U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB QUARTERLY REPORT UNDER SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter ended September 30, 1996 Commission file number 0-12425 Citizens Bancshares, Inc. (Exact name of small business issuer as specified in its charter) Louisiana 72-0759135 (State or other jurisdiction of (I.R.S. Employer Identification) incorporation or organization) 841 West Main Street, Ville Platte, La. 70586 (Address of principal executive offices) Issuer's telephone number, including area code 318-363-5643 Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months, and (2) had been subject to such filing requirements for the past 90 days. Yes (x) No ( ) State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: Number of Class of Common Stock Shares Outstanding As of Common Stock $5 Par Value 115,000 September 30, 1996 CITIZENS BANCSHARES, INC. AND CITIZENS BANK, VILLE PLATTE, LOUISIANA INDEX PART I. FINANCIAL INFORMATION PAGE Condensed Consolidated Balance Sheets - September 30, 1996 and December 31, 1995..............3 Condensed Consolidated Statements of Income - Nine and Three months ended September 30, 1996 and September 30, 1995................................4 Condensed Consolidated Statements of Cash Flows - Nine months ended September 30, 1996 and September 30, 1995....................................5 Notes to Consolidated Financial Statements..............6 Management's Discussion and Analysis of Financial Condition and Results of Operations............................................7 PART II. OTHER INFORMATION Item 1. Legal Proceedings...............................9 Item 6. Exhibits and Reports of Form 8-K................9 PART I. CITIZENS BANCSHARES, INC. AND CITIZENS BANK, VILLE PLATTE, LOUISIANA CONDENSED CONSOLIDATED BALANCE SHEETS SEPTEMBER 30, 1996 AND DECEMBER 31, 1995 (in thousands of dollars) SEPT 30, 1996 DEC 31, 1995 ASSETS Cash and due from banks $ 1,958 $ 2,498 Federal Funds Sold 4,375 3,575 CASH AND CASH EQUIVALENTS 6,333 6,073 Interest-bearing deposits in banks 3,568 3,765 Investment securities Held to maturity (estimated fair values 9,513 9,695 of $9,663 and $9,849) Available-for-Sale, at fair value 23,840 25,224 TOTAL SECURITIES 33,353 34,919 Loans, 42,904 37,444 Unearned income ( 482) ( 527) Allowance for possible loan losses ( 855) ( 832) NET LOANS 41,567 36,085 Premises and equipment, net 965 850 Foreclosed real estate 18 28 Accrued interest receivable 883 868 Deferred Tax Asset 95 -- Other assets 518 582 TOTAL ASSETS $87,300 $83,170 LIABILITIES Deposits Demand deposits $ 8,350 $ 7,773 Savings, NOW & money market accounts 11,854 12,693 Time deposits $100,000 or more 19,910 17,829 Other time deposits 38,394 36,717 TOTAL DEPOSITS 78,508 75,012 Accrued interest payable 481 480 Deferred tax liability -- 20 Other liabilities 170 106 TOTAL LIABILITIES 79,159 75,618 SHAREHOLDERS' EQUITY Common Stock $5 par value, 300,000 shares authorized, 115,000 shares issued and outstanding 575 575 Additional paid-in capital 825 825 Retained earnings 6,839 6,029 Unrealized (loss) gain on Available-for-Sale Securities, net of applicable deferred income taxes (98) 123 TOTAL SHAREHOLDERS' EQUITY 8,141 7,552 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $87,300 $83,170 The accompanying notes are an integral part of these financial statements. CITIZENS BANCSHARES, INC. AND CITIZENS BANK, VILLE PLATTE, LOUISIANA CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) NINE AND THREE MONTHS ENDED SEPTEMBER 30,1996 AND 1995 (in thousands of dollars, except per share data) NINE MONTHS THREE MONTHS ENDED ENDED 9/30/96 9/30/95 9/30/96 9/30/95 Interest income Interest and fees on loans $ 2,859 $ 2,592 $1,022 $ 921 Interest on investment securities U.S. Treasury Securities 223 291 75 87 Obligations of other U.S. Government 1,105 1,006 369 361 agencies and corporations Obligations of states and political 197 149 68 53 subdivisions Interest on federal funds sold 179 163 45 47 Interest on deposits in other banks 163 175 51 59 TOTAL INTEREST INCOME 4,726 4,376 1,630 1,528 Interest expense Interest on deposits Savings and NOW accounts 265 270 88 89 Certificates and other time deposits $100,000 