UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1996
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File Number 0-23976
FIRST NATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
Virginia 54-1232965
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
112 West King Street, Strasburg, Virginia 22657
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (540) 465-9121
NONE
(Former name, former address and former fiscal year, 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 of each of the issuer's classes of common stock,
as of the latest practicable date:
Class: Common stock, $5.00 par value
Outstanding as of October 31, 1996: 773,438
FIRST NATIONAL CORPORATION
INDEX
Part 1. Financial Information
Item 1. Financial Statements Page No.
Consolidated Statements of Income 3
Consolidated Balance Sheets 5
Consolidated Statements of Cash Flows 6
Consolidated Statements of Changes
in Stockholders' Equity 7
Notes to Consolidated Financial Statements 8
Item 2. Management's Discussion and Analysis
of Results of Operations and Financial Condition 11
Part II. Other Information
Item 1 Legal Proceedings 13
Item 4. Submission of Matters to a vote of
Security Holders 13
Item 6. Exhibits and Reports on Form 8-K 13
Signature 14
FIRST NATIONAL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(In Thousands of Dollars)
(Except Per Share Amounts)
Three Months Ended
September 30, 1996 September 30, 1995
Interest Income
Interest and Fees on Loans $2,199 $1,889
Interest on Federal Funds Sold 29 25
Interest on Deposits in Banks 6 3
Interest and Dividends on Investment
Securities Available for Sale
Taxable 371 342
Non Taxable 94 67
Held to Maturity
Taxable 52 150
------ ------
Total Interest Income $2,751 $2,476
------ ------
Interest Expense
Interest on Savings Deposits and Interest
Bearing Demand Deposits $655 $430
Interest on Time Deposits of
$100,000 or more 151 131
Interest on All Other Time Deposits 471 630
Interest on Federal Funds Purchased 0 1
Interest on Note Payable 24 15
------ ------
Total Interest Expense $1,301 $1,207
Net Interest Income $1,450 $1,269
Provision for Loan Losses 30 0
------ ------
Net Interest Income After Provisions
for Loan Losses $1,420 $1,269
------ ------
Other Operating Income
Service Charges $116 $124
Gains on Securities Available for Sale 1 21
Other Operating Income 89 113
----- -----
Total Non-interest Income $206 $258
----- -----
Other Operating Expenses
Salaries and Employee Benefits $550 $569
Occupancy Expense 53 60
Equipment Expense 133 141
Other Operating Expenses 320 264
------ ------
Total Operating Expenses $1,056 $1,034
------ ------
Income Before Income taxes $570 $493
Income Taxes 166 148
------ ------
Net Income $404 $345
====== ======
Per Share Data
Net Income $0.52 $0.45
====== ======
Cash Dividends 0.00 0.13
====== ======
<FN>
The Accompanying Notes Are An Integral Part Of These Statements
</FN>
3
FIRST NATIONAL CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
(In Thousands of Dollars)
(Except Per Share Amounts)
Nine Months Ended
September 30, 1996 September 30, 1995
Interest Income
Interest and Fees on Loans $6,326 $5,464
Interest on Federal Funds Sold 72 50
Interest on Deposits in Banks 19 9
Interest and Dividends on Investment Securities
Available for Sale
Taxable 1,027 1,109
Non Taxable 290 189
Held to Maturity
Taxable 190 489
------ ------
Total Interest Income $7,924 $7,310
------ ------
Interest Expense
Interest on Savings Deposits and Interest
Bearing Demand Deposits $1,444 $1,125
Interest on Time Deposits of $100,000 or more 443 391
Interest on All Other Time Deposits 1,810 1,873
Interest on Federal Funds Purchased 2 14
Interest on Note Payable 75 111
------ ------
Total Interest Expense $3,774 $3,514
Net Interest Income $4,150 $3,796
Provision for Loan Losses 90 0
------ ------
Net Interest Income After Provisions
for Loan Losses $4,060 $3,796
------ ------
Other Operating Income
Service Charges $348 $372
Trust Income 0 3
Gains (Losses) on Securities
