3 THIS PAPER DOCUMENT IS BEING SUBMITTED PURSUANT TO RULE 901(d) OF REGULATION S-T. FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended December 31, 1995 Commission File No. 0-14995 YORK FINANCIAL CORP. (Exact name of Registrant as specified in its charter) Pennsylvania (State or other jurisdiction of incorporation or organization) 23-2427539 (I.R.S. employer identification number) 101 South George Street, York, Pa. 17401 (Address of principal executive offices) (Zip code) (717) 846-8777 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, and (2) has been subject to such filing requirements for the past 90 days. Yes [ X ] No [ ] Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common stock, par value $1.00 per share 6,016,772 shares outstanding as of December 31, 1995. YORK FINANCIAL CORP. INDEX Page Part I. FINANCIAL INFORMATION Number Item 1. Financial Statements Consolidated balance sheets December 31, 1995 and June 30, 1995 (unaudited) 3 Consolidated statements of income, three months and six months ended December 31, 1995 and 1994 (unaudited) 4 Consolidated statements of cash flows, six months ended December 31, 1995 and 1994 (unaudited) 5 Notes to consolidated financial statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 Part II. OTHER INFORMATION Item 1. Legal Proceedings 15 Item 2. Changes in Securities 15 Item 3. Defaults upon Senior Securities 15 Item 4. Submission of Matters to a Vote of Security Holders 15 Item 5. Other Information 15 Item 6. Exhibits and Reports on Form 8-K 15 SIGNATURES 16 Exhibit 27 Article 9 17 YORK FINANCIAL CORP. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS December 31 June 30 1995 1995 ASSETS (In thousands, unaudited) Cash and due from banks: Noninterest-earning $ 20,181 $ 19,468 Interest-earning 11,154 19,861 31,335 39,329 Loans held for sale, net 13,529 6,450 Securities held for trading --- 4,451 Securities available for sale 55,381 31,569 Securities held to maturity (fair value at Dec. 31, 1995- $9,487 and June 30, 1995 - $28,902) 9,790 29,293 Loans receivable, net 890,610 845,205 Real estate, net 15,778 17,656 Premises and equipment 11,633 12,536 Federal Home Loan Bank stock, at cost 5,177 5,177 Accrued interest receivable 7,151 6,460 Other assets 10,329 8,091 Investments in joint ventures 4,151 3,701 Total Assets $1,054,864 $1,009,918 LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities: Deposits $ 875,251 $ 832,056 Federal Home Loan Bank advances and 70,519 65,759 other borrowings Advances from borrowers for taxes and 2,286 5,098 insurance Other liabilities 16,621 21,675 Total Liabilities 964,677 924,588 Stockholders' Equity: Preferred Stock: 10,000,000 shares --- --- authorized and unissued Common Stock, $1.00 par value: Authorized 10,000,000 shares; issued December 31, 1995 - 6,016,772; June 30, 1995 - 6,017 5,422 5,421,949 Additional capital 66,838 55,911 Retained earnings 18,121 24,946 Unrealized gains 404 244 Unearned ESOP shares (1,193) (1,193) Total Stockholders' Equity 90,187 85,330 Total Liabilities and Stockholders' Equity $1,054,864 $1,009,918 See notes to consolidated financial statements YORK FINANCIAL CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME Three Months Six Months Ended December Ended December 31, 31, 1995 1994 1995 1994 (In thousands except per share data, unaudited) Interest income: Interest and fees on loans $ 18,842 $ 14,940 $ 37,221 $ 28,676 Interest on securities held 74 22 165 62 for trading Interest on securities 770 866 1,347 1,739 available for sale Interest and dividends on securities held to 403 502 935 1,008 maturity Other interest income 296 160 530 599 Total interest income 20,385 16,490 40,198 32,084 Interest expense: Interest on deposits 10,566 8,107 20,834 15,900 Interest on borrowings 1,280 221 2,328 223 Total interest expense 11,846 8,328 23,162 16,123 Net interest income 8,539 8,162 17,036 15,961 Provision for loan losses 700 670 1,300 1,340 Net interest income after provision for loan 7,839 7,492 15,736 14,621 losses Other income: Mortgage banking 831 407 1,520 986 Gain (Loss) on sales of real 1,203 (62) 938 (98) estate Fees and service charges 651 557 1,236 1,072 Other operating income 727 224 1,027 566 Total other income 3,412 1,126 4,721 2,526 Other expenses: Salaries and employee 2,787 2,799 5,540 5,435 benefits Occupancy 647 617 1,302 1,269 Federal deposit insurance 486 458 951 916 Real estate 187 68 366 91 Data processing 261 236 505 420 Other 1,240 1,294 2,523 2,517 Total other expenses 5,608 5,472 11,187 10,648 Income before income taxes 5,643 3,146 9,270 6,499 Provision for income taxes 2,256 1,185 3,712 2,487 Net income $ 3,387 $ 1,961 $ 5,558 $ 4,012 Per share data: Net income $ 0.54 $ 0.32 $ 0.89 $ 0.66 Cash dividends paid $ 0.136 $ 0.124 $ 0.273 $ 0.248 Weighted average shares 6,276,761 6,081,578 6,260,195 6,080,509 See notes to consolidated financial statements YORK FINANCIAL CORP. