1 - - ---------------------------------------------------------------------- - - ---------------------------------------------------------------------- UNITED STATES SECURITIES & EXCHANGE COMMISSION Washington, DC. 20549 -------------------- FORM 10-Q /X/ Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarter ended March 31, 1996, 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 0-18082 -------------------------- GREAT SOUTHERN BANCORP, INC. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation or organization) 43-1524856 (IRS Employer Identification Number) 1451 E. BATTLEFIELD SPRINGFIELD, MISSOURI (Address of principal executive offices) 65804 (Zip Code) (417) 887-4400 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes /X/ No The number of shares outstanding of each of the registrant's classes of common stock 4,421,303 shares of common stock, par value $.01, outstanding at May 10, 1996 - - ---------------------------------------------------------------------- - - ---------------------------------------------------------------------- 2 PART I ITEM 1. FINANCIAL STATEMENTS. GREAT SOUTHERN BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (Unaudited) March 31, June 30, 1996 1995 ------------ ------------ ASSETS Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 6,433,922 $ 4,834,190 Interest-bearing deposits in other financial institutions. . . . . . . . . 17,525,069 12,625,761 ----------- ----------- Cash and cash equivalents. . . . . . . . . . . . . . . . . . . . . . . . . 23,958,991 17,459,951 Available for sale securities. . . . . . . . . . . . . . . . . . . . . . . 3,744,232 3,090,782 Held to maturity securities (fair value $52,390,000 - March 1996; $47,265,000 - June 1995) . . . . . . . . . . . . . . . . . . . . . . . . 52,149,778 46,970,187 Loans receivable, net. . . . . . . . . . . . . . . . . . . . . . . . . . . 545,712,542 519,254,604 Foreclosed assets held for sale, net . . . . . . . . . . . . . . . . . . . 4,813,313 7,999,283 Premises and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . 6,756,283 6,716,600 Accrued interest receivable Loans. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,399,419 3,929,261 Investments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,292,739 956,518 Investment in FHLBank Stock. . . . . . . . . . . . . . . . . . . . . . . . 9,523,500 8,486,000 Prepaid expenses and other assets. . . . . . . . . . . . . . . . . . . . . 2,534,218 2,806,797 Excess of cost over fair value of net assets acquired. . . . . . . . . . . 1,123,156 1,186,741 Deferred income taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . 2,988,921 3,522,844 ------------ ------------ Total Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $658,997,092 $622,379,568 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $390,812,317 $384,327,213 Federal Home Loan Bank advances. . . . . . . . . . . . . . . . . . . . . . 179,819,426 154,323,038 Short-term borrowings. . . . . . . . . . . . . . . . . . . . . . . . . . . 16,303,669 13,946,943 Advance payments by borrowers for taxes and insurance. . . . . . . . . . . 1,951,085 3,225,224 Accounts payable and accrued expenses. . . . . . . . . . . . . . . . . . . 2,883,477 2,351,182 Income taxes payable . . . . . . . . . . . . . . . . . . . . . . . . . . . 520,779 1,223,781 ------------ ------------ Total Liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . 592,290,753 559,397,381 ------------ ------------ Capital stock Serial preferred stock, $.01 par value; authorized 1,000,000 shares Common stock, $.01 par value; authorized 10,000,000 shares, issued 6,162,501 shares. . . . . . . . . . . . . . . . . . . . . . . . 61,625 61,625 Additional paid-in capital . . . . . . . . . . . . . . . . . . . . . . . . 16,777,255 16,692,966 Retained earnings (substantially restricted) . . . . . . . . . . . . . . . 65,982,439 59,755,968 Unrealized appreciation on available-for-sale securities, net of income taxes of $61,079 - March 1996 and $231,156 - June 1995. . . . . . 95,534 361,551 Treasury stock, at cost; 1,728,170 shares - March 1996; 1,659,743 shares - June 1995 . . . . . . . . . . . . . . . . . . . . . . (16,210,514) (13,889,923) ------------ ------------ Total Stockholders' Equity. . . . . . . . . . . . . . . . . . . . . . . 66,706,339 62,982,187 ------------ ------------ Total Liabilities and Stockholders' Equity . . . . . . . . . . . . . $658,997,092 $622,379,568 ============ ============ <FN> See Notes to Consolidated Financial Statements 3 GREAT SOUTHERN BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (Unaudited) THREE MONTHS ENDED NINE MONTHS ENDED MARCH 31, MARCH 31, 1996 1995 1996 1995 ----------- ----------- ----------- ----------- INTEREST INCOME Loans $12,487,950 $11,244,505 $37,110,162 $31,567,242 Investment Securities 963,073 937,914 2,857,825 2,407,579 Other 42,186 33,771 145,390 101,265 ---------- ---------- ---------- ---------- TOTAL INTEREST INCOME 13,493,209 12,216,190 40,113,377 34,076,086 ---------- ---------- ---------- ---------- INTEREST EXPENSE Deposits 4,271,225 3,854,875 12,804,282 10,585,574 FHLBank advances 2,735,961 2,368,581 7,856,859 5,700,795 Short-term borrowings 124,421 109,577 421,266 335,931 ---------- ---------- ---------- ---------- TOTAL INTEREST EXPENSE 7,131,607 6,333,033 21,082,407 16,622,300 ---------- ---------- ---------- ---------- NET INTEREST INCOME 6,361,602 5,883,157 19,030,970 17,453,786 PROVISION FOR LOAN LOSSES 350,016 496,629 997,421 1,111,295 ---------- ----------- - ---------- ---------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 6,011,586 5,386,528 18,033,549 16,342,491 ---------- ---------- ---------- ---------- NONINTEREST INCOME Commissions 1,044,825 958,728 3,252,086 3,251,419 Service charge fees 572,170 537,599 1,766,944 1,703,481 Net realized gains on sales of loans and available-for-sale securities 167,339 23,066 996,029 52,330 Income (expense) on foreclosed assets 972,129 (59,469) 819,649 (70,055) Other income 454,285 376,787 1,130,148 1,055,636 ---------- ---------- ---------- ---------- TOTAL NONINTEREST INCOME 3,210,748 1,836,711 7,964,856 5,992,811 ---------- ---------- ---------- ---------- NONINTEREST EXPENSE Salaries and employee benefits 2,137,559 1,886,663 6,197,216 5,693,218 Net occupancy expense 572,074 477,822 1,672,304 1,367,028 Postage 165,966 160,790 466,969 440,392 Insurance 317,057 313,752 950,859 941,050 Advertising 111,417 100,400 345,711 370,538 Office supplies and printing 115,822 129,400 325,692 412,721 Other operating expenses 864,225 633,988 2,168,324 2,087,055 ---------- ---------- ---------- ---------- TOTAL NONINTEREST EXPENSE 4,284,120 3,702,815 12,127,075 11,312,002 ---------- ---------- ---------- ---------- INCOME BEFORE INCOME TAXES 4,938,214 3,520,424 13,871,330 11,023,300 PROVISION FOR INCOME TAXES 1,717,800 1,126,000 5,288,300 3,963,300 ---------- ---------- ---------- ---------- NET INCOME $ 3,220,414 $ 2,394,424 $ 8,583,030 $ 7,060,000 ========== ========== ========== ========== EARNINGS PER COMMON SHARE $.70 $.51 $1.88 $1.48 === === ==== ==== <FN> See Notes to Consolidated Financial Statements 4 GREAT SOUTHERN BANCORP, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) NINE MONTHS ENDED MARCH 31, 1996 1995 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES Net Income $ 8,583,030 $ 7,060,000 Items not requiring (providing) cash: Depreciation 730,554 498,363 Amortization 63,585 63,585 Provision for loan losses 997,421 1,111,295 Provision for losses on foreclosed assets 175,000 200,300 Net realized gains on sale of loans (388,474) (52,330) FHLBank Stock Dividend (176,400) 0 Loss on sale of premises and equipment 2,171 6,348 Gain on sale of foreclosed assets (1,273,949) (129,500) Amortization of deferred income, premiums and discounts (504,190) (867,433) Net realized gains on sale of available-for-sale securities (607,154) (529) Deferred income taxes 704,000 (140,999) Changes in: Accrued interest receivable (806,379) (1,255,972) Prepaid expenses and other assets 272,579 (948,262) Accounts payable and accrued expenses 532,295 203,748 Income taxes payable (703,002) (85,784) ----------- ----------- Net cash provided by operating activities 7,601,087 5,662,830 ----------- ----------- CASH FLOWS FROM INVESTING ACTIVITIES Net increase in loans (23,848,503) (63,589,403) Purchase of premises and equipment (775,283) (1,074,242) Proceeds from sale of premises and equipment 2,875 0 Proceeds from sale of foreclosed assets 1,924,721 905,698 Capitalized costs on foreclosed assets (192,278) 1,389 Proceeds from sale of available-for-sale securities 2,219,926 0 Proceeds from maturing held-to-maturity securities 3,524,684 30,555,463 Purchase of held-to-maturity securities (8,865,991) (31,453,538) Purchase of available-for-sale securities (2,702,316) (2,509,259) Purchase of FHLBank stock (861,100) (2,271,300) ----------- ----------- Net cash used in investing activities (29,573,265) (69,435,192) ----------- ----------- CASH FLOWS FROM FINANCING ACTIVITIES Net increase in certificates of deposit 5,827,656 37,334,682 Net increase (decrease) in checking and savings 657,448 (13,528,758) Proceeds from FHLBank advances 337,104,678 313,422,181 Repayments of FHLBank advances (311,608,290) (258,691,131) Net increase (decrease) in short-term borrowings 2,356,726 (2,577,201) Advances from borrowers for taxes and insurance (1,274,139) (461,344) Purchase of treasury stock (2,439,524) (5,564,268) Dividends paid (2,356,559) (2,090,317) Stock options exercised 203,222 354,373 ----------- ----------- Net cash provided by financing activities 28,471,218 68,198,217 ----------- ----------- INCREASE IN CASH AND CASH EQUIVALENTS 6,499,040 4,425,855 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 17,459,951 14,686,000 ----------- ----------- CASH AND CASH EQUIVALENTS, END OF PERIOD $ 23,958,991 $ 19,111,855 =========== =========== <FN> See Notes to Consolidated Financial Statements 5 GREAT SOUTHERN BANCORP, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1: BASIS OF PRESENTATION The accompanying unaudited interim consolidated financial statements of Great Southern Bancorp, Inc. (the "Company") have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Rule 10-01 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 only of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and nine months ended March 31, 1996 and 1995 are not necessarily indicative of the results that may be expected for the full year. 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. When necessary, reclassifications have been made to prior period balances to conform to current period presentation. These reclassifications had no effect on net income. ITEM II. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION The discussion set forth below, as well as other portions of this Form 10-Q, may contain forward-looking comments. Such comments are based upon the information currently available to management of the Company and management's perception thereof as of the date of this Form 10-Q. Actual results of the Company's operations could materially differ from those forward-looking comments. The differences could be caused by a number of factors or combination of factors including, but not limited to, changes in the availability and/or cost of capital; changes in demand for banking services; changes in the portfolio composition; change in the interest rate yield on the Company's investments; changes in management strategy; increased competition from both bank and non-bank companies; changes in the economic, political or regulatory environments in the United States; litigation involving the Company and/or its subsidiaries; and changes in the availability of qualified labor. Readers should take these factors into account in evaluating any such forward-looking comments. General Parts of management's discussion and analysis in the annual report on Form 10-K are not included below. The following should be read in conjunction with management's discussion and analysis in the Company's June 30, 1995 Form 10-K. 6 The consolidated net income of Great Southern Bancorp, Inc. and more specifically, the net income of it's primariy subsidiary, Great Southern Bank, FSB (the "Bank") is primarily dependent upon the difference or spread between the average yield earned on loans and investments and the average rate paid on deposits and borrowings, as well as the relative amounts of such assets and liabilities. The interest rate spread is affected by regulatory, economic and competitive factors that influence interest rates, loan demand and deposit flows. The Bank, like other financial institutions, is subject to interest rate risk to the degree that its interest-bearing liabilities mature or reprice at different times, or on a different basis than its interest-earning assets. The Company's consolidated net income is also affected by, among other things, gains on sales of loans and available-for-sale investments, provisions for loan losses, service charge fees and commissions, operating expenses and income taxes. Management of the Company has developed and implemented an asset/liability management strategy to match the repricing and/or maturity of its interest-earning assets and its interest-bearing liabilities and to achieve improved and sustained operating income without adversely affecting asset quality. In implementing this strategy, the Company has sought, subject to market conditions, to increase its origination of adjustable-rate loans secured by one- to four-family residential real estate in order to increase its investment in loans that are interest rate sensitive. The Company has also sold substantially all of the fixed-rate, one- to four-family residential loans originated since fiscal 1986, with servicing retained. Beginning in fiscal 1992, the Company's lending returned to origination of adjustable-rate commercial real estate and commercial business loans. By