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 Quarterly period ended September 30, 1997
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission File No. 0-13888
CHEMUNG FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
New York 16-1237038
(State or other jurisdiction of I.R.S. Employer
incorporation or organization) Identification No.
One Chemung Canal Plaza, Elmira, NY 14902
(Address of principal executive offices) (Zip Code)
(607) 737-3711
(Registrant's telephone number, including area code)
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 XX NO
Indicate the number of shares outstanding of each of the issuer's
classes of common stock as of September 30, 1997:
Common Stock, $5 par value -- outstanding 2,071,764 shares
CHEMUNG FINANCIAL CORPORATION AND SUBSIDIARY
INDEX
PAGE
PART I. FINANCIAL INFORMATION
Item 1: Financial Statements
Condensed Consolidated Balance Sheets 1
Condensed Consolidated Statements of Income 2
Condensed Consolidated Statements of Cash Flow 3
Notes to Condensed Consolidated Financial
Statements 4
Item 2: Management's Discussion and Analysis of
Financial Condition and Results of Operations 5
PART II. OTHER INFORMATION
Item 6: Exhibits and Reports on Form 8-K 12
All other items required by Part II are either inapplicable
or would require an answer which is negative.
SIGNATURES 13
PART I. FINANCIAL INFORMATION
Item 1: Financial Statements
CHEMUNG FINANCIAL CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED BALANCE SHEETS
Sept. 30 Dec. 31
1997 1996
ASSETS
Cash and due from banks $ 28,132,084 $ 31,103,374
Int.-bearing deposits with other financial inst. 1,321,397 151,920
Federal funds sold 6,500,000 500,000
Securities held to maturity, fair value of
$6,146,014 in 1997 and $10,351,440 in 1996 6,146,020 10,351,840
Securities available for sale, at fair value 188,518,551 185,365,478
Loans, net of unearned income and deferred fees293,510,096 283,720,981
Allowance for loan losses (4,152,210) (3,975,000)
Loans, net 289,357,886
279,745,981
Bank premises and equipment, net 9,766,397 9,712,633
Intangible assets,
net of accumulated amortization 6,962,457 7,402,934
Other assets 9,108,363
7,878,811
Total assets $545,813,155
$532,212,971
LIABILITIES
Deposits: Non-interest bearing $ 82,367,424 $ 86,049,289
Interest bearing 370,518,694 353,600,054
Total deposits 452,886,118 439,649,343
Securities sold under agreement to repurchase 12,494,031 14,371,140
Long term borrowing 10,000,000 10,000,000
Other liabilities 10,299,499 12,072,289
Total liabilities 485,679,648 476,092,772
SHAREHOLDERS' EQUITY
Common Stock, $5.00 par value per share;
authorized 3,000,000 shares, issued: 2,150,067 10,750,335 10,750,335
Surplus 10,101,804 10,101,804
Retained earnings 36,703,020 33,885,269
Treasury stock, at cost (78,303 shares in 1997 and
77,853 shares in 1996) (1,940,868) (1,925,118)
Net unrealized gain on securities
available for sale, net of taxes 4,519,216 3,307,909
Total shareholders' equity 60,133,507 56,120,199
Total liabilities & shareholders' equity $545,813,155 $532,212,971
See Accompanying Notes to Condensed Consolidated Financial Statements
CHEMUNG FINANCIAL CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
9 Months Ended 3 Months Ended
Sept. 30 Sept. 30
INTEREST INCOME 1997 1996 1997 1996
Loans $19,857,579$18,796,661 $6,813,992$6,452,152
Securities 9,144,038 8,596,723 3,015,222 2,938,790
Federal funds sold 205,075 267,333 83,369 46,872
Interest bearing deposits 191,776 155,284 85,944 19,170
Total interest income 29,398,46827,816,001 9,998,527 9,456,984
INTEREST EXPENSE
Deposits 11,022,37510,690,446 3,760,273 3,608,759
Securities sold under agreement
to repurchase and funds borrowed 1,004,198 418,417 334,986 181,041
Total interest expense 12,026,57311,108,863 4,095,259 3,789,800
Net interest income 17,371,89516,707,138 5,903,268 5,667,184
Provision for loan losses 738,583 450,000 288,583 150,000
