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 March 31, 1995, 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 0-12216
OLD KENT FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Michigan 38-1986608
(State of Incorporation) (I.R.S. Employer Identification Number)
One Vandenberg Center
Grand Rapids, Michigan 49503
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including a(616) 771-5000
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 periods 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
The number of shares outstanding of the registrant's Common stock, par value
of $1, as of April 30, 1995 was 43,041,617 shares.
INDEX
OLD KENT FINANCIAL CORPORATION
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited)
Consolidated Balance Sheets as of March 31, 1995
and December 31, 1994
Consolidated Statements of Income for the
three months ended March 31, 1995 and 1994
Consolidated Statements of Cash Flows for the
three months ended March 31, 1995 and 1994
Notes to consolidated financial statements
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations
PART II. OTHER INFORMATION
Item 4. Submission of matters to a vote of
security holders
Item 6. Exhibits and Reports on Form 8-K
SIGNATURES
OLD KENT FINANCIAL CORPORATION AND SUBSIDIARIES
Consolidated Balance Sheets (Unaudited)__________________________________________________________
March 31, December 31,
(dollars in thousands) 1995 1994
ASSETS:
Cash and due from banks............................................. $ 466,168 $ 486,281
Federal funds sold and resale agreements............................ 542,341 28,727
Total cash and cash equivalents..................................... 1,008,509 515,008
Interest-earning deposits........................................... 15,789 5,255
Trading account securities.......................................... 56,276 10,651
Mortgages held-for-sale............................................. 139,825 189,989
Securities available-for-sale:
Collateralized mortgage obligations and other mortgage-backed
securities................................................... 280,604 406,422
Other securities................................................. 727,781 1,050,908
Total securities available-for-sale (amortized cost of
$1,031,229, and $1,518,208, respectively)...................... 1,008,385 1,457,330
Securities held-to-maturity:
Collateralized mortgage obligations and other mortgage-backed
securities................................................... 1,017,006 1,092,797
Other securities................................................. 1,033,858 990,695
Total securities held-to-maturity (market values of
$2,013,281 and $2,002,803, respectively)....................... 2,050,864 2,083,492
Loans............................................................... 7,204,268 6,854,849
Allowance for credit losses......................................... (171,194) (167,253)
Net loans........................................................... 7,033,074 6,687,596
Premises and equipment.............................................. 173,305 171,815
Other assets........................................................ 361,104 356,587
Total Assets........................................................ $11,847,131 $11,477,723
LIABILITIES AND SHAREHOLDERS' EQUITY:
Liabilities:
Deposits:
Non-interest bearing............................................. $ 1,336,327 $ 1,449,460
Interest-bearing................................................. 7,885,634 7,599,218
Foreign deposits -- interest-bearing............................. 340,730 380,659
Total deposits................................................. 9,562,691 9,429,337
Short-term borrowed funds........................................... 1,161,305 1,009,650
Other liabilities................................................... 185,834 141,621
Long-term debt...................................................... 1,095 1,119
Total Liabilities................................................... 10,910,925 10,581,727
Shareholders' Equity:
Preferred stock: 25,000,000 shares authorized and unissued.......... -- --
Common stock, $1 par value: 150,000,000 shares authorized;
42,969,105 and 43,178,291 shares issued and outstanding .......... 42,969 43,178
Capital surplus..................................................... 134,353 141,246
Retained earnings................................................... 773,738 751,163
Valuation adjustment of securities available-for-sale............... (14,854) (39,591)
Total Shareholders' Equity.......................................... 936,206 895,996
Total Liabilities and Shareholders' Equity.......................... $11,847,131 $11,477,723
See accompanying notes to consolidated financial statements
OLD KENT FINANCIAL CORPORATION AND SUBSIDIARIES
Consolidated Statements of Income (Unaudited)____________________________
For the Three Month
Ended March 31,
(in thousands, except per share data) 1995 1994
Interest Income:
Interest and fees on loans...........................$156,341 $105,527
Interest on mortgages available-for-sale............. 2,687 4,945
Interest on securities available-for-sale............ 22,833 22,603
Interest on securities held-to-maturity:
Taxable............................................ 30,550 34,080
Tax-exempt......................................... 3,272 3,289
Interest on deposits................................. 206 179
Interest on federal funds sold and resale agreement.. 2,698 669
Interest on trading account securities............... 328 469
Total interest income................................ 218,915 171,761
Interest Expense:
Interest on domestic deposits........................ 79,696 55,009
Interest on foreign deposits......................... 5,145 2,958
Interest on short-term borrowed funds................ 16,232 7,050
Interest on long-term debt........................... 28 25
Total interest expense............................... 101,101 65,042
Net Interest Income.................................... 117,814 106,719
Provision for credit losses............................ 4,567 4,664
