SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1998 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: 000-16931 United National Bancorp (Exact name of registrant as specified in its charter) New Jersey 22-2894827 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1130 Route 22 East, Bridgewater, New Jersey 08807-0010 (Address of principal executive offices) (Zip Code) (908)429-2200 (Registrant's telephone number, including area code) N/A (Former name, former address and former 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 (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. [X] Yes [ ] No As of November 3, 1998, there were 11,087,382 shares of common stock, $1.25 par value, outstanding. This Form 10-Q/A is being filed to correct a date in the second paragraph under the caption "YEAR 2000 Issues" in Management's Discussion and Analysis. The target date for the renovation phase has been corrected to read December 31, 1998, rather than October 31, 1998. Item 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. The following discussion of the operating results and financial condition at September 30, 1998 is intended to help readers analyze the accompanying financial statements, notes and other supplemental information contained in this document. Results of operations for the three and nine months ended September 30, 1998 are not necessarily indicative of results to be attained for any other period. Forward-Looking Statements This report contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. Such statements are not historical facts and include expressions about our confidence and strategies and our expectations about new and existing programs and products, relationships, opportunities, technology and market conditions. These statements may be identified by an "asterisk" ("*") or such forward-looking terminology as "expect", "believe", "anticipate", or by expressions of confidence such as "continuing" or "strong" or similar statements or variations of such terms. Such forward-looking statements involve certain risks and uncertainties. These include, but are not limited to, expected cost savings not being realized or not being realized within the expected time frame; income or revenues being lower than expected or operating costs higher; competitive pressures in the banking or financial services industries increasing significantly; business disruption related to program implementation or methodologies; weakening of general economic conditions nationally or in New Jersey; changes in legal and regulatory barriers and structures; and unanticipated occurrences delaying planned programs or initiatives or increasing their costs or decreasing their benefits. Actual results may differ materially from such forward-looking statements. The Company assumes no obligation for updating any such forward-looking statements at any time. RESULTS OF OPERATIONS Three and Nine Months Ended September 30, 1998 and September 30, 1997. OVERVIEW The Company realized net income of $2,561,000 for the third quarter of 1998, as compared to $4,074,000 reported for the same period in 1997. During the third quarter of 1998, the Company recorded a merger-related charge (the "1998 Merger Charge") of $1,694,000, net of taxes, or $0.15 per diluted share in connection with the acquisition of the State Bank of South Orange ("SBSO"). Earnings per diluted share were $0.23 for the third quarter of 1998 as compared to $0.36 for the third quarter of 1997. Excluding the 1998 Merger Charge, earnings for the third quarter of 1998 were $4,255,000 compared to the $4,074,000 for the third quarter of 1997. The increase in earnings for the three months ended September 30, 1998, compared to 1997 (before the 1998 Merger Charge), was the result of an increase in net interest income and non-interest income, combined with a reduction in the provision for possible loan losses. These increases were offset in part by an increase in non-interest expenses. For the nine months ended September 30, 1998, net income was $10,445,000, as compared to $9,853,000 for the same period last year. Earnings per diluted share were $0.93 and $0.88, respectively. During the first quarter of 1997, the Company recorded a merger-related charge (the "1997 Merger Charge") of $1,072,000, net of taxes, in connection with the acquisition of Farrington Bank ("Farrington"). In the second quarter of 1997, the Company recorded a loss on the then pending sale of its former operations center (the "Operations Center Loss") of $326,000, net of taxes. Excluding the 1998 Merger Charge, the 1997 Merger Charge and the Operations Center Loss (together defined as "One-Time Charges"), earnings for the nine months ended September 30, 1998 were $12,139,000, compared to the $11,251,000 for the nine months ended September 30, 1997. 