doing so, the Company is attempting to increase significantly its loan fees, increase its investment in loans that are interest rate sensitive and improve the yield on its loan portfolio. The Company intends to continue prudently to evaluate the origination of commercial real estate loans (both to purchase existing properties and construct new properties) in its total loan portfolio subject to commercial real estate and other market conditions and to applicable regulatory restrictions and may increase the percent of the commercial real estate loans to the overall portfolio. EFFECT OF FEDERAL LAWS AND REGULATIONS In late 1995, the FDIC adopted a new deposit insurance assessment rate schedule that provided for lower premiums for BIF members than for SAIF members such as the Bank. Subsequently, the FDIC made further reductions to the deposit insurance assessment rates applicable to BIF members. As a result of such further adjustments, BIF members pay between 0 basis points and 27 basis points on their deposits. As of year end, approximately 92% of BIF members were being charged the 0 basis point rate. In contrast, SAIF member institutions such as the Bank continue to pay assessment rates ranging from 23 basis points to 31 basis points. This disparity causes SAIF members, such as the Bank, to be placed at a competitive disadvantage with BIF members with respect to the pricing of loans and deposits, the ability to achieve lower operating costs, and the ability to raise funds in the capital markets. 7 There are currently pending in Congress a number of legislative proposals which, if enacted, would affect the BIF/SAIF premium disparity, and would otherwise affect operations of associations such as the Bank. Such proposals include a one-time assessment in the range of 70 to 85 basis points on the amount of all SAIF-assessable deposits and an allocation among SAIF members and BIF members of the interest costs of the FICO bonds used to fund the resolution of insolvent savings associations. Also recently introduced was legislation that would eliminate federal thrift charters (such as that held by the Bank) and that would require all state chartered thrifts to be regulated like state banks; any institution that did not voluntarily convert would become a national bank. Such proposals would have an adverse effect upon the Company and the Bank. An 85 basis point assessment on the Bank's December 31, 1995 SAIF-assessable deposits would require the Bank to pay approximately $3.4 million ($2.1 million after income taxes). If SAIF members were not permitted to amortize such fees over a period of years, such payment would have a significant impact on the Bank's earnings and capital as of the time the payment was made. An elimination of federal thrift charters would require the Bank to convert its charter. As a result, the activities and powers of the Bank and the Company may be restricted, unless the legislative enactment provides for a grandfathering of existing powers and activities. Moreover, such grandfather privileges, if granted, may be limited in scope and time. In addition, any conversion to a bank charter may also adversely affect the Bank by causing it to recognize bad debt recapture, unless the legislative proposals modify existing tax laws. Although a related legislative proposal proposes to grant relief from the tax consequences of such recapture, such relief may be limited. RECENT CHANGES IN ACCOUNTING PRINCIPLES In June 1993, the FASB issued Statement of Financial Accounting Standards No. 114, "Accounting by Creditors for Impairment of a Loan" ("SFAS 114"). This statement requires discounting expected future cash flows to measure impairment of certain loans or, as a practical expedient, impairment measurements based on the loan's observable market price or the fair value of collateral if the loan is collateral dependent. In October 1994, the FASB issued Statement No. 118 "Accounting by Creditors for Impairment of a Loan - Income Recognition and Disclosures" ("SFAS 118") which amended certain provisions of SFAS 114. SFAS 118 allows a creditor to use existing methods for recognizing interest income on impaired loans and requires information to be disclosed about the recorded investment in certain impaired loans about how a creditor recognized interest income related to those loans. These standards were adopted by the Company during the current June 30, 1996 fiscal year. This accounting change did not have a material adverse impact on the financial condition or net income of the Company. 8 POTENTIAL IMPACT OF ACCOUNTING PRINCIPLES TO BE IMPLEMENTED IN THE FUTURE In May 1995, the FASB issued Statement of Financial Accounting Standards No. 122, "Accounting for Mortgage Servicing Rights" ("SFAS 122"). SFAS 122 requires that mortgage banking enterprises recognize as separate assets, rights to service mortgage loans for others, however those servicing rights are acquired. Adoption of SFAS 122 will be required by the Company during the fiscal year ending June 30, 1997. Management has not estimated the impact, if any, of adopting SFAS 122 on the financial condition or net income of the Company. ASSET AND LIABILITY MANAGEMENT During the nine months ended March 31, 1996, the Company experienced growth in the major areas of its assets and liabilities. Total assets increased $37 million, primarily due to net loan originations of $26 million, an increase in interest-bearing deposits in other financial institutions of $6 million and increases in investments and FHLBank stock of $7 million offset by a decrease in foreclosed assets of $3 million. The $26 million increase in net loans receivable was primarily from a net increase of $23 million of commercial real estate and commercial construction loans and a net increase of $7 million of one- to four- family and one- to four-family construction loans. The increase in interest-bearing deposits in financial institutions primarily resulted from maintaining higher balances at correspondent banks to reduce the amount of service charge assessments. Total liabilities increased $33 million, primarily from increases in FHLBank advances and short-term borrowings of $28 million and increases in deposits of $7 million, all of which were required to fund the asset growth previously mentioned. The above represents the Company's continued practice of using primarily short-term FHLBank advances to fund net loan originations comprised mainly of adjustable rate loans. Stockholders' equity increased $3.7 million during the nine months ended March 31, 1996. This increase was the result of net income of $8.4 million partially offset by dividend declarations and payments of $2.4 million and net treasury stock purchases of $2.3 million. The Company repurchased 106,165 shares of common stock at an average price of $22.27 per share and reissued 37,738 shares of treasury stock at an average price of $3.18 per share for stock option exercises. 