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS Six Months Ended December 31, 1995 1994 (In thousands, unaudited) OPERATING ACTIVITIES Net income $ 5,558 $ 4,012 Adjustments to reconcile net income to net cash provided by operating activities: Amortization and accretion on (1,109) (684) securities, net Provision for loan losses 1,300 1,340 Provision for real estate losses 200 --- Depreciation and amortization 748 744 Loans originated for sale (75,618) (19,696) Proceeds from sales of trading 48,783 18,062 securities Realized gains (losses) on trading (57) 110 securities Realized (gains) losses on sales of securities available for (68) --- sale Decrease (increase) in other assets (2,290) 979 Increase (decrease) in other (4,950) (2,158) liabilities Other (2,485) 8 Net cash (used in) provided by operating (29,988) 2,717 activities INVESTING ACTIVITIES Proceeds from sales of securities 12,102 --- available for sale Principal repayments on securities 7,322 4,121 Loans originated or acquired, net of increase in deferred loan fees (131,017) (157,669) Principal collected on loans 82,784 80,570 Proceeds from sales of loans 892 2,254 Purchases of real estate (99) (172) Proceeds from sales of real estate 6,121 3,667 Purchases of premises and equipment, net (313) (1,226) Other (2,892) (423) Net cash used in investing activities (25,100) (68,878) FINANCING ACTIVITIES Net increase (decrease) in demand deposits, NOW accounts, savings accounts, and 31-day 21,846 (52,144) certificates of deposit Net increase (decrease) in certificates 21,349 37,290 of deposit Net increase (decrease) in short-term 4,765 34,678 borrowings Repayments of Federal Home Loan Bank advances and other borrowings (6) (6) Issuance of common stock 778 742 Cash dividends paid (1,630) (1,449) Acquisition of Treasury Stock --- (320) Exercise of stock options 12 320 Cash in lieu of fractional shares (20) (21) Net cash provided by financing activities 47,094 19,090 Increase (decrease) in cash and cash (7,994) (47,071) equivalents Cash and cash equivalents at beginning of 39,329 71,669 year Cash and cash equivalents at end of year $31,335 $24,598 YORK FINANCIAL CORP. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS December 31, 1995 Note A -- Basis Of Presentation The accompanying unaudited condensed 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 Article 10 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 six month period ended December 31, 1995 are not necessarily indicative of the results that may be expected for the year ended June 30, 1996. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company's annual report on Form 10-K for the year ended June 30, 1995. Cash Flow Information: For purposes of the statements of cash flows, cash equivalents include cash and amounts due from banks. During the six months ended December 31, 1995 and 1994, the Association exchanged loans for mortgage-backed securities in the amounts of $67.5 million and $23.2 million respectively. During the six months ended December 31, 1995 and 1994, the Association transferred unpaid loan balances from loans to real estate due to foreclosures of $2.6 million and $2.1 million respectively. Upon implementation of FASB 114, $200,000 of loans classified as in-substance foreclosures were reclassified to loans during the period ended December 31, 1995. Reclassifications: Certain reclassifications have been made to the fiscal 1995 consolidated financial statements to conform with the fiscal 1996 presentation. Note B -- Earnings Per Share Data Net income per share is computed based on the weighted average number of common shares outstanding and dilutive common stock equivalents, adjusted for stock dividends. Cash dividends paid per share are based on the number of common shares outstanding at each declaration date, adjusted for stock dividends. On October 20, 1995, the Corporation declared a 10% stock dividend to shareholders of record on November 3, 1995, payable November 15, 1995. Note C -- Accounting for Mortgage Servicing Rights In May 1995 the Financial Accounting Standard Board (FASB) issued Statement of Financial Accounting Standards No. 122 (SFAS 122). "Accounting for Mortgage Servicing Rights an amendment of FASB Statement No. 65." This statement requires the Corporation to capitalize retained mortgage servicing rights on loans sold or securitized by allocating the total cost of the mortgage loans between the mortgage servicing rights and the loans (without the servicing rights) based on their respective fair values. The new statement also specifies new procedures for assessing impairment of capitalized mortgage servicing rights, whenever capitalized, and requires that impairment shall be recognized through a valuation allowance for individual portfolio stratifications based on the fair value of those rights. The Corporation adopted SFAS 122 effective July 1, 1995 which resulted in an increase in mortgage banking income of $634,000 for the six months ended December 31, 1995. In accordance with SFAS 122, prior period financial statements have not been restated. The total book value of the capitalized mortgage servicing rights at December 31, 1995 was $1.4 million and the aggregate fair market value totaled $1.4 million. A valuation model that calculates the present value of future