8 EARNINGS ANALYSIS Interest Income Interest income for the quarter ended September 30, 1998 represented a $1,357,000 or 5.5% increase from the $24,590,000 reported for the same period in 1997. This was attributable to increases in interest and dividends on securities of $883,000 and interest and fees on loans of $472,000. Interest on federal funds sold and deposits with Federal Home Loan Bank ("FHLB") increased by $2,000. The yield on average interest earning assets on a fully taxable equivalent basis decreased 27 basis points from 8.08% for the third quarter of 1997 to 7.81% for the third quarter of 1998. The increase in interest income was primarily attributable to a $124,458,000 increase in average interest earning assets, offset in part by the 27 basis point decrease in the yield on earning assets. During the second and third quarters of 1997, the Company developed and implemented a strategy to increase earning assets, effectively leveraging its capital and improving net interest income, by the purchase of $150 million of additional investment securities funded through advances and repurchase agreements (the "Growth Strategy"). During the first nine months of 1998, the Company purchased an additional $50 million of investments pursuant to the Growth Strategy. For the nine months ended September 30, 1998, interest income increased $8,430,000 or 12.3%, to $76,856,000 from the $68,426,000 reported for the same period in 1997. This was attributable to increases in interest and dividends on securities of $6,689,000 and interest and fees on loans of $1,787,000 offset in part by a decline of $46,000 in interest on Federal funds sold and deposits with Federal Home Loan Bank. The increase in interest income was primarily the result of a $173,678,000 increase in average interest earning assets. This was offset in part by a decrease in the yield on average earning assets from 8.18% for the nine months ended September 30, 1997 to 7.99% for the comparable period in 1998. Interest Expense The Company's interest expense for the third quarter of 1998 increased $1,309,000, or 12.5%, to $11,816,000 from $10,507,000 for the same period last year, as a result of the Growth Strategy, increased average deposits and the movement of deposits from lower rate savings accounts to higher rate time deposits. Specifically, interest on other borrowings increased $652,000, interest on short-term borrowings increased $497,000, and interest on savings and time deposits rose $160,000. The Company's average cost of funds increased from 4.12% for the third quarter of 1997 to 4.22% for the third quarter of 1998. Average interest bearing liabilities increased by $119,070,000 from the third quarter of 1997 to the same period in 1998. For the nine months ended September 30, 1998, interest expense increased by $6,380,000, or 23.1% over the same period in 1997. Interest expense on other borrowings increased $3,741,000, interest expense on short-term borrowings increased by $1,522,000, and interest on savings and time deposits increased by $1,117,000. Net Interest Income The net effect of the changes in interest income and interest expense for the third quarter of 1998 was an increase of $48,000 or 0.3% in net interest income as compared to the third quarter of 1997. The net interest margin and net interest spread, on a fully taxable equivalent basis, decreased 28 basis points and 37 basis points, respectively, from the same period last year. Net interest income for the nine months ended September 30, 1998, increased $2,050,000 or 5.0% over the same period last year. The net interest margin and the net interest spread both decreased 41 basis points from the same period last year. 9 Provision for Possible Loan Losses For the three months ended September 30, 1998, the provision for possible loan losses was $373,000, compared to $948,000 for the same period last year. The provision for possible loan losses was $2,169,000 for the nine months ended September 30, 1998, as compared to $2,844,000 for the same period last year. The amount of the loan loss provision and the level of the allowance for possible loan losses are based upon a number of factors including Management's evaluation of potential losses in the portfolio, after consideration of appraised collateral values, financial condition and past credit history of the borrowers as well as prevailing and anticipated economic conditions. In the opinion of Management, the allowance for possible loan losses at September 30, 1998 was adequate to absorb possible future losses on existing loans and commitments that are currently inherent in the loan portfolio.* At September 30, 1998, the ratio of the allowance for possible loan losses to non-performing loans was 109.44% as compared to 84.01% at September 30, 1997. Non-Interest Income For the third quarter of 1998, compared to the third quarter of 1997, total non-interest income increased $323,000 or 6.4%, due primarily to increases of $237,000 in trust income and $87,000 of increases in other service charges, commissions and fees. These increases were partly offset by $76,000 in decreases in other income and $51,000 of decreases in service charges on deposit accounts. The increase in other service charges, commissions and fees was the result of fees on additional services implemented during the past year and a higher volume of credit card annual fees, offset in part by lower volume of credit card application fees. The decrease in other income is the result of lower gains on sales of loans guaranteed by the Small Business Administration ("SBA"), partly offset by income from the Company's investment in corporate owned