Net interest income after provision
for credit losses.................................. 113,247 102,055
Other Income:
Trust income......................................... 10,326 10,312
Service charges on deposit accounts.................. 9,148 8,100
Securities transactions.............................. (137) (573)
Credit card transaction revenue...................... 6,593 4,723
Mortgage banking gains............................... 2,433 2,006
Mortgage servicing revenue........................... 3,856 2,697
Other................................................ 8,800 7,715
Total other income................................... 41,019 34,980
Other Expenses:
Salaries and employee benefits....................... 47,019 39,974
Occupancy expense.................................... 7,226 6,744
Equipment expense.................................... 5,996 5,403
FDIC Insurance....................................... 5,149 4,514
Interbank credit card transaction fees............... 4,110 2,974
Other expenses....................................... 33,053 28,294
Total other expenses................................. 102,553 87,903
Income Before Income Taxes............................. 51,713 49,132
Income taxes......................................... 17,010 16,241
Net Income.............................................$ 34,703 $ 32,891
Per Common Share:
Net income........................................... $0.80 $0.77
Dividends............................................ $0.31 $0.29
Number of Common Shares Used to Calculate
Primary Income Per Share (in thousands).............. 43,427 42,776
See accompanying notes to consolidated financial statements.
OLD KENT FINANCIAL CORPORATION AND SUBSIDIARIES
Consolidated Statements of Cash Flows (Unaudited)_______________________________________________________
Three months ended March 31 (in thousands) 1995 1994
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income....................................................................... $ 34,703 $ 32,891
Adjustments to reconcile net income
to net cash provided by operating activities:
Provision for credit losses.............................................. 4,567 4,664
Depreciation, amortization and accretion................................. 9,367 8,862
Net gains/(losses) on sales of assets.................................... (728) 50
Net change in trading account securities................................. (44,982) (28,962)
Originations and acquisitions of mortgages held-for-sale................. (318,728) (513,113)
Sales and prepayments of mortgages held-for-sale......................... 368,892 733,045
Net change in other assets............................................... (8,574) (26,754)
Net change in other liabilities.......................................... 32,192 (24,497)
Net cash provided by operating activities........................................ 76,709 186,186
CASH FLOWS FROM INVESTING ACTIVITIES:
Maturities and prepayments of securities available-for-sale...................... 17,345 46,659
Proceeds from sales of securities available-for-sale............................. 738,624 430,910
Purchases of securities available-for-sale....................................... (267,845) (608,755)
Maturities and prepayments of securities held-to-maturity........................ 54,551 92,742
Purchases of securities held-to-maturity......................................... (22,910) (188,808)
Net (increase) decrease in interest-earning deposits............................. (10,534) 25,070
Net increase in loans............................................................ (350,046) (101,674)
Purchases of leasehold improvements, premises and equipment (net)................ (6,871) (5,333)
Acquisition of subsidiaries (net of cash acquired)............................... - (11,353)
Net cash provided by (used for) investing activities............................. 152,314 (320,542)
CASH FLOWS FROM FINANCING ACTIVITIES:
Increase in time deposits........................................................ 420,570 231,056
Decrease in demand and savings deposits.......................................... (287,215) (10,746)
Increase in short-term borrowed funds............................................ 151,655 4,702
Payments of long-term debt obligations........................................... (23) (22)
Repurchases of common stock...................................................... (7,648) (33,265)
Proceeds of common stock issuances............................................... 545 1,284
Dividends paid to shareholders................................................... (13,406) (12,010)
Net cash provided by financing activities........................................ 264,478 180,999
Net change in cash and cash equivalents.......................................... 493,501 46,643
Cash and cash equivalents at beginning of period................................. 515,008 513,272
Cash and cash equivalents at end of period....................................... $1,008,509 $ 559,915
Supplemental disclosures of cash flow information:
Interest paid on deposits, short-term borrowings
and long-term debt......................................................... $ 91,883 $ 64,582
Federal income taxes paid...................................................... 3,737 3,872
See accompanying notes to consolidated financial statements
OLD KENT FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
March 31, 1995
NOTE A: BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and Rule
10-01 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of management,
all adjustments (consisting of normal recurring accruals) considered
necessary for a fair presentation have been included. Operating results for
the three months ended March 31, 1995 are not necessarily indicative of the
results that may be expected for the year ended December 31, 1995. For
further information, refer to the consolidated financial statements and
footnotes thereto included in the Corporation's annual report on Form 10-K
for the year ended December 31, 1994.