and more 802 731 259 264 Other time deposits 1,583 1,365 551 500 TOTAL INTEREST EXPENSE 2,650 2,366 898 853 Net interest income 2,076 2,010 732 675 Provision for Possible Loan Losses 53 75 23 45 Net interest income after provision for possible loan losses 2,023 1,935 709 630 Service Charge on deposit accounts 294 268 100 95 Other income 133 157 48 29 Salaries & Employee Benefits 698 648 253 226 Other expense 607 698 212 194 Income before income taxes 1,145 1,014 392 334 Income tax expense 338 289 111 72 Net Income $ 807 $ 725 $ 281 $ 262 Net income per share of common stock $ 7.02 $ 6.30 $ 2.44 $ 2.28 The accompanying notes are an integral part of these financial statements. CITIZENS BANCSHARES, INC AND CITIZENS BANK, VILLE PLATTE, LOUISIANA CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) SEPTEMBER 30, 1996 AND SEPTEMBER 30, 1995 SEPT SEPT 30, 1996 30, 1995 Cash flows from operating activities: Net Income $ 811 $ 727 Adjustments to reconcile net income to net cash provided by operating activities - Provision for possible loan losses 53 75 Depreciation 40 31 Net (accretion) of investment securities (27) (40) (Gain) on sale of other real estate (18) -- (Increase) in interest receivable (16) (9) (Increase) in other assets (400) (396) (Decrease) increase in interest payable (1) 105 Increase in other liabilities 64 67 Net cash provided by operating activities 506 560 Cash flows from investing activities: Proceeds from maturities and calls of investment securities 14,155 8,317 Purchase of investment securities (13,722) (11,191) (Decrease) increase in interest-bearing deposits in other banks (197) 208 Proceeds from sales of other real estate 158 -- (Increase) in loans (3,982) (3,070) Purchase of premises and equipment (155) (300) Net cash (used) by investing activities (3,743) (6,036) Cash flows from financing activities: Increase in deposits 3,497 7,143 Net cash provided by financing activities 3,497 7,143 Net increase in cash and cash equivalents 260 1,667 Cash and cash equivalents, beginning of year 6,073 4,124 Cash and cash equivalents, end of period $ 6,333 $ 5,791 Cash paid for income taxes $ 305 $ 250 Cash paid for interest expense $ 2,649 $ 2,260 Other real estate acquired in satisfaction of loans $ 151 $ 59 Total Increase (decrease) in Fair Value of Securities Available for Sale $ (336) $ 821 CITIZENS BANCSHARES,INC. CITIZENS BANK, VILLE PLATTE, LOUISIANA PART I -- FINANCIAL INFORMATION Item 1. Financial Statements (1) The interim financial statements are prepared pursuant to the requirements for reporting on Form 10-QSB. The December 31, 1995 balance sheet data was derived from audited financial statements but does not include all disclosures required by generally accepted accounting principles. The interim financial statements and notes thereto should be read in conjunction with the financial statements and notes included in the Company's latest annual report on Form 10-KSB. In the opinion of management, the interim financial statements reflect all adjustments of a normal recurring nature necessary for a fair statement of the results for interim periods. The current period results of operations are not necessarily indicative of results which ultimately will be reported for the full year ended December 31, 1996. (2) On January 1, 1996, the Company adopted Statement of Financial Accounting Standards No. 121, "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of." Statement No. 121 requires that long-lived assets and certain identifiable intangibles to be held and used by the Company be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Measurement of an impairment loss on these assets is based on fair value. In addition, long-lived assets and certain identifiable intangibles to be disposed of are required to be reported at the lower of carrying amount or fair value less costs to sell. The adoption of this statement did not have a material effect on the financial position as of September 30, 1996 or the results of operations for the three and nine month periods then ended. CITIZENS BANCSHARES, INC. AND CITIZENS BANK, VILLE PLATTE, LOUISIANA MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS SEPTEMBER 30, 1996 GENERAL