cash flows was used to estimate fair value. In using this valuation method, the Company incorporated assumptions that market participants would use in estimating future net servicing income, which included estimates of the cost of servicing per loan, the discount rate, float value and prepayment speeds. For purposes of measuring impairment, the following risk characteristics were used to stratify the post implementation originated mortgage servicing rights: product type, term of loan, and interest rates. Based on these measurement factors a valuation allowance of $13,000 was required at December 31, 1995. Note D -- Accounting by Creditors for Impairment of a Loan In May 1993, the FASB issued Statement No. 114, "Accounting by Creditors for Impairment of a Loan" as amended by Statement No. 118, "Accounting by Creditors for Impairment of a Loan - Income Recognition and Disclosures." As a result of applying the new rules, certain loans which are deemed to be impaired will be reported at the present value of expected future cash flows using the loan's effective interest rate, or as a practical expedient, at the loans observable market price or the fair value of the collateral if the loan is collateral dependent. The Corporation adopted these statements July 1, 1995. At December 31, 1995, the recorded investment in loans that are considered to be impaired under Statement 114 was $1.6 million (which were on a nonaccrual basis). The related allowance for credit losses was $521,000. The average recorded investment in impaired loans for the period ended December 31, 1995 was approximately $1.6 million. During this period the Corporation did not recognize interest income on loans considered impaired. Note E -- Accounting for Certain Investments in Debt and Equity Securities In November 1995, the FASB issued a Guide to Implementation of Statement 115, "Accounting for Certain Investments in Debt and Equity Securities." The guide stated that no later than December 31, 1995, an enterprise may reassess the appropriateness of the classifications of all securities held at that time and account for any resulting reclassifications at fair value. Reclassifications from the held-to-maturity category that result from this one-time reassessment will not call into question the intent of an enterprise to hold other debt securities to maturity in the future. During the quarter ended December 31, 1995 the Corporation transferred held-to-maturity securities with a fair value of $14.3 million to available-for-sale with the resulting net unrealized gains of $29,000, net of taxes, reported as a component of stockholders' equity. MANAGEMENT'S DISCUSSION AND ANALYSIS OF CONSOLIDATED FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF YORK FINANCIAL CORP. General York Financial Corp. ("York Financial" or "Corporation") is a unitary savings and loan holding company with it's principal offices located in York, Pennsylvania. York Federal Savings and Loan Association ("York Federal" or "Association"), a federally chartered savings and loan association, is the primary operating unit of the Corporation. The Corporation's net income is highly dependent on the interest rate spread between the average rate earned on loans and securities and the average rate paid on deposits and borrowings as well as the amount of the respective assets and liabilities outstanding. Other operating income is a supplement to interest income and is primarily the result of mortgage banking activities. Other operating income also includes fees and service charges assessed on loan and deposit transactions. Asset/Liability Management In an effort to maintain control over net interest income, management of York Federal focuses its attention on managing the interest rate sensitivity of assets and liabilities and controlling the volume of lending, investment and borrowing activity. By managing the ratio of interest sensitive assets to interest sensitive liabilities repricing in the same periods, the Corporation seeks to minimize the negative effect of interest rate fluctuations. The asset sensitivity gap at the one year time period decreased $36.7 million in the six months ended December 31, 1995 to $67.6 million. This decrease was primarily attributable to retention of intermediate term fixed rate loans and mortgage backed securities funded by a decrease in liquid assets and a changing composition within the liability portfolio including growth in short term borrowings and variable rate deposit products. Interest Sensitivity Gap Analysis Subject to Repricing December 31 June 30 1995 1995 (Dollars in thousands) Earning assets maturing or repricing within one year $ 667,182 $ 682,228 Interest bearing liabilities maturing or repricing within one year 599,608 578,004 Interest sensitivity gap within one year $ 67,574 $ 104,224 year Cumulative interest sensitivity gap within one year as a percent of total assets 6.41% 10.32% The Corporation also monitors its interest rate risk in accordance with regulatory direction. Fluctuations in net interest income and the market value of portfolio equity are