life insurance. In addition, there were increases of $126,000 in net gains from securities transactions. For the nine months ended September 30, 1998, non-interest income increased $1,477,000 from the same period in 1997, due primarily to increases of $712,000 in trust income, $343,000 in other income and $259,000 in other service charges, commissions and fees. In addition, there were increases of $174,000 in net gains from securities transactions. Conversely, service charges on deposit accounts declined by $11,000. The increases for the nine-month period were due to the same factors that caused the quarterly increases. Non-Interest Expense For the quarter ended September 30, 1998, non-interest expense increased $3,271,000 or 27.1% from the same period last year. Included in the third quarter of 1998 was the 1998 Merger Charge of $2,179,000, pre-tax. Excluding this charge, non-interest expense increased $1,092,000 or 9.1% from 1997 to 1998. Salaries and employee benefits increased $202,000; salaries increased by $168,000 and employee benefits decreased $34,000. The increase in salary and benefit expense was due to additional employees hired for new branches opened during 1998 and the latter part of 1997, offset in part by lower retirement benefits cost and lower hospitalization benefit costs. Occupancy expense increased $174,000, or 21.5%, as the increased cost of the new branches more than offset the elimination of costs associated with the former operations center sold in the third quarter of 1997. Furniture and equipment expense increased $104,000, or 12.8% as a result of the upgrading of the corporate-wide personal computer network in mid-1997. Data processing expense increased $591,000, or 44.8% as a result of increased volume of items processed through United Financial Services, Inc. ("United Financial") as well as increased credit card processing. United Financial, a data processing joint venture, is 50% owned by the Company. Distributions on the trust capital securities, issued in March 1997, at an annual rate of 10.01%, 10 amounted to $501,000, the same as the prior year. Other expenses, net costs to operate other real estate and amortization of intangible assets increased $21,000. For the nine months ended September 30, 1998, non-interest expense increased $3,991,000, or 10.7% from the same period last year. Included in 1998 was the pre-tax 1998 Merger Charge of $2,179,000. In addition, included in 1997 were the pre-tax 1997 Merger Charge of $1,665,000 in the first quarter and the Operations Center Loss of $543,000 in the second quarter. Excluding these One-Time Charges, non-interest expense increased $4,020,000, or 11.4% from 1997 to 1998. Salaries and employee benefits increased $316,000, or 2.0% as salaries and wages increased $764,000 and employee benefits decreased by $448,000. Occupancy expense increased $199,000. Furniture and equipment expense increased $481,000 or 21.4%. These increases for the nine-month period were due to the same factors that caused the quarterly increases. Data processing expense increased $1,966,000, or 53.2% over the same period in 1997 as a result of higher processing volumes. The increase in cash distributions on the trust capital securities of $445,000 resulted from their placement in March 1997. Other expenses, including amortization of intangible assets, increased $613,000 primarily as a result of additional marketing, postage and telephone expenses incurred for credit card marketing, along with increases in local marketing expenses, legal and professional fees, offset in part by decreased costs to operate other real estate. Income Taxes Income tax expense decreased $812,000 to $1,234,000 for the third quarter of 1998 as compared to $2,046,000 for the same period in 1997. For the nine months ended September 30, 1998, income tax expense decreased $381,000 when compared to the prior year. The decrease in income taxes was the result of lower taxable income than the prior year. YEAR 2000 Issues The Year 2000 issue involves preparing computer systems and programs to identify the arrival of January 1, 2000. In the past, many computer programs allocated only two digits to a year, (ie. 1998 was represented as 98). Given this programming, the year 2000 could be confused with that of 1900. The Year 2000 issue not only impacts computer hardware and software, but all equipment which utilizes processors or computer microchips. Management has initiated a program to assess the Company's computer systems, applications and third-party vendors for year 2000 compliance. Management has formed a Year 2000 Committee with members from all significant areas of the Company, which has conducted a review of its operations to identify systems, vendors and customers that could be affected by the year 2000 issue. The committee has developed an implementation plan (the "Plan") to rectify any issues related to processing of transactions in the year 2000 and beyond. As recommended by the Federal Financial Institutions Examination Council, the Plan encompasses the following phases: awareness, assessment, renovation, validation and implementation. These phases are designed to enable the Company to identify risks, develop an action plan, perform