Prior period's amounts included in these financial statements have been
reclassified to place them on a basis comparable with the current periods'
financial statements.
NOTE B: LOANS AND NONPERFORMING ASSETS
The following summarizes loans and nonperforming assets at the
dates indicated (dollars in thousands):
March 31, December 31,
Loans: 1995 1994
Commercial.............................. $1,713,362 $1,655,764
Real estate - Commercial............... 1,539,963 1,326,042
Real estate - Construction............. 242,481 215,213
Real estate - Residential mortgages.... 1,149,949 1,160,614
Real estate - Consumer home equity .... 573,799 561,975
Consumer................................ 1,719,829 1,722,134
Credit card loans....................... 132,872 102,252
Lease financing......................... 132,013 110,855
Total Loans............................. $7,204,268 $6,854,849
Effective January 1, 1995, the Corporation adopted the provisions of
Statements of Financial Accounting Standards Nos. 114 and 118, "Accounting
by Creditors for Impairment of a Loan" and "Accounting by Creditors for
Impairment of a Loan - Income Recognition and Disclosures", respectively.
These statements require that the recorded investment in certain impaired
loans be adjusted by means of a valuation allowance to reflect a net carrying
value determined under one of the following methods: (1) the present value of
expected future cash flows discounted at the loan's effective rate of
interest, (2) the loan's observable market price, or (3) the fair value of
the collateral, if the loan is collateral dependent. Old Kent's policy is to
review its nonaccrual loans with a carrying value of $1 million or more for
measurement under the aformentioned standards. Based on the application of
this policy, at March 31, 1995, there was no valuation allowance associated
with these loans. Adoption of these statements had no effect upon the
Corporation's total allowance for credit losses or net income.
March 31, December 31,
Nonperforming Assets (dollars in thousands) 1995 1994
Impaired loans (on nonaccrual status)........ $47,998 $54,576
Restructured loans........................... 3,939 5,838
Other real estate owned...................... 12,660 12,366
Total nonperforming assets................... $64,597 $72,780
OLD KENT FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- Continued (Unaudited)
March 31, 1995
NOTE C: ALLOWANCE FOR CREDIT LOSSES
The following summarizes the changes in the allowance for credit losses
(in thousands of dollars):
For the three months
ended March 31,
Allowance for Credit Losses 1995 1994
Balance at January 1,............................ $167,253 $145,323
Allowances acquired with purchased loans.......... 198 176
Provision for credit losses....................... 4,567 4,664
Gross loans charged-off........................... (4,433) (4,739)
Gross recoveries of loans previously charged-off.. 3,609 4,155
Balance at end of period.......................... $171,194 $149,579
NOTE D: SECURITIES AVAILABLE-FOR-SALE
The following summarizes amortized costs and estimated market values of securities available-for-sale
at the dates indicated (in thousands of dollars):
Carrying
Gross Gross Value
Amortized Unrealized Unrealized at Market
March 31, 1995: Cost Gains Losses Value
U.S. Treasury and federal agencies........ $ 713,515 $1,112 $13,527 $ 701,100
Collateralized mortgage obligations and
other mortgage-backed securities........ 291,119 287 10,802 280,604
Equity securities......................... 26,595 86 0 26,681
Total securities available-for-sale....... $1,031,229 $1,485 $24,329 $1,008,385
December 31, 1994:
U.S. Treasury and federal agencies........ $1,054,962 $1,396 $30,178 $1,026,180
Collateralized mortgage obligations and
other mortgage-backed securities........ 439,904 78 33,560 406,422