determined in various interest rate scenarios and monitored against acceptable limitations established by management and approved by the Board of Directors. Interest rate risk as indicated through balance sheet simulations at December 31, 1995 is considered to be within acceptable limits. The management of York Federal is committed to managing the asset portfolio in order to maximize the yield and maintain an interest rate sensitivity of York Federal's earning assets that insulates it from the potential negative effect of interest rate fluctuations. Asset Quality Management is aware of the risks inherent in lending and continually monitors risk characteristics of the loan portfolio. The Association's policy is to maintain the allowance for loan losses at a level believed adequate by management to absorb potential loan losses within the portfolio. Management's determination of the adequacy of the allowance is performed by an internal loan review committee and is based on risk characteristics of loans, past loss experience, loan portfolio growth trends, economic conditions and such other factors that deserve recognition. Additions to the allowance are charged to operations. An analysis of the allowance for loan losses, for the periods indicated is as follows: Six Months Fiscal Year Ended Ended December 31 June 30 1995 1995 (Dollars in thousands) Total allowance for loan losses at beginning of period $ 5,840 $ 4,492 Loans charged-off: Real Estate - mortgage: Residential 613 1,138 Commercial 36 6 Consumer 9 127 Total loans charged-off 658 1,270 Recoveries: Real Estate - mortgage: Residential 120 185 Commercial 66 92 Consumer --- 1 Total recoveries 186 278 Net loans charged-off 472 992 Provision for loan losses 1,300 2,340 Total allowance for loan losses at end of period $ 6,668 $ 5,840 Percentage of net charge-offs to average loans outstanding during the period 0.05% 0.13% Percentage of allowance for loan losses to adjusted total loans 0.74% 0.69% The allowance for loan losses totaled $6.7 million or .74% of adjusted total loans of $897.2 million at December 31, 1995. Such amount is considered adequate relative to management's assessment of risk characteristics inherent in the loan portfolio. While management uses available information to recognize losses on loans, future additions to the allowance may be necessary based on specific circumstances related to problem loans as well as changes in economic conditions. An analysis of nonperforming assets is summarized as follows: December June 30 31 1995 1995 (Dollars in thousands) Loans accounted for on a nonaccrual basis: Real estate-mortgage: Commercial $ 2,344 $ 3,498 Accruing loans which are contractually past due 90 days or more: Real estate-mortgage: Residential 10,086 9,133 Consumer 645 433 Total of 90 days past due 10,731 9,566 loans Total of nonaccrual and 90 days past due loans $ 13,075 $ 13,064 As a percent of total loans 1.45% 1.53% Real estate owned: Real estate acquired through foreclosure or repossession by loan type: Residential $ 5,903 $ 5,981 Commercial 2,231 2,278 Land 4,528 5,107 Loans classified as in-substance --- 200 foreclosures Allowance for real estate losses (675) (630) Total real estate owned $ 11,987 $ 12,936 As a percent of total assets 1.14% 1.28% Total nonperforming assets $ 25,062 $26,000 As a percent of total assets 2.38% 2.57% Management recognizes the risk of potential diminution of value of real estate owned during the holding period and provides for such risk by maintaining a general allowance for real estate losses (such reserve is separate from and in addition to the allowance for loan losses). Management continually monitors the risk profile of real estate owned and maintains an allowance for real estate losses at a level believed adequate to absorb potential losses within the real estate portfolio. For the first six months of fiscal 1996, additions to the allowance in the amount of $200,000 which was offset by charge offs net of recoveries to the allowance of $155,000 resulted in an increase in the allowance for Real Estate Owned losses of $45,000 to $675,000 at December 31, 1995. Results of Operations Three months Ended December 31, 1995 Compared to December 31, 1994 Net Interest Income York Financial's earnings are significantly affected by the level of York Federal's net interest income, the difference between the income it receives on its loan portfolio and other investments and its cost of money, consisting primarily of interest paid on deposits and borrowings. Net interest income is affected by the average yield on interest-earning asset, the average rate on interest- bearing liabilities, and the ratio of interest-earning assets to interest-bearing liabilities. Net interest income for the six months ended December 31, 1995 was $17.0 million compared to $16.0 million for the same period last year. The increase in net interest income was attributable to an increase in average earning assets primarily due to the retention of intermediate term assets. The margin on interest-earning assets decreased to 3.52% from 3.93% for the six months ended