STATEMENT For a comprehensice review of financial condition and results of operations of Citizens Bancshares, Inc. (the Company), this discussion and anaylsis should be reviewed along with the information and financial statements presented elsewhere in this report. The Company is a one-bank holding company whose sole subsidiary is Citizens Bank, Ville Platte, Louisiana (the Bank). Citizens Bank, Ville Platte, Louisiana is a commercial banking institution formed in 1975 under the banking laws of the State of Louisiana. The bank operates a main office located in the City of Ville Platte, Louisiana and also operates branch facilities in the Town of Mamou, Louisiana and the Village of Pine Prairie, Louisiana. The Bank offers a full range of traditional commercial banking services, including demand, savings, and time deposits; consumer, commercial, agriculture, and real estate loans; safe-deposit boxes; and VISA and MASTERCARD. Drive-in facilities are located at all banking locations. FINANCIAL CONDITION The Bank's total assets increased during the first nine months of 1996 from $83,170,000 to $87,300,000, a $4,130,000 or 4.97% increase attributable primarily to a $5,482,000 increase in loans. At September 30, 1996 the bank's loan to deposit ratio was 54.04%. Earings assets, which include loans, investments securities, federal funds sold, and deposits in other banks were $82,863,000, a 5.77% increase from 1995 year end earning assets of $78,344,000. At September 30, 1996, the Bank's yield on earning assets was 7.55%. Securities classified as "held- to-maturity" had an amortized cost/recorded value of $9,513,000 and a fair value of $9,663,000; securities classifed as "available-for-sale" had a fair recorded value of $23,840,000 and an amortized cost of $23,989,000 at September 30, 1996. The Bank maintains an allowance for loan losses against which impaired or uncollectible loans are charged. The balance in the allowance for loan losses was $855,000 as of September 30, 1996, which represents a 2.02% of total loans outstanding on that date. Provisions to the allowance for loan losses, which were charged to net income of 1996, totaled $53,000. Management evaluates the adequacy of the allowance for loan losses on a monthly basis by monitoring the balance in total loans as well as the past due, nonaccrual, classified, and other problem loans. On the basis of this evaluation, the allowance for loan losses is considered adequate to meet possible future charges for losses in the existing loan portfolio. At September 30, 1996 past due loans to total loans were 1.11% and charge-off loans to total was 0.15%. As the Bank's primary source of funds, deposits, both time and demand, increased by $3,496,000 or 4.66% during the first nine months of 1996. The primary functions of asset/liability management are to assure adequate liquidity and maintaince of appropriate balance between interest-earning assets and interest-bearing liabilities. Liquidity management involves the ability to meet cash flow requirements of customers. With the Bank's asset/liability management program, most loan and deposit changes can be anticipated and provided for without an adverse impact on earnings. The Bank's liquidity ratio at September 30, 1996 was 51.48%. RESULTS OF OPERATIONS The Bank reported a net income of $807,000 or $7.02 per average share outstanding for the first nine months of 1996. Net return on assets was 1.25% and net return on equity was 11.93%. At September 30, 1996, the bank's ratios were as follows: Capital to Asset 9.50% Risk Based 19.60% Tier 1 18.35% Leverage Ratio 9.16% CITIZENS BANCSHARES, INC. AND CITIZENS BANK, VILLE PLATTE, LOUISIANA PART II. OTHER INFORMATION Item 1. Legal Proceedings Legal proceedings involving the Bank are limited to proceedings arising from normal business activities, none of which are considered material. Item 6. Exhibits and Reports on Form 8-K (a) Part II Exhibits: none (b) The Company has not filed any reports on Form 8-K during the quarter ended September 30, 1996. 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. CITIZENS BANCSHARES, INC. CARL W. FONTENOT PRESIDENT & CEO WAYNE VIDRINE EXECUTIVE VICE PRES.-TREASURER