Available for Sale 1 (10)
Other Operating Income 257 341
------ ------
Total Non-interest Income $606 $706
------ ------
Other Operating Expenses
Salaries and Employee Benefits $1,654 $1,638
Occupancy Expense 165 161
Equipment Expense 383 353
Other 949 965
------ ------
Total Operating Expenses $3,151 $3,117
------ ------
Income Before Income taxes $1,515 1,385
Income Taxes 436 420
------ ------
Net Income $1,079 $965
====== ======
Per Share Data
Net Income $1.40 $1.25
====== ======
Cash Dividends 0.30 0.39
====== ======
<FN>
The Accompanying Notes Are An Integral Part Of These Statements
</FN>
4
FIRST NATIONAL CORPORATION
CONSOLIDATED BALANCE SHEETS
(In Thousands of Dollars)
September 30, 1996 December 31, 1995
ASSETS
Cash and due from banks $4,313 $4,314
Federal Funds Sold 998 0
Investment Securities
Available for Sale 30,435 30,543
Held to Maturity 3,365 6,076
Loans Net of Unearned Discount 98,205 86,887
Less: Allowance for Loan Losses 972 901
------- -------
Net Loans 97,233 85,986
Bank Premises and Equipment 3,015 3,089
Interest Receivable 859 840
Other Real Estate 1,002 804
Other Assets 772 669
-------- --------
Total Assets $141,992 $132,321
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits
Demand Deposits
Non-Interest Bearing $15,451 $12,946
Interest Bearing 17,245 16,715
Savings Deposits 35,195 29,153
Certificates of Deposit of
$100,000 and over 12,622 11,054
All Other Time Deposits 44,625 46,038
-------- --------
Total Deposits $125,138 $115,906
-------- --------
Federal Funds Purchased 0 382
Federal Home Loan Bank Advance 1,486 1,500
Accrued Expenses 803 625
-------- --------
Total Liabilities $127,427 $118,413
-------- --------
Stockholders' Equity
Common Stock, Par Value $5 per Share;
Authorized 2,000,000 Shares,
772,812 and 771,698 Shares Issued
and Outstanding $3,864 $3,859
Surplus 1,107 1,090
Unrealized Gain (Loss) on Securities
Available for Sale, Net (141) 71
Undivided Profits 9,735 8,888
------- -------
Total Stockholders' Equity $14,565 $13,908
------- -------
Total Liabilities and
Stockholders' Equity $141,992 $132,321
======== ========
<FN>
The Accompanying Notes Are An Integral Part of These Statements
</FN>
5
FIRST NATIONAL CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands of Dollars)
NINE MONTHS ENDED
September 30, 1996 September 30, 1995
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income $1,079 $965
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 322 315
Provision for loan losses 90 0
Change in assets and liabilities:
(Increase) in interest receivables (19) (56)
(Increase) decrease in other assets (103) 25
Increase in accrued expenses 178 97
------ ------
Net Cash Provided by Operating Activities $1,547 $1,346
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sale of securities-
available for sale $1,101 $8,179
Proceeds from maturities and
principal payments on securities-
available for sale 4,014 1,881
Purchases of securities-available for sale (5,363) (8,889)
Proceeds from maturities and
principal payments on securities-
held to maturity 2,710 3,035
Purchases of securities-held to maturity 0 (253)
Proceeds on sale of bank premises and equipment 0 4
Purchases of bank premises and equipment (320) (759)
Net (increase) in loans (11,318) (8,477)
(Increase) in federal funds sold (998) 0
-------- -------
Net Cash (Used in) Investing Activities ($10,174) ($5,279)
-------- -------
CASH FLOWS FROM FINANCING ACTIVITIES
Net increase in demand deposits, NOW accounts,
and savings accounts 9,077 10,594
Net increase (decrease) in certificates of deposit 155 (5,582)
Net (decrease) in long-term borrowings (14) (3,000)
Net proceeds from issuance of common stock 22 5
Cash dividends paid (232) (300)
Net increase (decrease) in federal funds purchased (382) 2,275
------ ------
Net Cash Provided by Financing Activities $8,626 $3,992
------ ------
Increase (Decrease) in Cash and Cash Equivalents ($1) $59
CASH AND CASH EQUIVALENTS:
Beginning $4,314 $3,028
------ ------
Ending $4,313 $3,087