Net interest income after
provision for loan losses16,633,31216,257,138 5,614,685 5,517,184
Realized gains-security trans., Net 143,010 539,967 111,466 155,815
Other operating income 5,114,746 4,708,683 1,730,236 1,577,963
Total other operating income5,257,7565,248,650 1,841,702 1,733,778
Other operating expenses 14,749,39914,719,776 4,931,753 4,877,977
Income before income taxes 7,141,669 6,786,012 2,524,634 2,372,985
Income taxes 2,459,065 2,377,365 881,474 849,165
Net Income $ 4,682,604$4,408,647 $1,643,160$1,523,820
Net Income per Share $2.26 $2.12 $0.79 $0.73
See Accompanying Notes to Condensed Consolidated Financial Statements
CHEMUNG FINANCIAL CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
Nine Months Ended
Sept. 30
1997 1996
OPERATING ACTIVITIES
Net income $ 4,682,604 $ 4,408,647
Adjustments to reconcile net income to net cash
provided by operating activities:
Amortization of intangible assets 440,477 440,477
Provision for loan losses 738,583 450,000
Provision for depreciation and amortization 1,140,402 1,093,395
Amortization of premiums and discounts on securities, net223,813 243,307
Gain on sales of securities, net (143,010) (539,967)
(Increase) decrease in other assets (1,229,552) (141,406)
Increase (decrease) other liabilities (1,834,817) (572,071)
Net cash provided by operating activities 4,018,500 5,382,382
INVESTING ACTIVITIES
Proceeds from maturities of securities - AFS 24,917,456 39,478,826
Proceeds from maturities of securities -HTM 10,837,142 4,897,837
Proceeds from sales of securities - AFS 10,288,578 37,401,588
Purchases of securities - AFS (37,228,605) (83,305,749)
Purchases of securities - HTM (6,631,320) (7,491,479)
Purchases of premises and equipment, net (1,194,166) (720,723)
Loan originations, net of repayments
and other reductions (13,294,206) (21,920,759)
Proceeds from sales of student loans 2,943,718 2,932,492
Net cash used by investing activities (9,361,403) (28,727,967)
FINANCING ACTIVITIES
Net increase (decrease) in demand deposits,
NOW, savings and insured money markets (1,213,272) (7,742,298)
Net increase (decrease) in certificates of
deposit and individual retirement accounts 14,450,047 21,015,655
Net increase (decrease) in short term
borrowings (1,877,109) 1,986,647
Sale of treasury shares 0 202,020
Purchase of treasury shares (15,750) (296,849)
Cash dividends paid (1,802,826) (1,561,425)
Net cash provided by financing activities 9,541,090 13,603,750
Net increase (decrease) in cash and
cash equivalents 4,198,187 (9,741,835)
Cash and cash equivalents at beginning of year 31,755,294 37,383,798
Cash and cash equivalents at end of period $35,953,481 $27,641,963
See Accompanying Notes to Condensed Consolidated Financial Statements
CHEMUNG FINANCIAL CORPORATION AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)
1. Summary of Significant Accounting Policies
Basis of Presentation
Chemung Financial Corporation (the Company) operates as a bank
holding company. Its only subsidiary is Chemung Canal Trust
Company (the Bank).The consolidated financial statements include
the accounts of the Company and its wholly owned subsidiary, the
Bank. All material intercompany accounts and transactions have
been eliminated in the consolidation.
2. The condensed consolidated financial statements included herein
reflect all adjustments which are, in the opinion of management,
of a normal recurring nature and necessary to present fairly the
Company's financial position as of September 30, 1997 and December
31, 1996, and results of operations and cash flows for the three
and nine month periods ended September 30, 1997 and 1996.
3. Net income per share for the periods presented have been computed
by dividing net income by 2,072,164 weighted average shares
outstanding for September 30, 1997 and 2,080,955 weighted average
shares outstanding for September 30, 1996.