9 Management believes that a key component of successful asset/liability management is the monitoring and management of interest rate sensitivity, which encompasses the repricing and maturity of interest-earning assets and interest-bearing liabilities. During any period in which a financial institution has a positive interest rate sensitivity gap, the amount of its interest-earning assets maturing or otherwise repricing within such period exceeds the amount of the interest-bearing liabilities maturing or otherwise repricing within the same period. Accordingly, in a rising interest rate environment, financial institutions with positive interest rate sensitivity gaps generally will experience greater increases in yield on their assets than in the cost of their liabilities. Conversely, in a falling interest rate environment, the cost of funds of financial institutions with positive interest rate sensitivity gaps generally will decrease less than the yield on their assets. Changes in interest rates generally will have the opposite effect on financial institutions with negative interest rate sensitivity gaps. In a rising interest rate environment financial institutions with negative gaps have more liabilities than assets mature or reprice during the relevant period, causing the increase in the cost of liabilities to exceed the increase in the yield on assets. Conversely, in a falling interest rate environment, the cost of funds of financial institutions with negative interest rate sensitivity gaps generally will decrease more than the yield on their assets. The Company's experience with interest rates are discussed in more detail under the headings "Results of Operations and Comparisons of the Three and Nine Months Ended March 31, 1996 and 1995" and in management's discussion and analysis in the June 30, 1995 Form 10-K. The Company's one-year interest rate sensitivity gap, as a percentage of total interest-earning assets was a positive $91 million, or 14%, at March 31, 1996, as compared to a positive $75 million, or 12.3%, at June 30, 1995. The increase of $16 million resulted primarily from: (i) a $39 million increase in investment securities due to a shift from the over 1 to 3 year category and an increase in interest-bearing deposits in other financial institutions; (ii) an $11 million increase in loans from new loan originations; offset by (iii) a $15 million increase in FHLBank advances due to net additional short term advances; (iv) a $17 million increase in time deposits due to new deposits and a shift of deposits from the over 1 to 3 year category; and (v) other smaller changes. 10 As a part of its asset and liability management strategy, the Company has increased its investment in loans which are interest rate sensitive by emphasizing the origination of adjustable-rate, one- to four-family residential loans and adjustable-rate or relatively short-term commercial business and consumer loans, and originating fixed-rate, one- to four-family residential loans primarily for immediate resale in the secondary market. Approximately 28% of total assets are currently invested in commercial real estate and commercial business loans. This part of the strategy was designed to improve asset yield and fee income, and to shorten the average maturity and increase the interest rate sensitivity of the loan portfolio. While efforts to date have contributed to the changes in the one-year interest rate sensitivity gap and increasing net interest income, such lending, commensurate with the increased risk levels, has also resulted in an increase in the level of non-performing assets. Management continually evaluates existing and potential commercial real estate and commercial business loans, in order to try to reduce undesirable risks including concentrations in a given geographic area or a particular loan category. While from a credit risk standpoint the Company would prefer higher levels of one- to four-family and other residential loan originations than commercial real estate and commercial business loan originations, the Company has to adapt to the changing lending environment and commercial real estate and commercial business loans help the Company maintain the desired size of the loan portfolio and assets in total, as well as maintain the desired yield on the Company's investments. Interest rate risk exposure estimates (the sensitivity gap) are not exact measures of an institution's actual interest rate risk. They are only indicators of interest rate risk exposure produced in a simplified modeling environment designed to allow management to gauge the Company's sensitivity to changes in interest rates. They do not necessarily indicate the impact of general interest rate movements on the Company's net interest income because the repricing of certain categories of assets and liabilities is subject to competitive and other factors beyond the Company's control. As a result, certain assets and liabilities indicated as maturing or otherwise repricing within a stated period may in fact mature or reprice at different times and in different amounts and would therefore cause a change (which potentially could be material) in the Company's interest rate risk. 11 The following table sets forth the Company's interest rate sensitive assets and liabilities that mature or reprice within one year as of the dates indicated and on the basis of the factors and assumptions set forth at the end of the tables. March 31, June 30, 1996 1995 -------- -------- (000'S OMITTED) Residential, commercial real estate and construction loans $456,087 $445,745 Commercial business loans 12,223 9,606 Consumer loans 17,853 14,068 Investment securities and other 72,968 33,710 ------- ------- Total interest rate sensitive assets repricing within one year 559,131 503,129 ------- ------- Interest-bearing demand deposits 106,112 103,401 Savings deposits 36,813 38,285 Time deposits 197,263 175,728 FHLBank advances 111,828 96,831 Other borrowings and liabilities 16,304 13,947 ------- ------- Total interest rate sensitive liabilities repricing within one year 468,320 428,192 ------- ------- One year interest rate sensitivity gap (1) $ 90,811 $ 74,937 ======= ======= Interest rate sensitive assets/interest rate sensitive liabilities 119.4% 117.5% ===== ===== One year interest rate sensitivity gap as a percent of interest-earning assets 14.0% 12.3% ==== ==== <FN> ___________________________________________ (1)	Defined as the Company's interest-earning assets which mature or reprice within one year minus its interest-bearing liabilities that mature or reprice within one year. 12 The following table sets forth the interest rate sensitivity of the Company's assets and liabilities at March 31, 1996, on the basis of the factors and assumptions set forth below. Maturing or Repricing --------------------------------------------------------------- Over 6 6 Months Months Over 1-3 Over 3-5 Over or Less to 1 Year