====== ======
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash payments for:
Interest $1,072 $1,130
====== ======
Income Taxes $391 $422
====== ======
<FN>
The Accompanying Notes Are An Integral Part of These Statements
</FN>
6
FIRST NATIONAL CORPORATION
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
(IN THOUSANDS OF DOLLARS)
Nine Months Ended September 30, 1996 and 1995
Unrealized
Gain / Loss on
Securities
Common Available Retained
Stock Surplus For Sale Earnings Total
Balances, December 31, 1994 $3,855 $1,076 ($831) $8,036 $12,136
Issuance of 210 shares of common stock
employee stock options 1 4 --- --- 5
Net Income --- --- --- 965 965
Unrealized Gain on Securities Available
for Sale --- --- 778 --- 778
Cash Dividends --- --- --- (300) (300)
------ ------ ----- ------ -------
Balances, September 30, 1995 $3,856 $1,080 ($53) $8,701 $13,584
====== ====== ===== ====== =======
Balances , December 31, 1995 $3,859 $1,090 $71 $8,888 $13,908
Issuance of 1,114 shares of common Stock
dividend reinvestment plan 5 17 --- --- 22
Net Income --- --- --- 1,079 1,079
Increase In Unrealized loss on securities
available for sale --- --- (212) --- (212)
Cash dividends --- --- --- (232) (232)
------ ------ ------ ------ -------
Balances, September 30, 1996 $3,864 $1,107 ($141) $9,735 $14,565
====== ====== ====== ====== =======
<FN>
The Accompanying Notes Are An Integral Part of These Statements
</FN>
7
FIRST NATIONAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1.Interim Financial Statements
The accompanying consolidated financial statements of First National
Corporation and its subsidiaries have not been audited by independent
accountants, except for the balance sheet at December 31, 1995. In the opinion
of the company's management, the financial statements reflect all adjustments
necessary to present fairly the results of operations for the nine month periods
ended September 30, 1996 and 1995, the company's financial position at September
30, 1996 and December 31, 1995, and the cash flows for the Nine month periods
ended September 30, 1996 and 1995. These adjustments are of a normal recurring
nature.
Note 2.Securities as of September 30, 1996 and December 31, 1995 are summarized
below:
(000 Omitted)
September 30, 1996 December 31, 1995
Unrealized Unrealized
Book Market Gain (Loss) Book Market Gain (Loss)
Securities Available For Sale
U. S. Treasury Securities $0 $0 $0 $1,003 $1,007 $4
U. S. Agency Securities 23,155 22,929 ($226) 21,449 21,505 $56
Obligation of State and Political
Subdivisions 6,424 6,437 $13 6,693 6,961 $268
Other Securities 1,069 1,069 $0 1,052 1,070 $18
------- ------- ----- ------- ------- ----
Total Securities Available for Sale $30,648 $30,435 ($213) $30,197 $30,543 $346
Securities Held to Maturity
U. S. Treasury Securities $0 $0 $0 $0 $0 $0
U. S. Agency Securities 3,365 3,347 ($18) 6,076 6,082 $6
Obligation of State and Political
Subdivisions 0 0 $0 0 0 $0
Other Securities 0 0 $0 0 0 $0
------ ------ ---- ------ ------ ---
Total Securities Held to Maturity $3,365 $3,347 ($18) $6,076 $6,082 $6
8
FIRST NATIONAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 3. The consolidated loan portfolio, stated at face amount, is composed of
the following:
(000 Omitted)
September 30, 1996 December 31, 1995
Real estate loans:
Construction and land development $2,349 $3,990
Secured by farm land 998 898
Secured by 1-4 family residential 43,037 42,236
Other real estate loans 16,425 13,549
Loans to farmers
(except those secured by real estate) 783 574
Commercial and industrial loans
(except those secured by real estate) 13,109 5,843
Loans to individuals for
personal expenditures 21,791 20,288
All other loans 1,045 1,172
------- -------
Total loans $99,537 $88,550
Less unearned income reflected in loans 1,332 1,663
------- -------
Loans, net of unearned income $98,205 $86,887
======= =======
<FN>
The Bank had loans in a nonaccrual category of $120,320 on December 31, 1995
and $64,000 on September 30, 1996.