4. Goodwill, which represents the excess of purchase price over the
fair value of identifiable assets acquired, is being amortized
over 15 years on the straight-line method. Deposit base
intangible, resulting from the Bank's purchase of deposits from
the Resolution Trust Company in 1994, is being amortized over the
expected useful life of 15 years on a straight-line basis.
Amortization periods are monitored to determine if events and
circumstances require such periods to be reduced. Periodically,
the Company reviews its goodwill and deposit base intangible
assets for events or changes in circumstances that may indicate
that the carrying amount of the assets are not recoverable.
5. On June 28, 1996 the Financial Accounting Standards Board (FASB)
issued Statement of Financial Accounting Standards (SFAS) No. 125
Accounting for Transfers and Servicing of Financial Assets and
Extinguishment of Liabilities. This statement provides accounting
and reporting standards for transfers and servicing of financial
assets and extinguishment of liabilities based on consistent
application of a financial-components approach that focuses on
control. The Company adopted SFAS No. 125 on January 1, 1997 and
there was no material impact on the Company's financial
statements.
The FASB issued SFAS No. 128 Earnings Per Share in February 1997
effective for periods ending after December 15, 1997. SFAS No.
128 was issued to simplify the computation of Earnings Per Share
(EPS) and to make the U.S. standard more compatible with the EPS
standards of other countries. Prior period EPS will be restated
after the effective date of this statement. The adoption of SFAS
No. 128 should have no effect on earnings per share as the Company
does not have a complex capital structure.
In June 1997, the FASB issued SFAS No. 130 Reporting Comprehensive
Income. SFAS No. 130 establishes standards for the reporting and
display of comprehensive income and its components in a full set
of general purpose financial statements. Comprehensive income is
defined as the change in equity of a business enterprise during a
period from transactions and other events and circumstances from
nonowner sources. The impact of adopting SFAS No. 130, which is
effective for the Company in 1998, has not been determined.
In June 1997, the FASB issued SFAS No. 131, Disclosures about
Segments of an Enterprise and Related Information. SFAS No. 131
requires publicly-held companies to report financial and other
information about key revenue-producing segments of the entity for
which such information is available and is utilized by the chief
operation decision maker. Specific information to be reported for
individual segments includes profit or loss, certain revenue and
expense items and total assets. A reconciliation of segment
financial information to amounts reported in the financial
statements would be provided. SFAS No. 131 is effective for the
Company in 1998 and the impact of adoption has not been
determined.
Item 2: Management's Discussion and Analysis of Financial Condition and
Results of Operation
Total assets at September 30, 1997 were $545.8 million, an increase
of $13.6 million or 2.56% from the beginning of the year.
The Available for Sale segment of the securities portfolio totaled
$188.5 million as compared to $185.4 million at the beginning of the year.
At amortized cost, increases in Municipal Bonds ($5.4 million) and Mortgage
Backed Securities ($9.0 million) were somewhat offset by decreases in U.S.
Treasury Notes ($8.5 million), Federal Agency Bonds ($3.4 million),
Corporate Bonds ($1.1 million) and Stocks ($207 thousand). The allowance
valuation for Available for Sale securities has increased by $2.0 million
since year end 1996 a reflection of the financial market's reaction to
sustained economic growth with low inflation. The Held to Maturity segment
of the portfolio consisting primarily of Municipal obligations totaled $6.1
million at September 30, 1997 versus $10.4 million at the beginning of the
year.
