SECURITIES & 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, 2003 _____ 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 33-10149 SVB&T Corporation 1500 Main Street Jasper, IN 47546 Telephone (812) 634-1010 State of Incorporation - Indiana I.R.S. Employer Identification No. 35-1539978 NOT APPLICABLE Former name, former address and 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, and (2) has been subject to the filing requirements for at least the past 90 days. Yes _X__ No ____ Indicate the number of shares outstanding of each of the issuer's classes of common stock. The Registrant has one class of common stock (no par value) with approximately 599,820 shares outstanding at May 12, 2003. The Registrant holds 200,180 shares in the form of Treasury Stock. SVB&T CORPORATION FORM 10-Q INDEX PART I. FINANCIAL INFORMATION Item 1. Financial Statements Page No. Consolidated Balance Sheet March 31, 2003 and 2002 and December 31, 2002............... 3 Consolidated Statement of Income Three months ended March 31, 2003 and 2002.................. 4 Consolidated Statement of Cash Flows Three months ended March 31, 2003 and 2002................. 5 Consolidated Statement of Changes in Shareholders' Equity Three months ended March 31, 2003 and 2002.................. 6 Notes to Consolidated Financial Statements................... 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations................................... 8-10 PART II. OTHER INFORMATION............................................ 11 SIGNATURES............................................................ 12 SVB&T CORPORATION CONSOLIDATED BALANCE SHEET March 31, March 31, December 31, (unaudited) 2003 2002 2002 ____________________________________________________________________________ ASSETS: Cash and due from banks 6,336 3,059 6,728 Federal funds sold 10,473 6,145 4,607 Interest bearing deposits in other banks 2,256 1,152 1,615 Total cash and cash equivalents 19,065 10,356 12,950 Investment securities, available for sale (carried at market value) 27,629 26,268 27,912 Loans, held for resale 3,498 3,095 2,588 Loans, net of unearned interest 181,098 197,691 185,537 Allowance for loan losses (2,204) (2,123) (2,176) Net loans 178,894 195,568 183,361 Buildings and equipment 4,105 4,264 4,196 Other real estate 1,079 659 1,111 Interest receivable 1,318 1,396 1,383 Deferred income taxes 0 258 0 Other assets 8,635 3,256 8,682 Total Assets 244,223 245,120 242,183 Liabilities: Deposits Non-interest bearing demand 12,299 10,793 12,371 Interest bearing 170,983 173,571 168,949 Total Deposits 183,282 184,364 181,320 Federal Funds Purchased 0 0 0 Interest payable 1,069 1,209 1,189 Deferred income taxes 412 0 345 Other liabilities 297 1,031 519 Long-Term Borrowings 40,042 40,400 40,042 Total Liabilities 225,102 227,004 223,415 SHAREHOLDERS' EQUITY: Common stock 200 200 200 Capital surplus 6,350 6,309 6,308 Retained earnings 19,014 18,386 18,793 Net unrealized gain (loss) on investment securities 648 156 546 Treasury stock at cost (197,495 shares) (7,091) (6,935) (7,079) Total Shareholders' Equity 19,121 18,116 18,768 Total Liabilities and Shareholders' Equity 244,223 245,120 242,183 (Dollar amounts in thousands) The accompanying notes are an integral part of this statement. SVB&T CORPORATION CONSOLIDATED STATEMENT OF INCOME Three Months Ended March 31, (unaudited) 2003 2002 ____________________________________________________________________________ INTEREST INCOME: Loans and fees on loans 3,088 3,650 Investment securities: Taxable 103 103 Non-taxable 202 205 Federal funds sold and securities purchased under agreements to resell 27 25 Deposits with banks 3 2 Other Interest Income 27 0 Total Interest Income 3,450 3,985 INTEREST EXPENSE: Deposits 1,311 1,453 Other Short Term Funds Borrowed 0 0 Long-Term Borrowings 558 550 Total interest expense 1,869 2,003 Net interest income 1,581 1,982 Provision for loan losses 105 70 Net interest income after provision for loan losses 1,476 1,912 NON-INTEREST INCOME: Trust fees 113 98 Service charges on deposit accounts 239 125 Insurance and claims processing 44 47 Securities gains (losses), net 68 0 Other Income 282 144 Total Non-interest Income 746 414 NON-INTEREST EXPENSE: Salaries and employee benefits 1,040 1,013 Premise and equipment expense 283 314 FDIC Deposit expense 9 11 Other expenses 454 403 Total non-interest expense 1,786 1,741 Income before income taxes 436 585 Provision for income tax 107 198 Net Income 329 387 NET INCOME PER COMMON SHARE: Primary .55 .64 Weighted average common shares outstanding 599,408 602,505 DIVIDENDS