December 31, 1995 and 1994, respectively. The impact of rising loan and investment rates resulted in a 40 basis point increase to the average yield on interest earning assets to 8.23% for the six months ended December 31, 1995 as compared to 7.83% in the same period in the prior year. The increasing cost of deposits and other borrowings during the first six months of fiscal 1996 was caused by a shift in composition within interest bearing liabilities from lower cost transaction deposit accounts and variable rate certificates of deposits to higher cost money fund accounts and increased short- term borrowings resulting in an increase to the average rate on interest bearing liabilities to 4.98% as compared to 4.07% in the same period last year. The net effect caused the interest rate spread for the current period to decrease to 3.24% from 3.76% in the same period last year. Provision for Loan Losses Management is aware of the risks inherent in lending and continually monitors risk characteristics of the loan portfolio. See "Asset Quality". Other Income Other income was $4.7 million for the six months ended December 31, 1995, an increase of 86.9% from the six months ended December 31, 1994. On July 1, 1995, the Corporation implemented SFAS 122 (see note C), resulting in a favorable impact to earnings. Mortgage banking income for the six months ended December 31, 1995 increased $534,000 to $1.5 million or 54.2% as compared to the same period in 1994 and includes the adoption of SFAS 122, gains on sales of loans and trading securities and income from servicing fees. The portfolio of loans serviced for others totaled $601.1 million at December 31, 1995 as compared to $557.4 million at December 31, 1994. The servicing rate earned on the portfolio of loans serviced for others for the six months ended December 31, 1995 decreased to .249% from .283% in the same period in 1994. During the quarter ended December 31, 1995 the Corporation recognized a gain of $1.3 million resulting from the sale of real estate held for investment. Fees and service charges for the six months ended December 31, 1995 increased by 15.3% to 1.2 million compared to 1.0 million in the same period in 1994. Other operating income was $1.0 million in the first six months of fiscal 1996 as compared to $566,000 in the first six months of fiscal 1995. This amount represents income from operations of subsidiaries, including commissions earned from discount brokerage activities, appraisal and construction inspection services provided to independent third parties and equity in earnings of joint ventures. Other Expenses Other expenses of $11.2 million increased $540,000 or 5.1% for the six months ended December 31, 1995 as compared to the same period in 1994. Salaries and employee benefits increased $105,000 or 1.9% over the same period in 1994. Real estate expenses increased $275,000 over December 31, 1994 and is primarily attributable to an increase in the provision for possible real estate losses (see asset quality), increased carrying costs of $75,000 related to maintaining the portfolio of properties and settlement and legal fees related to disposition of properties. Data processing costs increased $85,000 or 20.2% and are primarily attributed to the installation of a teller automation system and increased cost of services. Provision for Income Taxes The provision for income taxes of $3.7 million for the six months ended December 31, 1995 represents an effective tax rate of 40.0% as compared to 38.3% for the same period last year. Liquidity and Capital Resources Under current regulations, York Federal is required to maintain liquid assets at 5.0% or more of its net withdrawable deposits plus short-term borrowings. Throughout the six months ended December 31, 1995 and fiscal year ended June 30, 1995, York Federal maintained an average liquidity level which was in compliance with the regulatory requirements. At December 31, 1995, the Association's liquidity level was 5.11%. Thrifts must comply with three separate capital standards. The following table sets forth the capital position of the Association as of December 31, 1995: Requirement Actual Dollars Percent Dollars Percent Excess (Dollars in thousands) Tangible Capital $ 15,694 1.5% $ 78,928 7.5% $ 63,234 Core Capital $ 31,388 3.0% $ 78,928 7.5% $ 47,540 Risk-Based Capital $ 56,096 8.0% $ 84,927 12.1% $ 28,831 At December 31, 1995, York Federal is considered a well capitalized association for capital distribution purposes and therefore, its capital distributions may be made up to 100% of its net income to date during the calendar year plus an amount that would reduce its surplus capital ratio at the beginning of the calendar year by one-half. At December 31, 1995, the total allowable capital distribution was $22.5 million. Transactions with affiliates are limited to 10% of capital and surplus per affiliate with an aggregate limit on all such transactions with affiliates to 20% of capital and surplus. At December 31, 1995, such transactions are within these regulatory limits. York Federal is insured by the FDIC through