Amortized cost and fair value, maturity duration, and unrealized
gains and losses for the components in each of the Available for Sale and
Held to Maturity categories of the securities portfolio at September 30,
1997 are set forth in the following tables:
AVAILABLE FOR SALE HELD TO
MATURITY
Amortized Fair Amortized Fair
Cost Value Cost Value
U.S. Treasury and other
U.S. Govt. Agencies $ 92,605,833$ 92,950,786 $ - $ -
Mtg. Backed Securities 59,195,953 59,605,693 - -
Obligations of states and
Political subdivisions 25,632,707 25,950,727 6,069,364 6,069,364
Other bonds and notes 100,628 101,327 76,656 76,650
Corporate Stocks 3,458,928 9,910,018 - -
$180,994,049$188,518,551 $ 6,146,020 $ 6,146,014
The carrying value and weighted average yields based on amortized
cost by years to maturity for securities available for sale as of September
30, 1997 are as follows (excluding corporate stocks):
Maturing
Within One Year After One, Within Five
Amount Yield Amount Yield
U.S. Treasury and other
U.S. Government Agencies$ 11,081,4356.44% $ 55,288,105 6.21%
Mortgage Backed Securities - - - -
Obligations of states and
political subdivisions 5,564,656 4.61% 11,066,654 4.76%
Other bonds and notes - - 101,327 7.32%
Total $ 16,646,091 5.77% $ 66,456,086 5.97%
Maturing
After Five, Within Ten After Ten Years
Amount Yield Amount Yield
U.S. Treasury and other
U.S. Government Agencies$ 26,581,2467.09% $ - -
Mortgage Backed Securities 3,863,729 6.69% 55,741,964 7.60%
Obligations of states and
political subdivisions 9,038,205 4.66% 281,212 4.90%
Other bonds and notes - - -
- -
Total $ 39,483,180 6.50% $ 56,023,176 7.58%
Mortgage-backed securities are expected to have shorter average lives
than their contractual maturities as shown above, because borrowers may
prepay obligations with or without call or prepayment penalties.
The amortized cost and weighted average yields by years to maturity
for securities held to maturity as of September 30, 1997 are as follows:
Maturing
Within One Year After One, Within Five
Amount Yield Amount Yield
Obligations of states and
political subdivisions $ 3,761,254 3.92% $ 1,672,273 5.20%
Other bonds and notes 5,000 5.50% - -
Total Bonds $ 3,766,254 3.92% $ 1,672,273 5.20%
Maturing
After Five, Within Ten After Ten Years
Amount Yield Amount Yield
Obligations of states and
political subdivisions $ 635,837 6.77% $ - -
Other bonds and notes 71,656 8.25 - -
Total $ 707,493 6.92% $ - -
There are no securities of a single issuer (other than securities of
the U.S. Government and its agencies) that exceed 10% of shareholders
equity at September 30, 1997 in either the Available for Sale or Held to
Maturity categories.
Gross unrealized gains and gross unrealized losses on securities
Available for Sale and Held to Maturity were as follows:
AVAILABLE FOR SALE HELD TO MATURITY
Unrealized Unrealized UnrealizedUnrealized
Gains Losses Gains Losses
U.S. Treasury and other
U.S. Govt. Agencies $ 582,992 $238,039 $ - $ -
Mtg. Backed Securities 479,047 69,307 - -
Obligations of states and
Political subdivisions 326,202 8,182 - -
Other bonds and notes 699 - - 6
Corporate Stocks 6,451,090 - - -
$7,840,030 $315,528 $ - $ 6
Realized net gains on sales of securities Available for Sale for the
nine-month period ended September 30, 1997 were $143,010.
Included in the Corporate Stocks component in the above tables are
15,665 shares of SLM Holding Corp., formerly known as Student Loan
Marketing Association ("Sallie Mae") at a cost basis of $5,016 and fair
value of $2,122,608. These shares were acquired as preferred shares (a
permitted exception to the U.S. Government regulation banning bank
ownership of equity securities) in the original capitalization of the U.S.
Government Agency . Later, the shares were converted to common stock as
Sallie Mae recapitalized. Additionally, at September 30, 1997, the bank's
equity portfolio held listed securities totaling $89,540 at cost with a
total fair value of $4,400,968. These shares were acquired prior to the
enactment of the Banking Act of 1933. Other equities included in the Bank
portfolio are 9,964 shares of Federal Reserve Bank and 17,972 shares of the
Federal Home Loan Bank of New York valued at $498,200 and $1,797,200
respectively. Management has no current plans for selling these
securities.
Total loan balances have increased $9.8 million or 3.45% since the
beginning of the year. $7.2 million of this increase is in the business
loan segment of our portfolio with this growth due to the purchase of an
$8.4 million block of loans during the second quarter of this year. Total
consumer loans have increased $2.1 million (1.84%) since the beginning of
the year due primarily to increases in our indirect auto lending program.