DECLARED: Cash dividends 0.18 0.18 (Dollars amounts in thousands) The accompanying notes are an integral part of this statement. SVB&T CORPORATION CONSOLIDATED STATEMENT OF CASH FLOWS Three Months Ended March 31, (unaudited) 2002 2002 ____________________________________________________________________________ CASH FLOWS FROM OPERATING ACTIVITIES: Net income 329 387 ADJUSTMENTS TO RECONCILE NET INCOME TO CASH PROVIDED FROM OPERATING ACTIVITIES: Depreciation 100 105 Net premium amortization (discount accretion) of investment securities 40 11 Provision of loan losses 105 70 Proceeds from sale of loans 4,402 4,465 Decrease(increase) in interest receivable 65 104 (Increase) decrease in other assets 79 (515) Increase (decrease) in accrued expenses and other liabilities (342) 382 Net cash flows provided by operating activities 4,778 5,009 CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of investment securities available for sale (4,206) (6,489) Proceeds from maturities and paydowns of investment securities available for sale 4,618 337 Net (increase) decrease in loans (950) 2,868 Purchase of premises and equipment (9) (87) Net cash flows used in investing activities (547) (3,371) CASH FLOWS FROM FINANCING ACTIVITIES: Net increase (decrease) in deposits Non-interest bearing demand (72) 2,801 Interest-bearing deposits 2,034 (176) Federal Funds Purchased 0 (4,100) Long-Term Borrowings 0 11,300 Cash dividends paid (107) (108) Treasury Stock Sold 69 92 Treasury Stock Purchased (40) (5,942) Net cash flows provided by (used in) financing activities 1,884 3,867 Net increase (decrease) in cash equivalents 6,115 5,505 Cash and cash equivalents at beginning of period 12,950 4,851 Cash and cash equivalents at end of period 19,065 10,356 Total interest paid 1,989 1,800 Total taxes paid 0 112 (Dollars amounts in thousands) The accompanying notes are an integral part of this statement. SVB&T CORPORATION CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY Three Months Ended March 31, (unaudited) 2003 2002 __________________________________________________________________________ Balance, beginning of period 18,768 23,653 Net income 329 387 Cash dividends (107) (108) Net unrealized gain (loss) on investment securities 102 34 Sales of Treasury Stock 69 92 Purchase of Treasury Stock (40) (5,942) Balance, end of period 19,121 18,116 (Dollar amounts in thousands) The accompanying notes are an integral part of this statement. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Principles of Consolidation - The consolidated financial statements include the accounts of SVB&T Corporation and its wholly owned subsidiary, Springs Valley Bank & Trust Company. All significant intercompany balances and transactions have been eliminated. All adjustments which are, in the opinion of management, necessary for a fair presentation of the results for the periods reported, consisting only of normal adjustments, have been included in the accompanying unaudited consolidated condensed financial statements. The results of operations for three month period ended March 31, 2003 is not necessarily indicative of those expected for the remainder of the year. March 31, 2003 March 31, 2002 Dec. 31, 2002 _____________________________________________________________________________ INVESTMENT SECURITIES: U.S. treasury securities 0 0 0 U.S. Government corporations & agencies 11,953 9,005 11,029 States and political subdivisions 15,613 17,193 16,042 Mortgage - backed securities 63 70 65 Other domestic securities 0 0 776 Equity Securities 0 0 0 Total Investment Securities 27,629 26,268 27,912 March 31, 2003 March 31, 2002 Dec. 31, 2002 _____________________________________________________________________________ LOANS: Commercial and industrial loans 49,384 44,349 49,977 Real estate loans 91,126 102,868 94,595 Construction loans 11,438 13,704 10,350 Agricultural production financing and other loans to farmers 1,802 2,549 2,186 Individual loans for household and other personal expense 22,336 29,852 24,496 Economic development revenue bonds 0 0 0 Lease Financing Receivable 370 488 397 Other Loans Excluding Consumer 4,744 3,962 3,650 Less: Unearned income on loans 102 81 114 Total Loans 181,098 197,691 185,537 (Dollars amounts in thousands) PART I ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS SUMMARY OF OPERATING RESULTS EARNINGS ANALYSIS Net income for the first three months of $329,000 represents a decrease of $58,000 or 15% from the $387,000 reported for the same period last year. This decrease resulted from a decrease in the loan interest income due to the loans that