</FN>
Note 4. Allowance for Loan Losses
Analysis of the Allowance for Loan Losses
For the Nine Months Ended
(000 Omitted)
September 30, 1996 September 30, 1995
Balance at Beginning of Period $901 $1,155
Charge-Offs 34 36
Recoveries 15 23
---- ------
Net Charge-Offs 19 13
Provision for Loan Losses 90 0
---- ------
Balance at End of Period $972 $1,142
==== ======
9
FIRST NATIONAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 5. New Accounting Pronouncements
Statement of Financial Accounting Standards No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed of,"
establishes standards for the impairment of long-lived assets, certain
identifiable intangibles, and goodwill related to those assets to be held and
used and for long-lived assets and certain identifiable intangibles to be
disposed of. This Statement requires that long-lived assets and certain
identifiable intangibles to be held and used by an entity be reviewed for
impairment whenever events or changes in circumstances indicate that the
carrying amount of an asset may not be recoverable. The Statement is effective
for fiscal years beginning after December 15, 1995. The Statement did not have a
material impact on the Corporation.
Statement of Financial Accounting Standards No. 122, "Accounting for Mortgage
Servicing Rights," amends SFAS No. 65, "Accounting for Certain Mortgage Banking
Activities," to require that a mortgage banking enterprise recognize as separate
assets rights to service mortgage loans for others, however those servicing
rights are acquired. A mortgage banking enterprise that acquires mortgage
servicing rights through either the purchase or origination of mortgage loans
and sells or securitizes those loans with servicing rights retained should
allocate the total cost of the mortgage loans to the mortgage servicing rights
and the loans (without the mortgage servicing rights) based on their relative
fair values if it is practicable to estimate those fair values. If it is not
practicable to estimate the fair values of the mortgage servicing rights and the
mortgage loans (without the mortgage servicing rights), the entire cost of
purchasing or originating the loans should be allocated to the mortgage loan.
The Statement did not have a material impact on the Corporation.
Statement of Financial Accounting Standards No. 123, "Accounting for
Stock-Based Compensation" establishes financial accounting and reporting
standards for stock-based employee compensation plans. Those plans include all
arrangements by which employees receive shares of stock or other equity
instruments of the employer or the employer incurs liabilities to employees in
amounts based on the price of the employer's stock. Examples are stock purchase
plans, stock options, restricted stock, and stock appreciation rights. This
Statement also applies to transactions in which an entity issues its equity
instruments to acquire goods or services from nonemployees. Those transactions
must be accounted for based on the fair value of the consideration received or
the fair value of the equity instruments issued, whichever is more reliably
measurable.
This Statement defines a fair value based method of accounting for an
employee stock option or similar equity instrument and encourages all entities
to adopt that method of accounting for all of their employee stock compensation
plans. However, it also allows an entity to continue to measure compensation
cost for those plans using the intrinsic value based method of accounting
prescribed by APB Opinion 25, "Accounting for Stock Issued to Employees." The
fair value based method is preferable to the Opinion 25 method for purposes of
justifying a change in accounting principle under APB opinion 20, "Accounting
Changes." Entities electing to remain with the accounting of Opinion 25 must
make pro forma disclosures of net income and, if presented, earnings per share,
as if the fair value based method of accounting defined in this Statement had
been applied.