In addition to growth in this area ($3.6 million), our term home equity
product introduced during the second quarter has grown to $817 thousand in
outstandings. The above has been offset by declines in our revolving home
equity loans ($1.3 million) as well as a $970 thousand decrease in student
loans due to seasonal sales to Sallie Mae. Our mortgage portfolio has
grown by $416 thousand since the beginning of the year.
Total deposits at September 30, 1997 were $452.9 million as compared
to $439.6 million at the beginning of the year, a $13.3 million or 3.01%
increase. Public fund balances at September 30, 1997 were $774 thousand
lower than balances maintained at December 31, 1996, while other "Core
Deposit" accounts have increased by $14.0 million.
Net earnings for the third quarter were $1.643 million as compared to
$1.524 million for the third quarter of 1996, a $119 thousand or 7.8%
increase. Net earnings per share for the quarter increased by $0.06 or
8.2%. Net Interest Income after the Provision for Loan Losses increased
$98 thousand despite the third quarter provision being $139 thousand
greater than last year. While realized gains from the sale of Available
for Sale securities were $44 thousand lower than gains taken in the third
quarter of 1996, all other operating income increased by $152 thousand or
9.65%. Other operating expenses increased by $54 thousand or 1.10%.
Net earnings for the nine months ended September 30, 1997 were $4.683
million, a $274 thousand or 6.21% increase over the nine months ended
September 30, 1996. On a per share basis, net earnings for the nine month
period were $2.26 versus $2.12 the prior year, an increase of $0.14 (6.60%)
on 8,791 fewer average shares outstanding. The earnings growth thusfar in
1997 is more impressive considering that 1996 earnings included
approximately $324 thousand or $0.16 per share in net after tax realized
gains on the sale of Available for Sale securities as compared to $86
thousand or $0.04 per share in after tax securities gains thusfar in 1997.
Excluding securities gains, all other net operating earnings for the first
nine months of 1997 are $512 thousand or 12.52% ahead of last year.
Earnings for the first nine months have been positively impacted by a $376
thousand increase in Net Interest Income despite a $289 thousand increase
in the Provision for Loan Losses. This is reflective of the fact that
average earning assets year to date have increased by $23.5 million, $19.2
million of this increase in the loan portfolio. In addition to the above,
other operating income has increased by $406 thousand or 8.62%, while other
operating expenses have increased by only $30 thousand or 0.20%.
As indicated on the Condensed Consolidated Statement of Cash Flows,
cash and cash equivalents have increased $4.2 million since year end 1996.
The primary sources of cash during the nine month period ended September
30, 1997 have been proceeds from the sales and maturity of securities
($46.0 million), an increase in deposit accounts ($13.2 million) and net
cash provided by operating activities ($4.0 million). Cash proceeds
generated from the above sources have been used primarily to fund the
purchase of securities ($43.9 million), net loan originations ($10.4
million), net investment in fixed assets ($1.2 million) reduction of short
term borrowings ($1.9 million) and the payment of cash dividends ($1.8
million), with excess funds invested in overnight Fed Funds and interest
bearing deposits.
During the nine months ended September 30, 1997, the Company acquired
450 treasury shares at an average price of $35.00 per share. No treasury
shares have been sold thusfar in 1997. During the quarter, the Company
declared a cash dividend of $0.31 per share. Also as noted in the June 30,
1997 MD&A, during the second quarter, the Bank paid a special dividend of
$2.5 million up to the holding company, with the funds to be used for
future investment purposes.
Based upon loan growth, past experience, as well as an ongoing review
of the risk inherent in our loan portfolio, management has increased the
loan loss provision for the first nine months from $450 thousand to $739
thousand. At September 30, 1997 the Allowance for Loan Losses represents
366% of non-performing loans and 1.41% of total loans. Non-performing
loans at September 30, 1997 constituted 0.39% of total loans.
