans .08 .12 .12 .22 Loans at end of period .08 .12 .12 .22 Reserve for possible loan losses 3.71 5.92 5.82 10.72 PAGE 12 NONINTEREST INCOME AND EXPENSE: Total noninterest income for the quarter was $4,697,000, an increase of 2.26% from the $4,593,000 earned for the third quarter of 1993. For the nine months ended September 30, 1994, total noninterest income was $13,808,000, a decrease of .26% from the $13,844,000 earned for the same period in 1993. Total noninterest expense for the third quarter of 1994 was $15,220,000, an increase of 3.08% when compared with $14,765,000 for the same period a year ago. For the nine months ended September 30, 1994, total noninterest expense was $45,146,000, an increase of 5.77% when compared with $42,682,000 for the same period a year ago. The increase in automation services is due to outsourcing the majority of data processing and was offset by a decline in growth of salaries and benefits through staff reductions and furniture and equipment expense. The following table provides additional details of noninterest income and expense: Quarter Ended September 30, Change 1994 1993 Amount Percent Noninterest income: Service charges on deposit accounts $2,649 $2,633 $16 0.61% Commissions, service charges and fees 326 106 220 207.55% Mortgage servicing 430 486 (56) -11.52% Bankcard fees and discounts 506 468 38 8.12% All other 786 900 (114) -12.67% Total noninterest income $4,697 $4,593 $104 2.26% Noninterest expense: Salaries and wages $5,758 $5,497 $261 4.75% Pension and other employee benefits 1,246 1,292 (46) -3.56% Total staff expenses 7,004 6,789 215 3.17% Occupancy expense 855 915 (60) -6.56% Furniture and equipment expense 1,241 1,683 (442) -26.26% Amortization of intangibles 1,164 920 244 26.52% Telephone 310 306 4 1.31% Stationery and supplies 234 332 (98) -29.52% Professional services 246 273 (27) -9.89% Automated services 609 200 409 204.50% FDIC insurance assessment 769 825 (56) -6.79% Bankcard 534 426 108 25.35% Postage 570 277 293 105.78% Courier 424 191 233 121.99% Consultant contracts 82 91 (9) -9.89% Legal 80 81 (1) -1.23% All other 1,098 1,456 (358) -24.59% Total noninterest expense $15,220 $14,765 $455 3.08% Nine Months Ended September 30, Change 1994 1993 Amount Percent Noninterest income: Service charges on deposit accounts $7,740 $7,745 ($5) -0.06% Commissions, service charges and fees 963 797 166 20.83% Mortgage servicing 1,261 1,527 (266) -17.42% Bankcard fees and discounts 1,295 1,194 101 8.46% All other 2,549 2,581 (32) -1.24% Total noninterest income $13,808 $13,844 ($36) -0.26% Noninterest expense: Salaries and wages $17,214 $16,112 $1,102 6.84% Pension and other employee benefits 3,553 3,878 (325) -8.38% Total staff expenses 20,767 19,990 777 3.89% Occupancy expense 2,500 2,662 (162) -6.09% Furniture and equipment expense 3,595 4,010 (415) -10.35% Amortization of intangibles 3,052 2,689 363 13.50% Telephone 985 962 23 2.39% Stationery and supplies 856 914 (58) -6.35% Professional services 913 635 278 43.78% Automated services 3,353 523 2,830 541.11% FDIC insurance assessment 2,252 2,431 (179) -7.36% Bankcard 1,395 1,236 159 12.86% Postage 812 845 (33) -3.91% Courier 609 562 47 8.36% Consultant contracts 296 303 (7) -2.31% Legal 238 659 (421) -63.88% All other 3,523 4,261 (738) -17.32% Total noninterest expense $45,146 $42,682 $2,464 5.77% PAGE 13 PART II - OTHER INFORMATION Item 1. Legal Proceedings. Neither Registrant nor its subsidiary, First Citizens Bank and Trust Company, nor its subsidiaries, are a party to, nor is any of their property the subject of, any material or other pending legal proceeding, other than ordinary routine proceedings incidental to their business. Item 2. Changes in Securities. Not Applicable. Item 3. Defaults upon Senior Securities. Not Applicable. Item 4. Submission of Matters to Vote of Security Holders. Not Applicable. Item 5. Other Information. Not Applicable. Item 6. Exhibits and Reports on Form 8-K. (a) Exhibits 11 Statement Re Computation of Per Share Earnings - Page 19 (b) No reports on Form 8-K were filed during the quarter ended September 30, 1994. PAGE 14 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. FIRST CITIZENS BANCORPORATION OF SOUTH CAROLINA, INC. (Registrant) Dated: November 14, 1994 Jay C. Case, Treasurer (Chief Financial Officer) Dated: November 14, 1994 Jay C. Case, Treasurer (Chief Financial Officer)