Years Years 5 Years Total -------- --------- -------- -------- -------- -------- (Dollars in thousands) Residential, commercial real estate and construction loans $349,106 $106,981 $ 20,450 $11,186 $38,453 $526,176 Commercial business loans 11,918 305 148 0 0 12,371 Consumer loans 15,409 2,444 7,220 0 0 25,073 Investment securities and other 21,518 51,450 9,975 0 0 82,943 ------- ------- ------- ------ ------ ------- Total interest-earning assets 397,951 161,180 37,793 11,186 38,453 646,563 ------- ------- ------- ------ ------ ------- Interest-bearing demand deposits 106,112 0 0 0 0 106,112 Savings deposits 36,813 0 0 0 0 36,813 Time deposit 149,743 47,520 32,388 4,653 5,983 240,287 FHLBank advances 86,918 24,910 37,380 11,053 19,558 179,819 Other borrowings and liabilities 16,304 0 0 0 0 16,304 ------- ------- ------- ------ ------ ------- Total interest-bearing liabilities 395,890 72,430 69,768 15,706 25,541 579,335 ------- ------- ------- ------ ------ ------- Interest-earning assets less interest-bearing liabilities $ 2,061 $ 88,750 $(31,975) $(4,520) $12,912 $ 67,228 ======= ======= ======= ====== ====== ======= Cumulative interest rate sensitivity gap $ 2,061 $ 90,811 $58,836 $54,316 $67,228 ======= ======= ====== ====== ====== Cumulative interest rate sensitivity gap as a percent of interest-earning assets at March 31, 1996 .3% 14.0% 9.1% 8.4% 10.4% === ==== === === ==== Cumulative interest rate sensitivity gap as a percent of interest-earning assets at June 30, 1995 2.1% 12.3% 9.8% 9.1% 10.6% === ==== === === ==== <FN> The assumptions used in the above two tables are: -- Prepayment rates are derived from market prepayment rates observed on or about March 31, 1996. They are supplied by the FHLBank of Des Moines Risk Management Department. -- Fixed-rate loans, net of loans in process, deferred fees and discounts are shown on the basis of contractual amortization and the prepayment assumptions noted above. -- Adjustable-rate loans are assumed to reprice at the earlier of maturity or the next contractual repricing date. -- Zero growth and constant percentage composition of assets and liabilities and funds from contractual amortization are not reinvested. 13 RESULTS OF OPERATIONS AND COMPARISON OF THE THREE AND NINE MONTHS ENDED MARCH 31, 1996 and 1995 The increase in earnings for the three and nine months ended March 31, 1996 when compared to the same periods in 1995, respectively, of $826,000, or 34.5%, and $1.5 million, or 21.6%, was primarily due to an increase in net interest income of $478,000 and $1.6 million, an increase in noninterest income of $1.4 million and $2 million, and a decrease in provision for loan losses of $147,000 and $114,000, offset by an increase in noninterest expense of $581,000 and $815,000, and an increase in provision for income taxes of $592,000 and $1.3 million during the respective periods. Interest Income Total interest income increased $1.3 million, or 10.5%, and $6.0 million, or 17.7%, respectively, during the three and nine months ended March 31, 1996 when compared to the three and nine months ended March 31, 1995. The increase for the three and nine months, respectively, was primarily due to a $1.2 million, or 11.1%, and $5.5 million, or 17.6%, increase in interest income on loans and a $34,000, or 3.5%, and $494,000, or 19.7%, increase in interest income on investment securities and interest-bearing deposits. Of the increase in interest income on loans, $963,000 and $3.7 million, respectively, was the result of higher average loan balances which increased from $502 million and $478 million in the three and nine months ended March 31, 1995, to $544 million and $533 million in the three and nine months ended March 31, 1996, as a result of the increased loan volume discussed earlier The remaining increase of $281,000 and $1.8 million, respectively, was the result of an increase in average yield from 8.97% and 8.80% in the three and nine months ended March 31, 1995, to 9.19% and 9.29% in the three and nine months ended March 31, 1996, as a result of higher market rates. Of the increase in interest income on investment securities and interest-bearing deposits, $60,000 and $282,000, respectively, was the result of higher average balances from $71.5 million and $70.3 million in the three and nine months ended March 31,1995 to $76.2 million and $76 million in the three and nine months ended March 31, 1996 primarily as a result of short term increases in investment securities to pledge on deposits. The offsetting decrease of $27,000 in the three months ended March 31, 1996 was the result of a decrease in average yields from 5.44% during the three months ended March 31, 1995 to 5.28% during the three months ended March 31, 1996 as a result of lower rates paid on FHLBank stock partially offset by higher market rates on investment securities. The remaining $282,000 increase in the nine months ended March 31, 1996 was the result of an increase in average yields from 4.76% in the nine months ended March 31, 1995 to 5.27% in the nine months ended March 31, 1996, primarily as a result of higher market rates on investment securities, offset by lower rates paid on FHLBank stock. 14 Interest Expense Total interest expense increased $799,000, or 12.6%, and $4.5 million, or 26.8%, respectively, during the three and nine months ended March 31, 1996 when compared with the same periods in 1995. The increase for the three and nine months, respectively, was primarily due to a $382,000, or 15.4%, and $2.2 million, or 37.1%, increase in interest expense on FHLBank advances and other borrowings, combined with a $416,000, or 10.8%, and $2.2 million, or 21%, increase in interest expense on deposits. Interest expense on FHLBank advances and other borrowings increased $480,000 and $2 million, respectively, due to higher average balances from $161 million and $139 million in the three and nine months ended March 31, 1995 to $194 million and $184 million in the three and nine months ended March 31, 1996. The remaining $98,000 decrease in the three months ended March 31, 1996 was due to lower average interest rates from 6.14% in the three months ended March 31, 1995 to 5.88% in the three months ended March 31, 1996. The remaining $229,000 increase in the nine months ended March 31, 1996 was due to higher average interest rates from 5.79% in the nine months ended March 31, 1995 to 6.00% in the nine months ended March 31, 1996. Average balances increased as a result of the Company's use of short term FHLBank advances to partially fund loan growth. The changes in average rates were a result of changes in market rates. Interest expense on deposits during the three and nine months ended March 31, 1996, increased primarily as a result of an increase in both volume and market rates. $195,000 and $1.4 million, respectively, of the increase resulted from higher average rates on time deposits from 5.36% and 4.93% during the three and nine months