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, 1998 _____ 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 748,187 shares outstanding at March 31, 1998. The Registrant holds 51,813 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, 1998 and 1997 and December 31, 1997............... 3 Consolidated Statement of Income Three months ended March 31, 1998 and 1997.................. 4 Consolidated Statement of Cash Flows Three months ended March 31, 1998 and 1997................. 5 Consolidated Statement of Changes in Shareholders' Equity Three months ended March 31, 1998 and 1997.................. 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) 1998 1997 1997 ____________________________________________________________________________ ASSETS: Cash and due from banks 4,446 5,324 4,474 Federal funds sold 4,055 5,300 900 Total cash and cash equivalents 8,501 10,624 5,374 Interest bearing deposits in other banks 78 0 94 Investment securities, available for sale (carried at market value) 33,433 47,385 38,621 Loans Loans, net of unearned interest 140,570 125,781 140,604 Allowance for loan losses (1,463) (1,357) (1,402) Net loans 139,107 124,424 139,202 Buildings and equipment 4,979 4,998 5,033 Other real estate 0 16 0 Interest receivable 1,286 1,268 1,139 Deferred income taxes 0 0 0 Other assets 770 934 761 Total Assets 188,154 189,649 190,404 Liabilities: Deposits Non-interest bearing demand 10,592 11,964 13,293 Interest bearing 156,549 158,854 152,579 Total Deposits 167,141 170,818 165,872 Federal Funds Purchased 0 0 0 Other Short Term Borrowings 0 0 4,000 Interest payable 824 754 824 Deferred income taxes 342 75 305 Other liabilities 566 606 688 Total Liabilities 168,873 172,253 171,689 SHAREHOLDERS' EQUITY: Common stock 200 200 200 Capital surplus 6,124 6,094 6,094 Retained earnings 13,718 12,302 13,274 Net unrealized gain (loss) on investment securities 16 (387) (40) Treasury stock at cost (51,813 shares) (777) (813) (813) Total Shareholders' Equity 19,281 17,396 18,715 Total Liabilities and Shareholders' Equity 188,154 189,649 190,404 (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) 1998 1997 ____________________________________________________________________________ INTEREST INCOME: Loans and fees on loans 3,101 2,674 Investment securities: Taxable 453 648 Non-taxable 95 105 Federal funds sold and securities purchased under agreements to resell 23 60 Deposits with banks 0 0 Total Interest Income 3,672 3,487 INTEREST EXPENSE: Deposits 1,867 1,797 Other Short Term Funds Borrowed 14 35 Total interest expense 1,881 1,832 Net interest income 1,791 1,655 Provision for loan losses 120 90 Net interest income after provision for loan losses 1,671 1,565 NON-INTEREST INCOME: Trust fees 189 165 Service charges on deposit accounts 132 112 Insurance and claims processing 48 50 Securities gains (losses), net 0 3 Other Income 46 62 Total Non-interest Income 415 392 NON-INTEREST EXPENSE: Salaries and employee benefits 804 800 Premise and equipment expense 319 313 Other real estate expense 0 11 FDIC Deposit expense 5 4 Telephone expense 33 32 Postage expense 33 30 Other expenses 203 214 Total non-interest expense 1,397 1,404 Income before income taxes 689 553 Provision for income tax 245 144 Net Income 444 409 NET INCOME PER COMMON SHARE: Primary .59 .55 Weighted average common shares outstanding 748,187 745,800 DIVIDENDS DECLARED: Cash dividends 0.15 0.12 (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) 1998 1997 ____________________________________________________________________________ CASH FLOWS FROM OPERATING ACTIVITIES: Net income 444 410 ADJUSTMENTS TO RECONCILE NET INCOME TO CASH PROVIDED FROM OPERATING ACTIVITIES: Directors Stock Option Compensation 5 0 Depreciation 95 99 Net premium amortization (discount accretion) of investment securities 5 0 Provision of loan losses 120 90 Decrease(increase) in interest receivable 33 89 (Increase) decrease in other assets (9) (58) Increase (decrease) in accrued expenses and other liabilities (122) 34 Net cash flows provided by operating activities 571 664 CASH FLOWS FROM INVESTING ACTIVITIES: Net increase of interest bearing deposits in other banks 16 0 Purchase of investment securities available for sale (4,541) (443) Proceeds from maturities and paydowns of investment securities available for sale 9,817 3,151 Net (increase) decrease in loans (25) (2,984) Purchase of premises and equipment (41) (56) Net cash flows used in investing activities 5,226 (332) CASH FLOWS FROM FINANCING ACTIVITIES: Net increase (decrease) in deposits and short-term borrowings Non-interest bearing demand (2,701) (591) Total interest-bearing deposits 3,970 19,813 Federal Funds Purchased 0 (8,870) Other Short-Term Borrowings (4,000) (5,000) Cash dividends paid 0 (89) Treasury Stock Sold 61 0 Net cash flows provided by (used in) financing activities (2,670) 5,263 Net increase (decrease) in cash equivalents 3,127 5,595 Cash and cash equivalents at beginning of period 5,374 5,029 Cash and cash equivalents at end of period 8,501 10,624 Total interest paid 1,881 1,833 Total taxes paid 152 85 (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) 1998 1997 __________________________________________________________________________ Balance, beginning of period 18,715 17,330 Net income 444 409 Cash dividends 0 (89) Net unrealized gain (loss) on investment securities 56 (254) Sales of Treasury Stock 66 0 Balance, end of period 19,281 17,396 (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, 1998 is not necessarily indicative of those expected for the remainder of the year. March 31, 1998 March 31, 1997 Dec. 31, 1997 _____________________________________________________________________________ INVESTMENT SECURITIES: U.S. treasury securities 0 0 0 U.S. Government corporations & agencies 23,604 37,062 28,395 States and political subdivisions 8,553 8,893 8,837 Mortgage - backed securities 306 362 311 Other domestic securities 392 500 500 Equity Securities 578 567 578 Total Investment Securities 33,433 47,384 38,621 March 31, 1998 March 31, 1997 Dec. 31, 1997 _____________________________________________________________________________ LOANS: Commercial and industrial loans 16,598 16,301 17,636 Real estate loans 79,136 69,457 79,491 Construction loans 1,450 205 1,322 Agricultural production financing and other loans to farmers 1,212 913 1,086 Individual loans for household and other personal expense 41,450 38,093 40,859 Economic development revenue bonds 0 12 0 Lease Financing Receivable 410 511 437 Other Loans Excluding Consumer 457 461 0 Less: Unearned income on loans 143 172 227 Total Loans 140,570 125,781 140,604 (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 $444,000 represents an increase of $35,000 or 9% from the $409,000 reported for the same period last year. This resulted from continued increase in the net interest income. 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 1998, net interest income increased by $136,000 or 8% for the same period in 1997. The net interest margin increase compared to the same period last year was primarily a result of average interest cost leveling off. Rates of return on loans and investments have increased. The loan volume has increased $14,789,000 comparing 1998 to 1997. Loan yields are higher than investment yields which increase the net interest income. OTHER INCOME Other income of $415,000 for the first quarter of 1998 is $23,000 or 6% higher than the same period for 1997. This difference is due to the increase in the service changes on deposit accounts and Trust Fee Income. OTHER EXPENSES For the first three months of 1998, other expenses decreased by $7,000 to $1,397,000 compared to $1,404,000 for the same period of 1997. This is due to a continuing program to reduce overhead expenses. ANALYSIS OF FINANCIAL CONDITION ALLOWANCE FOR POSSIBLE LOAN LOSSES The Corporation's allowance for loan losses was $1,463,000 at March 31, 1998 compared to $1,357,000 at March 31, 1997. This reflects improved loan quality. At March 31, 1998 the allowance for possible loan losses was 1.04% of total loans, net for unearned interest. This compares to an allowance of 1.08% at March 31, 1997. Net charge offs for the first three months of 1998 were $60,000, compared to $62,000 for the same period last year. Based on management's review of the portfolio, management believes the allowance of $1,463,000 is adequate. LIQUIDITY AND ASSET/LIABILITY MANAGEMENT The Corporation's objective in liquidity management is to manage the assets and liabilities to meet the needs of borrowers while allowing for the possibility of deposit withdrawals. The primary purpose of asset/liability management is 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, 1998 the rate-sensitive assets were 64% of rate-sensitive liabilities in the 1-180 day maturity category and 82% 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, 1998 was $19,281,000 compared to $17,396,000 for the same period last year. This increase is attributed to the increase in Net Income for 1997 and the reduction of the net unrealized loss on investment securities. (ANALYSIS OF FINANCIAL CONDITIONS CONTINUED) As of March 31, 1998 the bank's leverage capital ratio was 9.70% which compared to 9.01% at March 31, 1997. As of March 31, 1998 the bank's total risk-based capital ratio was 14.56% compared to 15.82% at March 31, 1997. These ratios are in excess of regulatory requirements of 3% for leverage capital and 8% for tier II 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 14, 1998