adequate testing and complete certification that its processing systems will be Year 2000 ready. Execution of the Plan is currently believed to be on target. The Company is currently in the renovation phase, which includes code enhancements, program changes, hardware and software upgrades and system replacements, as necessary. Concurrently the Company is also addressing certain issues related to the validation and implementation Phases. The primary operating software for the Company is obtained from, and maintained by, an external provider of software (the "External Provider"). The Company has maintained ongoing contact with this vendor who has provided written assurance that the software is Year 2000 compliant. The Company is also in process of obtaining certifications of Year 2000 compliance from its vendors. In the event the Company is unable to obtain such certifications, the Company will obtain Year 2000 compliant software, hardware and support services as appropriate. Each 11 of the vendors whose products or services are believed by management to be material to the Company has either provided written assurance that it is Year 2000 compliant or has provided written assurance that it expects to be Year 2000 compliant prior to the Year 2000. The Company is also working with its significant borrowers and depositors to ensure they are taking appropriate steps to become Year 2000 compliant. In addition, the Company is in process of contacting all non-information technology suppliers (i.e., utility systems, telephone systems and security systems) regarding their Year 2000 state of readiness. The renovation phase is targeted for completion by December 31, 1998*. The validation phase involves testing of changes to hardware and software, accompanied by monitoring and testing with vendors. The validation phase is targeted for completion by March 31, 1999*. The implementation phase's purpose is to certify that systems are compliant on a going-forward basis. This phase is targeted for completion by June 30, 1999*. The Company, however, continues to bear some risk related to the Year 2000 issue and could be adversely affected if other entities (e.g., vendors) do not appropriately address their own compliance issues. If during the validation phase the External Provider's software is determined to have potential problems which it is not able to resolve in time, the Company would likely experience significant processing delays, mistakes or failures. These delays, mistakes or failures could have a significant adverse impact on the financial statements of the Company. In addition if any of the Bank's borrowers experiences significant problems due to Year 2000 issues, the credit risk inherent in loans to such borrowers would increase. The Company continues to evaluate the estimated costs associated with attaining Year 2000 readiness. Additional costs, such as testing, software purchases and marketing, are not anticipated to be material to the Company in any one year*. In total, the Company estimates that its cost for compliance will amount to approximately $850,000 over the two year period from 1998-1999, of which approximately $350,000 has been incurred to date. The Company expects to fund these costs out of normal operating cash. While additional costs will be incurred, the Company believes, based upon available information, that it will be able to manage its Year 2000 transition without any significant adverse effect on business operations or financial condition.* The Company has completed a remediation contingency plan for Year 2000 compliance for its mission critical applications. The remediation contingency plan outlines the actions to be taken if the current approach to remediating mission critical applications does not appear to be able to deliver a Year 2000 compliant system when required. Predetermined target dates have been established for all mission critical applications. If testing of the mission critical application is not completed by the target date then alternative actions would be taken as outlined in the remediation contingency plan. In addition, the Company also has a comprehensive business resumption plan to facilitate timely restoration of services in the event of business disruption. The Company's remediation contingency plan and business resumption plan will be reviewed and updated as needed throughout 1998 and 1999. The Company is in process of preparing a contingency plan for all other hardware, software, vendors and customers, which is targeted for completion by December 31, 1998*. 