ended March 31, 1995, to 5.69% and 5.74% during the three and nine months ended March 31, 1996. Higher average market rates was the primary factor causing the increase in average rates. The remaining increase primarily resulted from an increased volume in time deposits from an average balance of $226 million and $215 million during the three and nine months ended March 31, 1995 to an average balance of $243 million and $239 million during the three and nine months ended March 31, 1996. Net Interest Income The Company's overall interest rate spread remained at 4.11% during the three months ended March 31, 1996 and 1995, and decreased 7 basis points, or 1.7%, from 4.24% during the nine months ended March 31, 1995, to 4.17% during the nine months ended March 31, 1996. The decrease is due to an overall increase in the weighted average rates paid on interest-bearing liabilities partially offset by an overall increase in the weighted average yield received on interest-earning assets. The Company believes the interest rate spread will continue to approximate current levels or decline slightly in the remainder of fiscal 1996. 15 Provision for Loan Losses The provision for loan losses decreased from $497,000 and $1.1 million, respectively, during the three and nine months ended March 31, 1995 to $350,000 and $997,000, respectively, during the three and nine months ended March 31, 1996. In any accounting period, the provision for loan losses is affected by many factors including, but not limited to, the change in the composition of the loan portfolio, the increase or decrease in total loans, the level of delinquencies and other non-performing loans and the historical loss experience of the portfolio. Non-performing assets increased $1.5 million, or 12%, during the nine months ended March 31, 1996 from $12.8 million at June 30, 1995 to $14.3 million at March 31, 1996. Non-performing loans increased $4.7 million, or 124%, from $3.8 million at June 30, 1995 to $8.5 million at March 31, 1996, and foreclosed assets declined $3.1 million from $8.9 million at June 30, 1995 to $5.8 million at March 31, 1996. Non-performing loans at March 31, 1996 and June 30, 1995, included $533,000 and $775,000, respectively, of loans in connection with the sale of foreclosed assets, which are loans that have higher than usual loan-to-value ratios and are originated in connection with the sale of foreclosed assets. Substantially all of these loans were performing at March 31, 1996. The increase in non-performing loans was primarily the result of i) the addition of loans totaling $4.3 million on a condominium project located in Branson, Missouri; ii) the transfer from foreclosed assets to loans, due to the implementation of FASB 114, of one loan for $934,000 which had been recorded as an in-substance foreclosure in fiscal 1994; iii) the addition of loans totaling $1 million on a restaurant located in Branson, Missouri; partially offset by iv)the foreclosure of the property securing the $1.6 million loan described in the Company's Annual Report on Form 10-K for the year ended June 30, 1995 on page 21 under the heading "Missouri - Motel". The loans on the Branson condominium project totaling $4.3 million are net of a charge down taken during the nine months ended March 31, 1996 of $1.4 million, based on a new appraisal of the project. The loans had been reported as loans of concern at September 30, 1995 with continued decline in the credit quality of the project to nonaccrual status at December 31, 1995 and March 31, 1996. The borrower on the $934,000 loan has been delinquent for an extended period, but is in bankruptcy so the Company has been unable to obtain possession of the property. The borrower on the $1 million restaurant loans has been slow in paying but began showing improvement towards the later part of their 1995 season and has experienced increased advance reservations for the 1996 season which should improve their payment status if these reservations are converted into sales. 16 The Company foreclosed on the $1.6 million motel located in Branson, Missouri in October 1995. The motel appraised for slightly more than the balance of the loan. The Company is seeking a buyer for the property and in the interim operated the motel during the 1995 fall and winter season in Branson and intends to operate the motel during the 1996 season. The $3.1 million decline in foreclosed assets during the nine months ended March 31, 1996 was primarily due to i) the sale of the $2.8 million golf course and country club property described in the Company's Annual Report on Form 10-K for the year ended June 30, 1995 on page 22 under the heading "Missouri - Residential development, golf course and country club". The sale was for a total of $4 million with $1 million cash at closing and normal long-term financing for the balance; ii) the $934,000 property transferred back to loans as noted above; iii) the sale of 9 condominium units carried at an aggregate of $424,000 and 3 residential lots carried at an aggregate of $47,000; iii) the sale of a $400,000 Joplin car wash; iv) a $125,000 charge down on two existing properties; offset by v) the foreclosure of the $1.6 million motel noted above; and vi) various other activity of smaller properties in the account. Potential problem loans increased $3.3 million during the nine months ended March 31, 1996 from $5.6 million at June 30, 1995 to $8.9 million at March 31, 1996. These are loans which management has identified through routine internal review procedures as having possible credit problems which may cause the borrowers difficulty in complying with current loan repayment terms. These loans are not reflected in the non-performing loans. The main reason for the increase in potential problem loans is the deterioration of the credit quality of i) a commercial business located in Springfield, Missouri of $2.6 million; ii) a residential development located in Branson, Missouri of $1.1 million; iii) a residential development in Springfield, Missouri of $1.6 million; offset by iv) the reduction of $1.9 million in a condominium project in Branson, Missouri due to collateral sales. The allowance for loan losses at March 31, 1996 and June 30, 1995, respectively, totaled $14.2 million and $14.6 million, representing 2.6% and 2.8% of total loans, 166% and 380% of non-performing loans, and 81% and 154% of non-performing loans and potential problem loans in total. The allowance for foreclosed asset losses totaled $986,000 and $900,000 at March 31, 1996 and June 30, 1995, respectively, representing 17% and 10.4% of total foreclosed assets. Although the Company maintains the allowance for loan losses and the allowance for foreclosed asset losses at levels which it considers to be adequate to provide for potential losses and selling expenses, there can be no assurance that such losses will not exceed the estimated amounts, thereby adversely affecting future results of operations. 