the Savings Association Insurance Fund ("SAIF) and pays annual insurance fees of 23 basis points on insured deposits, the lowest rate currently permitted. The FDIC insures commercial banks and certain savings banks through the Bank Insurance Fund ("BIF"), which lowered their insurance rates in September 1995. Since the commercial banks have reached the required capitalization level of $1.25 for each $100.00 in deposits Under the new assessment schedule approximately 92% of BIF members pay only the statutory minimum annual assessment of $2,000. This BIF and SAIF insurance premium disparity places SAIF insured institutions at a significant competitive disadvantage since the average SAIF premium currently remains at 24 basis points. Proposed legislation to accelerate the recapitalization of the SAIF by assessing a one time charge of approximately 85 basis points on the amount of deposits held by a SAIF member institution at March 31, 1995 is under consideration. If enacted, this one time assessment could result in a pre- tax charge to the Association's earnings of approximately $6.9 million. Such charge will not impact York Federal's status as a well-capitalized institution qualifying for the lowest SAIF insurance premium. Management expects that the existing annual SAIF premium paid by the Association will be lowered from 23 basis points to as low as 4 basis points as a result of the proposed one time assessment resulting in a favorable impact to earnings in future years. It cannot be determined at this time what the outcome of these events and proposals will be. York Federal's primary sources of funds to support lending and other general business activities are operations, loan repayments including monthly amortization and prepayments, the sale of loans and mortgage-backed securities, deposits, short and long-term advances from FHLB of Pittsburgh and Federal Reserve Bank of Philadelphia and other short-term borrowings. Deposits increased $43.2 million or 5.2% over prior year end levels. In addition, at December 31, 1995, York Federal has FHLB advances outstanding in the amount of $69.3 million at a weighted average interest rate of 5.71%. In accordance with the stated credit policy of the FHLB of Pittsburgh, additional borrowings of approximately $34.2 million are available to York Federal at December 31, 1995. However, York Federal may increase its borrowings over amounts currently available by purchasing additional FHLB stock. Amortization and prepayments of loans and proceeds from loan sales within the Association's mortgage banking activity represent a substantial source of funds to York Federal. These sources amounted to $151.8 million for the six months ended December 31, 1995. The principal use of York Federal funds is the origination of mortgage and other loans. Loan demand resulted in total originations of $225.5 million for the period ended December 31, 1995 compared to $182.3 million for the same period in 1994. The $43.2 million increase in loan originations over the prior fiscal year is due to an increase in expanded mortgage broker relationships with related volume favorably impacted by a relatively low rate environment in the first six months of fiscal 1996. PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS None ITEM 2. CHANGES IN SECURITIES None ITEM 3. DEFAULTS UPON SENIOR SECURITIES None ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS Annual meeting of Stockholders of York Financial Corp. was held October 25, 1995. Business transacted at the meeting was as outlined in the Notice of Annual Meeting and Proxy Statement dated September 30, 1995, including ratification of the 1995 Nonqualified Stock Option Plan for Directors, with votes cast as follows: For 3,700,126 Shares Against 270,891 Shares Abstain 116,855 Shares Proposal was ratified. ITEM 5. OTHER INFORMATION None ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K The following exhibit is included herein: (11) Statement re: computation of earnings per share The company did not file any reports on Form 8-K during the six months ended December 31, 1995. 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. York Financial Corp. (Registrant) Date February 12, 1996 /s/ Robert W. Pullo Robert W. Pullo, President - Chief Executive Officer Date February 12, 1996 /s/ James H. Moss James H. Moss, Senior Vice President - Chief Financial Officer/Treasurer (11) -- Statement re: Computation of Earnings Per Share Six Months Ended December 31, 1995 1994 (Dollars in thousands, except per share data) Primary: Average shares outstanding 5,913,464 5,253,131 Net effect of dilutive stock options -- based on the treasury method using average market price 346,731 274,605 Totals 6,260,195 5,527,736 Net income $ 5,558 $ 4,012 Per share amount $ 0.89 $ 0.73 Fully diluted: Average shares outstandind 5,913,464 5,253,131 Net effect of dilutive stock options -- based on the treasury stock method using quater end market price or average market price whichever is greater 347,109 274,605 Totals 6,260,573 5,527,736 Net income $ 5,558 $ 4,012 Per share amount $ 0.89 $ 0.73