Changes in the allowance for loan losses for the nine months ended
September 30, 1997 is as follows:
September 30, 1997
Amount (000's)
Balance at beginning of period $ $ 3,975
Charge-offs:
Domestic:
Commercial, financial and agricultural 60
Commercial mortgages 53
Residential mortgages 0
Consumer loans 514 $ 627
Recoveries:
Domestic:
Commercial, financial and agricultural $ 11
Commercial mortgages 0
Residential mortgages 0
Consumer loans 54
$ 65
Net charge-offs $ 562
Additions charged to operations 739
Balance at end of period $ 4,152
Ratio of net charge-offs during the period
to average loans outstanding during the period .19%
We have experienced an increase in consumer loan charge-off's due
primarily to an increase in bankruptcies, a situation effecting the banking
industry as a whole. Management is aware of this situation and is taking
appropriate actions to mitigate this situation.
Included in the allowance for loan losses at September 30, 1997 is an
allowance for impaired loans of $246 thousand versus $341 thousand at the
beginning of the year. The total recorded investment in these loans at
September 30, 1997 and December 31,1996 was $1.012 million and $1.701
million respectively. Management distinguishes between impaired and non-
accrual loans as follows:
Impaired Loans - A loan would be considered impaired when it is probable
that after having considered current information and events regarding the
borrower's ability to repay their obligations, the corporation will be
unable to collect all amounts due according to the contractual terms of the
loan agreement.
Non-Accrual Loans - A loan is placed on non-accrual when it becomes past
due and is referred to legal counsel, or in the case of a commercial loan
which becomes 90 days delinquent, or in the case of a consumer loan (not
guaranteed by a government agency) or a real estate loan which becomes 120
days delinquent unless, because of collateral or other circumstances, it is
deemed to be collectible. When placed on non-accrual, previously accrued
interest is reversed. Loans may also be placed in non-accrual if
management believes such classification is warranted for other reasons.
At September 30, 1997, the allocation of the allowance for loan losses
is as follows:
Reported Period
September 30, 1997
Balance at end of period
applicable to:
Percent of Loans in each
Amount Category to Total Loans
Domestic:
Commercial, financial
and agricultural 1,602,730 33.82%
Commercial mortgages 134,319 2.32%
Residential mortgages 31,694 24.52%
Consumer loans 574,828 39.34%
Unallocated: 1,808,639 N/A
Total $4,152,210 100.00%
For the periods ended September 30, 1997 and December 31, 1996, the
following table summarized the Company's non-accrual and past due loans:
Amounts (000's)
September 30, 1997 December 31, 1996
Non-accrual loans $ 687 $1,494
Accruing loans past due$ 447 $ 226
90 days or more
At September 30, 1997, the Company has no commercial loans for which
payments are presently current but the borrowers are currently experiencing
severe financial difficulties. At September 30, 1997, no loan
concentrations to borrowers engaged in the same or similar industries
exceeded 10% of total loans and the Corporation has no interest-bearing
assets other than loans that meet the non-accrual, past due, restructured
or potential problem loan criteria.
On September 30, 1997, the Company consolidated leverage ratio was
9.16%. The Tier I and Total Risk Adjusted Capital ratios were 16.03% and
17.29%, respectively.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Applicable Exhibits
(3.1) Certificate of Incorporation is filed as Exhibit 3.1 to
Registrant's Registration Statement on Form S-14,
Registration No. 2-95743, and is incorporated herein by
reference.
Certificate of Amendment to the Certificate of Incorporation,
filed with the Secretary of State of New York on April 1,
1988, is incorporated herein by reference to Exhibit A of
the registrant's Form 10-K for the year ended December 31,
1988, File No. 0-13888.
(3.2) Bylaws of the Registrant, as amended to April 9, 1997
are incorporated herein by reference to Exhibit
A of the registrant's Form 10-Q for the quarter ended
June 30, 1997, File No. 0-13888.
(27) Financial Data Schedule (EDGAR version only)
(b) Reports on Form 8-K
During the quarter ended September 30, 1997, no reports
on Form 8-K or amendments to any previously-filed Form 8-K
were filed by the registrant.
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 there to duly authorized.
CHEMUNG FINANCIAL CORPORATION
DATE: October 31, 1997 /s/ John
W. Bennett
John W. Bennett
Chairman & CEO
DATE: October 31, 1997 /s/ John
R. Battersby Jr.
John R. Battersby Jr.
Treasurer