17 Noninterest Income Noninterest income increased $1.4 million, or 75%, and $2 million, or 33%, respectively, in the three and nine months ended March 31, 1996 when compared to the same periods in 1995. The was primarily due to: (i) an increase in income on foreclosed assets of $1 million and $900,000 from the sale of the golf course property discussed above; (ii) an increase in income of $600,000 in the nine month period from the sale of available-for-sale securities; (iii) an increase in income on sale of loans of $144,000 and $344,000 from increased fixed rate loan production and sale; and (iv) modest increases and decreases in other noninterest income items. Noninterest Expense Noninterest expense increased $581,000, or 15.7%, and $815,000, or 7.2%, respectively, in the three and nine months ended March 31, 1996 when compared to the same periods in 1995. The increase for the three and nine month periods was due to increases in most major expense categories primarily to support the growth of the Company as discussed previously. Provision for Income Taxes Provision for income taxes as a percentage of pre-tax income increased from 32% and 36%, respectively, in the three and nine months ended March 31, 1995 to 34.8% and 38.1% in the three and nine months ended March 31, 1996. The increase was due to changes in accrual estimates. 18 Average Balances, Interest Rates and Yields The following tables present for the periods indicated the total dollar amount of interest income from average interest-earning assets and the resultant yields, as well as the interest expense on average interest-bearing liabilities, expressed both in dollars and rates, and the net interest margin. The tables do not include noninterest- bearing demand deposits and do not reflect any effect of income taxes. Three Months Ended March 31 , --------------------------------------------------------- 1996 1995 --------------------------- -------------------------- Average Yield/ Average Yield/ Balance Interest Rate Balance Interest Rate -------- -------- ------ -------- -------- ------ (Dollars in thousands) Interest-earning assets: Loans receivable $543,695 $12,448 9.19% $501,542 $11,244 8.97% Investment securities and other interest-earning assets 76,192 1,005 5.28 71,517 972 5.44 ------- ------ ---- ------- ------- ---- Total interest-earning assets $619,887 13,493 8.71 $573,059 12,216 8.53 ======= ------ ---- ======= ------ ---- Interest-bearing liabilities: Demand deposits $ 98,716 599 2.43 $ 99,416 585 2.35 Savings deposits 36,248 222 2.45 39,598 238 2.40 Time deposits 242,532 3,450 5.69 226,421 3,032 5.36 ------- ----- ---- ------- ----- ---- Total deposits 377,496 4,271 4.53 365,435 3,855 4.22 FHLBank advances and other borrowings 194,447 2,860 5.88 161,410 2,478 6.14 ------- ----- ---- ------- ----- ---- Total interest-bearing liabilities $571,943 7,131 4.99 $526,845 6,333 4.81 ======= ----- ---- ======= ----- ---- Net interest income: Interest rate spread $6,362 3.72% $5,883 3.72% ===== ==== ===== ==== Net interest margin(1) 4.11% 4.11% ==== ==== Average interest-earning assets to average interest-bearing liabilities 108.4% 108.8% ===== ===== <FN> (1) Defined as the Company's net interest income divided by total interest-earning assets. 19 Nine Months Ended March 31 , --------------------------------------------------------- 1996 1995 --------------------------- -------------------------- Average Yield/ Average Yield/ Balance Interest Rate Balance Interest Rate -------- -------- ------ -------- -------- ------ (Dollars in thousands) Interest-earning assets: Loans receivable $532,607 $37,110 9.29% $478,151 $31,567 8.80% Investment securities and other interest-earning assets 75,994 3,003 5.27 70,325 2,509 4.76 ------- ------ ---- ------- ------- ---- Total interest-earning assets $608,601 40,113 8.79 $548,476 34,076 8.28 ======= ------ ---- ======= ------ ---- Interest-bearing liabilities: Demand deposits $101,191 1,849 2.44 $105,133 1,865 2.37 Savings deposits 37,071 691 2.49 41,812 769 2.45 Time deposits 238,546 10,264 5.74 215,164 7,951 4.93 ------- ----- ---- ------- ----- ---- Total deposits 376,808 12,804 4.53 362,109 10,585 3.90 FHLBank advances and other borrowings 183,951 8,278 6.00 139,069 6,037 5.79 ------- ------ ---- ------- ------ ---- Total interest-bearing liabilities $560,759 21,082 5.01 $501,178 16,622 4.42 ======= ------ ---- ======= ------ ---- Net interest income: Interest rate spread $19,031 3.78% $17,454 3.86% ====== ==== ====== ==== Net interest margin(1) 4.17% 4.24% ==== ==== Average interest-earning assets to average interest-bearing liabilities 108.5% 109.4% ===== ===== <FN> (1) Defined as the Company's net interest income divided by total interest-earning assets. 20 Rate/Volume Analysis The following schedule presents the dollar amount of changes in interest income and interest expense for major components of interest- earning assets and interest-bearing liabilities for the periods shown. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (i) changes in rate (i.e., changes in rate multiplied by old volume) and (ii) changes in volume (i.e., changes in volume multiplied by old rate). For purposes of this table, changes attributable to both rate and volume which cannot be segregated have been allocated proportionately to volume and to rate. Three Months Ended March 31, Nine Months Ended March 31, 1996 vs. 1995 1996 vs. 1995 ---------------------------- --------------------------- Increase Increase (Decrease) (Decrease) Due to Total Due to Total ------------- Increase -------------- Increase Rate Volume (Decrease) Rate Volume (Decrease) ---- ------ ---------- ------ ------ ---------- (Dollars in thousands) (Dollars in thousands) Interest-earning assets: Loans receivable $281 $ 963 $1,244 $1,814 $3,729 $5,543 Investment securities and other interest-earning assets (27) 60 33 282 212 494 --- ----- ----- ----- ----- ----- Total interest-earning assets 254 1,023 1,277 2,096 3,941 6,037 --- ----- ----- ----- ----- ----- Interest-bearing liabilities: Demand deposits 18 (4) 14 64 (80) (16) Savings deposits 5 (21) (16) 11 (89) (78) Time deposits 195 223 418 1,392 921 2,313 --- ----- ----- ----- ----- ----- Total deposits 218 198 416 1,467 752 2,219 FHLBank advances and other borrowings (98) 480 382 229 2,012 2,241 --- ----- ----- ----- ----- ----- Total interest-bearing liabilities 120 678 798 1,696 2,764 4,460 --- ----- ----- ----- ----- ----- Net interest income $134 $ 345 $ 479 $ 400 $1,177 $1,577 === ===== ===== ===== ===== ===== 21 LIQUIDITY AND CAPITAL RESOURCES General The Company's capital position remained strong, with stockholders' equity at $66.7 million, or 10.1% of total assets of $659 million at March 31, 1996 compared to equity at $63 million, or 10.1%, of total assets of $622 million at June 30, 1995. In addition, the Bank exceeds each of the regulatory capital requirements. At March 31, 1996, the Bank had ratios of