Equity securities......................... 23,342 1,386 0 24,728
Total securities available-for-sale....... $1,518,208 $2,860 $63,738 $1,457,330
NOTE E: SECURITIES HELD-TO-MATURITY
The following summarizes amortized costs and estimated market values of securities
held-to-maturity at the dates indicated (in thousands of dollars):
Gross Gross
Amortized Unrealized Unrealized Market
March 31, 1995: Cost Gains Losses Value
U.S. Treasury and federal agencies.......... $ 790,374 $ 5,496 $ 6,613 $ 789,257
Collateralized mortgage obligations and
other mortgage-backed securities.......... 1,016,990 2,913 42,083 977,820
State and political subdivision securities.. 243,500 5,087 2,384 246,203
Total securities held-to-maturity........... $2,050,864 $13,497 $51,080 $2,013,281
December 31, 1994:
U.S. Treasury and federal agencies.......... $ 769,576 $ 2,409 $11,752 $ 760,233
Collateralized mortgage obligations and
other mortgage-backed securities.......... 1,092,797 1,590 72,355 1,022,032
State and political subdivision securities.. 221,119 3,645 4,226 220,538
Total securities held-to-maturity........... $2,083,492 $7,644 $88,333 $2,002,803
OLD KENT FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS -- Continued (Unaudited)
March 31, 1995
NOTE F: BUSINESS COMBINATIONS
On February 1, 1995 Old Kent acquired First National Bank Corp., a bank
holding company headquarted in Mount Clemens, Michigan. The merger was
effected through the exchange of 1.08125 shares of Old Kent Common Stock
(2,636,221 total shares) for each outstanding share of First National
Bank Corp., common stock. The merger was accounted for as a pooling-of-
interests. Accordingly, the accompanying consolidated financial
statements have been restated to include the financial position and
results of operations of First National Bank Corp. prior to the merger.
Seperate results of operations of the combined entities for the periods
prior to the merger are as follows:
First National
(In Thousands) Old Kent Bank Corp. Combined
Three months ended March 31, 1995:
Net interest income...................$111,511 $6,303 $117,814
Net income............................ 32,942 1,761 34,703
Three months ended March 31, 1994:
Net interest income................... 101,499 5,220 106,719
Net income............................ 31,709 1,182 32,891
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
The following is management's discussion and analysis of certain significant
factors which have affected the Registrant's financial condition and results
of operations during the periods included in the consolidated financial
statements included in this filing.
RESULTS OF OPERATIONS
The Registrant's net income was $34,703,000 for the first quarter compared to
$32,891,000 for the same period in 1994. First quarter earnings per share was
$.80, a 3.9% increase over last year's $.77.
Total assets were $11.8 billion at quarter-end compared to 1994's first
quarter-end assets of $10.6 billion. Return on average equity for the first
quarter of 1995 was 15.28% compared to 15.09% for the first quarter of 1994.
Return on assets was 1.21% for the first quarter of 1995 compared to 1.27%
for the first quarter of 1994.
The Registrant's net interest income for the first quarter of 1995 was $117.8
million, a 10.4% increase over the $106.7 million recorded in the same period
of 1994. This increase primarily resulted from an 11.3% increase in average
interest earning assets. The net interest margin of 4.51% for the first
quarter of 1995 was slighty lower than the 4.55% earned on average interest-
earning assets during the first quarter of 1994. The decrease in the net
interest margin is primarily due to increased borrowing costs, as the
interest costs for paying liabilities rose to a greater extent than the
yields of earning assets.