are not accruing interest NET INTEREST INCOME SVB&T Corporation's primary source of earnings is net interest income, which is the difference between interest earned on loans and other investments and the interest incurred for deposits and other sources of funds. In the first three months of 2003, net interest income of 1,581,000, decreased $401,000 compared to first quarter in 2002. The decreasing interest rates have shrunk the interest margins due to earning assets repricing more frequently than interest-bearing deposits. Additional borrowings by the Holding Company have increased interest expense. Total non-accrual loans have increased also. OTHER INCOME Other income of $746,000 for the first quarter of 2003 is $332,000 or 80% more than the same period for 2002. Several fixed rate mortgage loans have been sold for a gain and servicing rights have been retained. The overdraft priviledge program has increased income by $109,000 for the first quarter compared to last year. OTHER EXPENSES For the first three months of 2003, other expenses increased by $45,000 or 2% to $1,786,000 compared to $1,741,000 for the same period of 2002. This is due to an increase in employee benefits and an overall expense reduction effort by all departments within the Bank. ANALYSIS OF FINANCIAL CONDITION ALLOWANCE FOR POSSIBLE LOAN LOSSES The Corporation's allowance for loan losses is $2,204,000 at March 31, 2003 compared to $2,123,000 at March 31, 2002. At March 31, 2003 the allowance for possible loan losses was 1.19% of total loans, net for unearned interest. This compares to an allowance of 1.06% at March 31, 2002. Net charge offs for the first three months of 2003 were $77,000, compared to $44,000 for the same period last year. Based on management's review of the portfolio, management believes the allowance of $2,204,000 is adequate. LIQUIDITY AND ASSET/LIABILITY MANAGEMENT The Corporation's objective in liquidity management is to meet the needs of borrowers while allowing for the possibility of deposit withdrawals; to minimize the effect on net income of changes in interest rates; and to maintain a prudent match within specified time periods of rate-sensitive assets and rate-sensitive liabilities. As of March 31, 2003 the rate-sensitive assets were 105% of rate-sensitive liabilities in the 1-180 day maturity category and 109% in the 181-365 day range. These positions are within acceptable ranges as determined by funds management policy. The Corporation's Funds Management Committee meets weekly to monitor and effect changes necessary in the liquidity and rate-sensitivity positions. CAPITAL Total shareholders' equity as of March 31, 2003 was $19,121,000 compared to $18,116,000 for the same period last year. This increase is attributed to the net income of the bank and the increase in the value of securities held in the banks portfolio. (ANALYSIS OF FINANCIAL CONDITIONS CONTINUED) As of March 31, 2003 the corporation's leverage capital ratio was 7.58% which compared to 7.33% at March 31, 2002. As of March 31, 2003 the corporation's total risk-based capital ratio was 11.84% compared to 11.28% at March 31, 2002. These ratios are in excess of regulatory requirements of 4% for leverage capital and 8% for total risk-based capital. 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 None Item 5 - OTHER INFORMATION None Item 6 - EXHIBITS AND REPORTS OF 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. SVB&T Corporation (Registrant) By: Ronald G. Seals President and Chief Executive Officer By: David Rees Principal Financial Officer Date: May 12, 2003 CERTIFICATIONS I, David Rees, certify that: 1. I have reviewed this quarterly report on Form 10-Q of SVB&T Corporation; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have: a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function): a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 6. The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: November 15, 2002 David Rees, Principal Financial Officer I, Ronald G. Seals, certify that: 1. I have reviewed this quarterly report on Form 10-Q of SVB&T Corporation; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report; 4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have: a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and c) presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function): a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 6. The registrant's other certifying officers and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. Date: November 15, 2002 Ronald G. Seals, President and Chief Executive Officer