tangible and core capital to assets of 8.7% and risk- based capital of 13.4%. Federal regulations at that date required tangible, core and risk-based capital ratios of 1.5%, 3% and 8%, respectively. The Bank is required by regulation to maintain liquidity ratios at certain levels. Currently, a minimum of 5% of the combined total of deposits and short-term borrowings must be maintained in the form of cash and eligible investments. The Bank has historically maintained its liquidity ratio at a level in excess of that required. As of March 31, 1996, the Bank's liquidity ratio was 7.3%, compared to 4.7% at June 30, 1995. For further information on the June 30, 1995 liquidity, refer to management's discussion and analysis included in the Company's annual report Form 10-K for the year ended June 30, 1995. Management believes that the Company has sufficient cash flows and borrowing capacity available to meet its commitments and other foreseeable cash needs for operations. At March 31, 1996, the Company had commitments of approximately $69 million to fund loan originations, issued lines of credit, outstanding letters of credit and unadvanced loans. At March 31, 1996, the investment securities held to maturity included $272,000 of gross unrealized gains and $32,000 of gross unrealized losses related to securities intended to be held until maturity. The unrealized gains and losses are not expected to have a material effect on future earnings beyond the usual amortization of acquisition premium or accretion of discount because no sale of the investment portfolio is foreseen. The Company's primary sources of funds are savings deposits, FHLBank advances, other borrowings, loan repayments, proceeds from sales of loans and investment securities and funds provided from operations. The Company utilizes particular sources of funds based on the comparative costs and availability at the time. The Company has from time to time chosen not to pay rates on deposits as high as the rates paid by certain of its competitors and, when necessary, supplement deposits with less expensive alternative sources of funds. 22 STATEMENT OF CASH FLOWS During the nine months ended March 31, 1996 and 1995, the Company had positive cash flows from operating activities and positive cash flows from financing activities. The Company experienced negative cash flows from investing activities during the nine months ended March 31, 1996 and 1995. Cash flows from operating activities for the periods covered by the Statements of Cash Flows have been primarily related to adjustments in deferred assets, credits and other liabilities, the provision for loan losses and losses on foreclosed assets, depreciation, sale of foreclosed assets and the amortization of deferred loan origination fees and discounts (premiums) on loans and investments, all of which are non-cash or non-operating adjustments to operating cash flows. As a result, net income, adjusted for non-cash and non-operating items, was the primary source of cash flows from operating activities. Operating activities provided cash flows of $7.6 million and $5.7 million in cash during the nine months ended March 31, 1996 and 1995, respectively. During the nine months ended March 31, 1996 and 1995, investing activities used cash of $29.6 million and $69.4 million, respectively, primarily due to the net increase of loans in both periods. Changes in cash flows from financing activities of the periods covered by the Statements of Cash Flows are due to changes in deposits after interest credited, changes in FHLBank advances and changes in short-term borrowings as well as purchases of treasury stock and dividend payments to stockholders. Financing activities provided $28.5 million and $68.2 million, respectively, in cash during the nine months ended March 31, 1996 and 1995. Financing activities in the future are expected to primarily include changes in deposits, changes in FHLBank advances, and changes in short-term borrowings. DIVIDENDS During the nine months ended March 31, 1996, the Company declared and paid dividends of $0.525 per share compared to dividends declared and paid during the nine months ended March 31, 1995 of $0.45 per share. The Board of Directors meets regularly to consider the level and the timing of dividend payments. 23 PART II. OTHER INFORMATION Item 1. Legal Proceedings The Registrant and its subsidiaries are involved as plaintiff or defendant in various legal actions arising in the normal course of their business. While the ultimate outcome of the various legal proceedings involving the Registrant and its subsidiaries cannot be predicted with certainty, it is the opinion of management, after consultation with legal counsel, that these legal actions currently are not material to the Registrant. Item 2. Changes in Securities None. Item 3. Defaults Upon Senior Securities None. Item 4. Submission of Matters to Vote of Common Stockholders None. Item 5. Other Information None. Item 6. Exhibits and Reports on Form 8-K a) Exhibits See the attached exhibit 11, Statement re computation of earnings per share. See the attached exhibit 27, Financial Data Schedule. b) Reports on Form 8-K None. 24 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. Great Southern Bancorp, Inc. Registrant Date: May 15, 1996 /s/ William V. Turner -------------------------- William V. Turner Chairman of the Board, President and Chief Executive Officer Date: May 15, 1996 /s/ Don M. Gibson -------------------------- Don M. Gibson, Executive Vice President and Chief Financial Officer 25 Exhibit 11- Statement Re Computation of Earnings Per Share Three Months Ended Nine Months Ended March 31, March 31, 1996 1995 1996 1995 ---------- ---------- ---------- ---------- Primary: Average shares outstanding 4,450,812 4,526,196 4,417,438 4,604,392 Net effect of dilutive stock options - based on the treasury stock method using average market price 136,348 161,998 131,954 162,460 --------- --------- --------- --------- Primary shares 4,587,160 4,688,194 4,549,392 4,766,852 ========= ========= ========= ========= Net income $3,220,413 $2,394,424 $8,583,029 $7,060,000 ========= ========= ========= ========= Per share amount $0.70 $0.51 $1.89 $1.48 ==== ==== ==== ==== Fully diluted: Average shares outstanding 4,450,812 4,526,196 4,417,438 4,604,392 Net effect of dilutive stock options - based on the treasury stock method using average market price 137,996 161,998 137,996 162,460 --------- --------- --------- --------- Primary shares 4,588,808 4,688,194 4,555,434 4,766,852 ========= ========= ======== ========= Net income $3,220,413 $2,394,424 $8,583,029 $7,060,000 ========= ========= ========= ========= Per share amount $0.70 $0.51 $1.88 $1.48 ==== ==== ==== ==== 26 Exhibit Index ------------- Exhibit No. Description - - ------- ----------- 27 Financial Data Schedule, which is submitted electronically to the Securities and Exchange Commission for information only and not filed.