The Statement is effective for fiscal years beginning after December 15,
1995. The disclosures must include the pro forma effects of other awards granted
in fiscal years beginning after December 31, 1994. The Statement did not have a
material impact on the Corporation.
10
FIRST NATIONAL CORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Overview
Net income for the nine months ended September 30, 1996 was $1.079 million
compared to $965 thousand in the same period of 1995. There was an increase of
$260 thousand in interest expense when the two periods are compared which was
less than the increase in interest income of $614 thousand during this period.
This was the result of increases in the loan portfolio which were funded by
savings deposits and cash flows from the investment portfolio. The net interest
margin moved up 14 basis points as a result of an increase in the yield on
earning assets and a slight decline in the cost of funds.
Total assets grew $9.7 million during this nine month period of 1996. The
loan portfolio led the way by growing $11.3 million or 13.03% during this
period. Other real estate increased during the period when a parcel acquired for
expansion was transferred from land and premises when management decided not to
expand into Stephens City. Other assets grew during this period by $103
thousand. Federal funds sold increased $998 thousand. Funding for these
increases was provided by the securities portfolio which decreased $2.8 million.
Most of the funding for this growth was provided by an increase in total
deposits of $9.23 million.
Yields, Rates and Net Interest Margin
While interest rates have remained steady during the third quarter of 1996,
the yield on the loan portfolio during 1996 has actually increased from 9.12% to
9.23%. This increase in yield occurred during a period when management was able
to increase the total loan portfolio at a rate greater than the growth in the
local economy. Due to an increase in volume in lower cost deposit products the
cost of interest bearing liabilities actually declined slightly from 4.74% in
1995 to 4.72% in 1996. This increase in yield on earning assets in conjunction
with a decline in costs on interest bearing liabilities caused the interest rate
spread to increase from 3.63% in 1995 to 3.81% in 1996 and as a result the net
interest margin also increased from 4.41% to 4.55%.
Future Operations
While the bank has opened a new branch office during each of the last two
years, there are no plans to continue in this manner. Management, instead, plans
to improve the support departments for the existing branch network by remodeling
the Strasburg office and by erecting a new building adjacent to the "main
office" building which will house all the operations departments of the bank
under one roof. Construction was started during the second quarter and should be
completed around the end of first quarter of 1997.
Management plans to continue to expand and diversify the loan portfolio and
will introduce a program to provide alternative financial products, mutual
funds, bonds, common stock and investment products other than bank deposits, to
both bank customers and noncustomers during the fourth quarter of 1996.