The provision for credit losses was $4.6 million in the first quarter of 1995
and $4.7 million in the first quarter of 1994. The allowance for credit
losses as a percent of loans and leases outstanding was 2.38% at March 31,
1995 and 2.75% at March 31, 1994. Nonperforming assets as a percent of
total loans was .90% at March 31, 1995 and 1.22% at March 31, 1994. Net
credit losses were $0.8 million or .05% of average loans for the first
quarter of 1995 compared to $0.6 million or .05% of average loans for the
same period a year ago.
Total other operating income, excluding security transactions, increased
15.8% to $41.1 million during the first quarter of 1995 over the same period
a year ago. Merchant discount revenue on credit card transactions increased
39.6% or $1.9 million, a result of increased volume and improved pricing
practices. Mortgage servicing revenue increased $1.2 million or 43.0% during
the first quarter of 1995 over the same period a year ago. This reflects an
increase of $0.6 billion in the Registrant's third party mortgage servicing
portfolio from a year ago. Service charges on deposits increased 12.9% or
$1.0 million, and all other service charges and fees increased 7.6% or
$1.5 million, over the same period a year ago.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (CONTINUED)
The Registrant sold approximately $207.7 million of residential mortgage
loans during the quarter. The Registrant's residential third party mortgage
servicing portfolio increased 15.1% from the year-ago level to $4.5 billion
at March 31, 1995.
Total net securities losses for the first quarter of 1995 were $137,000
compared to losses of $573,000 for the same period of 1994.
Total operating expenses for the first quarter of 1995 increased 16.7% over
the same period of 1994. Salaries, wages and employee benefits increased
17.6% for the first quarter of 1995 over the first quarter of 1994. The
number of full-time equivalent employees increased by 173 (3.4%) over a
year-ago to 5,246 at March 31, 1995. During the first quarter of 1995
compared to the same period a year ago, equipment and net occupancy expenses
increased 8.8%, interbank credit card transaction expense increased 38.2%,
FDIC expenses increased 14.1%, and other operating expenses increased 16.8%.
The increase in operating expenses includes the effect of acquisitions, as
the Registrant acquired Princeton Financial Corp. in March of 1994 and
EdgeMark Financial Corporation in May of 1994.
BALANCE SHEET CHANGES
Total loans increased 5.1% or $349 million from year-end 1994. Commercial
loans grew during the quarter 16% on an annualized basis and consumer loan
outstandings grew during the quarter 15% on an annualized basis. As a result
of increased loan demand, total securities (excluding securities available-
for-sale valuation adjustment) decreased $520 million since year-end 1994.
Other interest-earning assets increased 220% or $519 million. Total
interest-earning assets (excluding securities available-for-sale valuation
adjustment) increased 3.3% or $350 million from December 31, 1994.
Total deposits increased 1.42% or $134 million from year-end 1994. Non-
interest bearing deposits decreased 7.8% or $113 million and interest-bearing
deposits increased by 3.1% or $247 million. Short-term borrowed funds
increased 15.0% or $152 million from December 31, 1994.
LIQUIDITY AND CAPITAL RESOURCES
The maintenance of an adequate level of liquidity is necessary to ensure that
sufficient funds are available to meet customer's loan demand and deposit
withdrawals. The banking subsidiaries' liquidity sources consist of
securities available-for-sale, maturing loans and securities held-to-
maturity, and other short-term investments. Liquidity has also been
obtained through liabilities such as customer-related core deposits, funds
borrowed, certificates of deposit and public funds deposits.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS (CONTINUED)
At March 31, 1995, shareholders' equity was $936 million, compared to $844
million at March 31, 1994, an increase of $92 million, or 10.9%. Total
equity at March 31, 1995 is reduced by an after-tax unrealized loss of $15
million on securities available-for-sale. Shareholders' equity as a
percentage of total assets as of March 31, 1995 was 7.90%. The following
table represents the Registrant's regulatory capital position as of March 31,
1995.
Regulatory capital at March 31, 1995
(in millions) Tier 1 Total
Leverage Risk-Based Risk-Based
Ratio Capital Capital
Actual capital $855.7 $860.6 $963.5
Required regulatory minimum capital 352.3 326.4 652.8
Capital in excess of requirements $503.4 $534.2 $310.7
Actual ratio 7.27% 10.55% 11.81%
Regulatory Minimum Ratio 3.00% 4.00% 8.00%
Ratio considered "well capitalized"
by regulatory agencies 5.00% 6.00% 10.00%
The changes in book value per common share are shown in the table below.