12 FINANCIAL CONDITION September 30, 1998 as compared to December 31, 1997. Total assets increased $133,334,000 or 9.6% from December 31, 1997. Loans, net of allowance for possible loan losses, increased $46,576,000. Securities increased by $38,032,000 as the Company utilized $50 million of advances and repurchase agreements to fund the growth in the investment portfolio, which in turn increased net interest income. The $50 million of investments purchased through the Growth Strategy were partly offset by investments called or matured in the first quarter. In addition, there were increases in Federal funds sold of $48,400,000, premises and equipment of $669,000, cash and due from banks of $890,000 and other assets of $965,000. Conversely, there were decreases of $996,000 in other real estate and $1,202,000 in intangible assets. Total loans at September 30, 1998 increased $45,501,000 to $709,067,000 from year-end 1997. Commercial loans increased $43,422,000 or 26.2% to $209,261,000 at September 30, 1998. The residential and commercial real estate loan portfolios increased by $23,940,000 or 7.7% from $309,939,000 at December 31, 1997 to $333,879,000 at September 30, 1998. In addition, the credit card portfolio increased $2,417,000 or 7.3% from December 31, 1997 to $35,557,000 at September 30, 1998. Partly offsetting these increases, personal loans decreased $24,278,000 or 15.7% from December 31, 1997 to $130,370,000 at September 30, 1998, as a result of loan payments on the indirect automobile loan portfolio exceeding new loan growth.The following schedule presents the components of loans, by type, net of unearned income, for each period presented. September 30, December 31, (In Thousands) 1998 1997 ------------- ------------ Commercial $209,261 $165,839 Real Estate 333,879 309,939 Personal Loans 130,370 154,648 Credit Card Loans 35,557 33,140 ------------- ------------ Loans, Net of Unearned Income $709,067 $663,566 ============= ============ Total securities at September 30, 1998 increased $38,032,000 or 6.3% to $637,561,000 from year-end 1997. Within the securities portfolio, the majority of the increase occurred in the mortgage-backed securities, which increased $73,318,000. In addition, obligations of states and political subdivisions increased by $15,580,000. Trading account securities declined by $178,000, while Corporate debt securities (trust preferred issues of other banks) increased $6,201,000. U.S. government agencies and corporations declined by $39,005,000. Other securities, consisting of money market mutual funds and stock in Federal Reserve Bank and Federal Home Loan Bank decreased by $12,915,000. U.S. Treasury securities decreased by $4,969,000. 13 The amortized cost and approximate market value of securities are summarized as follows (in thousands): September 30, 1998 December 31, 1997 ------------------------- ------------------------- Amortized Market Amortized Market Securities Available for Sale Cost Value Cost Value - -------------------------------- ----------- ------------ ------------ ---------- U.S. Treasury Securities $ 4,997 $ 5,005 $ 11,977 $ 11,982 Obligations of U.S. Government Agencies and Corporations 61,706 62,875 92,384 92,914 Obligations of States and Political Subdivisions 62,565 64,577 55,632 56,887 Mortgage-Backed Securities 382,027 387,316 310,998 313,081 Corporate Debt Securities 19,344 20,121 13,496 13,920 Other Securities 46,045 51,276 59,974 64,216 ----------- ----------- ---------- ----------- Total Securities Available For Sale 576,684 591,170 544,461 553,000 ----------- ----------- ---------- ----------- Securities Held to Maturity - ------------------------------- U.S. Treasury Securities 2,998 3,020 990 995 Obligations of U.S. Government Agencies and Corporations 18,987 19,046 27,953 27,936 Obligations of States and Political Subdivisions 19,602 19,820 11,712 11,798 Mortgage-Backed Securities 3,611 3,621 4,528 4,506 Other Securities 150 156 125 129 ----------- ----------- --------- ----------- Total Securities Held to Maturity 45,348 45,663 45,308 45,364 ----------- ----------- --------- ----------- Trading Securities 675 1,043 581 1,221 - ------------------------------- ----------- ----------- --------- ----------- Total Securities $622,707 $637,876 $590,350 $599,585 =========== =========== ========= =========== Total deposits increased $68,911,000 or 6.5%. Time deposits increased by $45,925,000, and demand deposits increased $24,068,000, while savings deposits decreased by $1,082,000. Short-term borrowings increased by $24,783,000 and other borrowings increased by $26,976,000, as the Bank continued to utilize Growth Strategies to increase the investment portfolio. Management continues to monitor the shift of deposits and level of borrowings through its Asset/Liability Management Committee. 14 Asset Quality At September 30, 1998, non-performing loans decreased $934,000 as compared to June 30, 1998 and $2,198,000 as compared to December 31, 1997. Of the decrease in non-performing loans from June 30, 1998, $863,000 was in the real estate loan portfolio and $561,000 was in the commercial loan portfolio. This was partly offset by an increase of $490,000 in the personal loan portfolio. The Loan Review Department reviews the large credits in the performing loan portfolio, as well as the non-performing loans on a regular basis. September 30, June 30, March 31, December 31, September 30, Dollars in Thousands) 1998 1998 1998 1997 1997 -------------- ------------ ----------- ------------- ------------- Total Assets $1,516,710 $1,450,952 $1,420,286 $1,383,376 $1,346,179 Total Loans (Net of $ 709,067 $ 704,382 $ 659,987 $ 663,566 $ 663,525 Unearned Income) Allowance for Possible $ 7,359 $ 7,916 $ 7,891 $ 8,434 $ 8,515 Loan Losses % of Total Loans 1.04 % 1.12 % 1.20 % 1.27 % 1.28 % Total Non-Performing $ 6,724 $ 7,658 $ 8,598 $ 8,922 $ 10,136 Loans (1) % of Total Assets 0.44 % 0.53 % 0.61 % 0.64 % 0.75 % % of Total Loans 0.95 % 1.09 % 1.30 % 1.34 % 1.53 % Allowance for Possible Loan Losses to Non-Performing Loans 109.44 % 103.37 % 91.78 % 94.53 % 84.01 % Total of Non-Performing $ 7,221 $ 9,130 $ 10,262 $ 10,559 $ 11,855 Assets % of Total Assets 0.48 % 0.63 % 0.72 % 0.76 % 0.88 % % of Loans, Other Real Estate Owned and Other Assets Owned 1.02 % 1.29 % 1.55 % 1.59 % 1.78 % (1) Non-performing loans consist of: (a) impaired loans, which includes non-accrual and renegotiated loans, and (b)loans which are contractually past due 90 days or more as to principal or interest, but are still accruing interest at previously negotiated rates to the extent that such loans are both well secured and in the process of collection. 