11
FIRST NATIONAL CORPORATION
AVERAGE BALANCES, INCOME AND EXPENSE, YIELDS AND RATES
Nine Months Ended September 30,
1996 1995
Annual Annual
Average Income/ Yield/ Average Income/ Yield/
Balance Expense Rate Balance Expense Rate
ASSETS
Balances at correspondent banks-
interest bearing $175,694 $19,332 14.63% $202,158 $8,758 5.76%
Securities:
Taxable 26,138,124 1,216,644 6.19% 32,716,800 1,598,427 6.50%
Tax-exempt (1) 6,666,485 440,076 8.78% 3,959,888 286,848 9.63%
---------- --------- ----- ---------- --------- -----
Total Securities 32,804,609 1,656,720 6.72% 36,676,688 1,885,275 6.84%
Loans (net of earned income): (2)
Taxable 90,792,671 6,291,389 9.22% 79,164,862 5,423,890 9.11%
Tax-exempt (1) 656,185 52,294 10.60% 795,361 60,035 10.04%
Total Loans 91,448,856 6,343,683 9.23% 79,960,223 5,483,925 9.12%
Federal funds sold and repurchase
agreements 1,790,990 71,653 5.32% 1,164,716 50,319 5.75%
----------- --------- ----- ----------- --------- -----
Total earning assets 126,220,150 8,091,388 8.53% 118,003,785 7,428,277 8.37%
Less: allowance for Loan Losses (936,751) (1,127,458)
Total nonearning assets 9,941,850 7,844,984
------------ ------------
Total Assets $135,225,248 $124,721,311
============ ============
LIABILITIES AND SHAREHOLDER EQUITY
Interest bearing deposits:
Checking $9,941,021 $162,825 2.18% $9,026,570 $166,562 2.45%
Money market savings 7,615,827 193,661 3.38% 7,685,712 199,920 3.46%
Regular savings 31,318,624 1,087,665 4.62% 21,948,322 758,175 4.59%
Certificates of deposit:
Less than $100,000 45,227,989 1,809,698 5.32% 47,867,708 1,874,011 5.21%
$100,000 and more 10,748,579 442,673 5.48% 9,386,459 309,429 5.53%
----------- --------- ----- ---------- --------- -----
Total interest bearing deposits 104,849,039 3,696,522 4.69% 95,914,771 3,389,097 4.70%
Fed funds purchased 47,224 2,523 7.11% 0 0 N/A
Short term borrowings 0 0 N/A 2,664,255 125,123 6.25%
Long term borrowings 1,496,158 51,551 6.89% 0 0 N/A
Total interest bearing ----------- --------- ----- ---------- --------- -----
liabilities 106,390,111 3,773,979 4.72% 98,579,026 3,514,220 4.74%
Noninterest bearing liabilities
Demand deposits 13,975,034 12,709,055
Other liabilities 785,376 956,475
----------- -----------
Total liabilities 121,150,521 112,244,556
Stockholders' equity 14,074,727 12,476,755
Total liabilities and ------------ ------------
stockholders' equit $135,225,248 $124,721,311
============ ============
Net Interest income 4,317,408 3,914,057
========= =========
Interest rate spread 3.81% 3.63%
Interest expense as a percent of average
earning assets 3.98% 3.96%
Net interest margin 4.55% 4.41%
<FN>
(1) Income and yields are reported on a taxable-equivalent basis assuming a federal tax rate of 34% in 1995 and 1996.
(2) Loans placed on a nonaccrual status are reflected in the balances.
</FN>
12
First National Corporation
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
As of September 30, 1996 neither the corporation nor the bank was a party
to any legal proceedings.
Item 2. Not Applicable
Item 3. Not Applicable
Item 4. Submission of Matters to a Vote of Security Holders
No matters were submitted to a vote of security holders during the third
quarter of 1996.
Item 5. Not Applicable
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits:
2. Plan of acquisition, reorganization, arrangement,
liquidation or succession.
Not applicable
3 (iArticles of Incorporation
(iBylaws
There have been no amendments during the quarter.
4. Instruments defining the rights of security holders,
including indentures.
Not applicable
10. Material contracts
Not applicable
11. Statement re computation of per share earnings.
Not applicable
15. Letter re unaudited interim financial information.
Not applicable
13
First National Corporation
PART II. OTHER INFORMATION
18. Letter re change in accounting principles.
Not applicable
19. Report furnished to security holders.
Not applicable
22. Published report regarding matters submitted to vote
of security holders.
Not applicable
23. Consent of experts and counsel.
Not applicable
24. Power of attorney
Not applicable
27. Financial Data Schedule
Filed electronically as a separate document.
99. Additional Exhibits
Not applicable
(b). Reports on form 8-K
None
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.
First National Corporation
(Registrant)
Date November 13, 1996 Dana A. Froom
Dana A. Froom, Comptroller
(Principal Accounting Officer and
Duly Authorized Officer)
14