Book value per common share, December 31, 1994 $20.75
Net income per common share for the three months
ended March 31, 1995 .80
Dividends per common share (.31)
Net change in valuation adjustment of securities
available-for-sale .58
Other changes (.03)
Book value per common share, March 31, 1995 $21.79
PART II OTHER INFORMATION
Item 1. Legal Proceedings.
This item is inapplicable or is omitted pursuant to the
instructions to Part II.
Item 2. Changes in Securities.
This item is inapplicable or is omitted pursuant to the
instructions to Part II.
Item 3. Defaults on Senior Securities.
This item is inapplicable or is omitted pursuant to the
instructions to Part II.
Item 4. Submission of Matters to a Vote of Security Holders.
The registrant's annual meeting of shareholders was held on April
17, 1995. The election of directors and procedural matters were
voted upon. Directors were elected by the following votes:
Election of Directors Votes Cast
All nominees for director were elected For Withheld
Mr. John D. Boyles 37,965,807 147,575
Mr. Richard M. Devos, Jr. 37,714,631 398,751
Mr. James P. Hackett 37,858,861 254,521
Ms. Erina Hanka 37,866,436 246,946
Mr. John P. Keller 37,952,446 160,900
Mr. Robert L. Sadler 37,968,228 145,154
Mr. David J. Wagner 37,944,371 169,011
The terms of office of the following directors continued after the
meeting:
Mr. John M. Bissel Mr. William U. Parfet
Mr. John C. Canepa Mr. Percy A. Pierre, Ph.D
Mr. Earl D. Holton Mr. Peter F. Secchia
Mr. Michael J. Jandernoa Mr. B.P. Sherwood, III
Item 5. Exhibits and Reports on Form 8-K.
a.) Restated Articles of Incorporation. Previously filed as
Exhibit 3(a) to the registrant's Form 10-Q Quarterly
Report for the quarter ended March 31, 1995. Here
incorporated by reference.
Certificate of Designation, Preferences, and Rights of
Series B Preferred Stock; Rights Agreement. Previously
filed as an exhibit to the registrant's Form 8-A
Registration Statement filed December 20, 1988. Here
incorporated by reference.
Long-term Debt. The registrant has outstanding long-term
debt which at the time of this report does not exceed 10%
of the registrant's total consolidated assets. The
registrant agrees to furnish copies of the agreements
defining the rights of holders of such long-term
indebtedness to the Securities and Exchange Commission
upon request.
Exhibit 11 - Statement Re: Computation of Earnings Per
Share
Exhibit 27 - Financial Data Schedules
b.) Reports on Form 8-K, dated April 20, 1995
Item 6. Other Information.
This item is inapplicable or is omitted pursuant to the
instructions to Part II.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act o
the registrant has duly caused this report to be signed on it
by the undersigned thereunto duly authorized.
OLD KENT FINANCIAL CORPORATION
Date: May 12, 1995 David J. Wagner
President and
Chief Executive Officer
Date: May 12, 1995 Richard W. Wroten
Executive Vice President and
Chief Financial Officer
EXHIBIT INDEX
Exhibit Page Number
3 Bylaws 17
Restated Articles of Incorporation. Previously filed as Exhibit 3(a) to
the registrant's Form 10-Q Quarterly Report for the quarter ended March
31, 1993. Here incorporated by reference.
Certificate of Designation, Preferences, and Rights of Series B Preferred
Stock; Rights Agreement. Previously filed as an exhibit to the
registrant's Form 8-A Registration Statement filed December 20, 1988.
Here incorporated by reference.
Long-term Debt. The registrant has outstanding long-term debt which at
the time of this report does not exceed 10% of the registrant's total
consolidated assets. The registrant agrees to furnish copies of the
agreements defining the rights of holders of such long-term indebtedness
to the Securities and Exchange Commission upon request.
11 Statement of Earnings per Share 15
27 Financial Data Schedule 16