15 Allowance for Possible Loan Losses The allowance for possible loan losses is maintained at a level considered adequate to provide for potential loan losses.* The level of the allowance is based on Management's evaluation of potential losses in the portfolio, after consideration of risk characteristics of the loans and prevailing and anticipated economic conditions. The allowance is increased by provisions charged to expense and reduced by charge-offs, net of recoveries. At September 30, 1998, the allowance for possible loan losses was $7,359,000, down 12.7% from the $8,434,000 at year-end 1997. Net charge-offs for the three months and nine months ended September 30, 1998 were $930,000 and $3,244,000, respectively. Liquidity Management At September 30, 1998, the amount of liquid assets remained at a level Management deemed adequate to ensure that contractual liabilities, depositors' withdrawal requirements, and other operational and customer credit needs could be satisfied.* This liquidity was maintained at the same time the Company was managing the interest rate sensitivity of interest earning assets and interest bearing liabilities so as to improve profitability. At September 30, 1998, liquid investments, comprised of Federal funds sold and money market mutual fund instruments, totaled $87,401,000. Additional liquidity is generated from maturities and principal payments in the investment portfolio. Scheduled maturities and anticipated principal payments of the investment portfolio will approximate $119,953,000 throughout the next twelve months.* In addition, all or part of the investment securities available for sale could be sold to provide liquidity. These sources can be used to meet the funding needs during periods of loan growth. Liquidity is also available through additional lines of credit and the ability to incur additional debt. At September 30, 1998, there were $260 million of short-term lines of credit, of which $178 million was available. In addition, the Bank has $73.2 million available on established lines of credit, which are currently unused, with the Federal Reserve Bank and the FHLB of New York at September 30, 1998, which further support and enhance liquidity. Capital Total stockholders' equity increased $9,771,000 to $126,398,000 at September 30, 1998 from the $116,627,000 recorded at the end of 1997. The increase was due to net income of $10,445,000, an increase in net unrealized gains on securities available for sale of $3,928,000, exercises of stock options of $144,000 and restricted stock activity of $74,000. These increases were offset in part by cash dividends declared of $4,820,000. 16 The following table reflects the Company's capital ratios, as of September 30, 1998 and December 31, 1997, and have been presented in accordance with current regulatory guidelines. (Dollars in Thousands) September 30, 1998 December 31, 1997 ---------------------- --------------------- Amount Ratio Amount Ratio ---------- ---------- ---------- --------- Risk-Based Capital Tier I Capital Actual $126,954 14.11 % $120,357 14.62 % Regulatory Minimum Requirements 35,992 4.00 32,937 4.00 For Classification as Well Capitalized 53,988 6.00 49,905 6.00 Combined Tier I and Tier II Capital Actual 134,313 14.93 128,691 15.63 Regulatory Minimum Requirements 71,984 8.00 65,873 8.00 For Classification as Well Capitalized 89,981 10.00 82,341 10.00 Leverage Actual 126,954 8.75 120,357 8.93 Regulatory Minimum Requirements 58,045 4.00 53,931 4.00 For Classification as Well Capitalized 72,557 5.00 67,413 5.00 The Company's risk-based capital ratios (Tier I and Combined Tier I and Tier II Capital) and Tier I leverage ratio continue to exceed the minimum requirements set forth by the Company's regulators. The Tier I ratio and the combined Tier I and Tier II ratios both decreased from 14.62% to 14.11% and from 15.63% to 14.93%, respectively. The Tier I leverage ratio decreased from 8.93% at December 31, 1997 to 8.75% at September 30, 1998. The Company's asset growth during the nine months ended September 30, 1998 resulted in the decrease in the risk-based and leverage capital ratios. 17 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. UNITED NATIONAL BANCORP (Registrant) Dated: December 17, 1998 By: /s/Thomas C. Gregor --------------------------- Thomas C. Gregor, Chairman President and CEO Dated: December 17, 1998 By: /s/Donald W. Malwitz ---------------------------- Donald W. Malwitz Vice President & Treasurer (Principal Financial Officer) 21