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EXHIBIT 99.1
[VAVRINEK, TRINE, DAY, & CO. LETTERHEAD]
INDEPENDENT AUDITORS' REPORT
Foothill Independent Bank
Partners In Your Future 401(K) Profit Sharing Plan
Glendora, California
We have audited the accompanying statements of net assets available for
benefits of the Foothill Independent Bank Partners In Your Future 401(K) Profit
Sharing Plan as of December 31, 1995 and 1994, and the related statements of
changes in net assets available for benefits for the years then ended. These
financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatements. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Foothill
Independent Bank Partners In Your Future 401(K) Profit Sharing Plan at December
31, 1995 and 1994 and the changes in its net assets available for benefits for
the years then ended in conformity with generally accepted accounting
principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental Schedule of Assets
Held for Investment Purposes is presented for the purpose of additional
analysis and is not a required part of the basic financial statements, but is
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The supplemental schedule has been subjected to the
auditing procedures applied in the audits of the basic financial statements
and, in our opinion, is fairly stated in all material respects in relation to
the basic financial statements taken as a whole.
/s/ VAVRINEK, TRINE, DAY, & CO.
March 15, 1996
Rancho Cucamonga, California
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FOOTHILL INDEPENDENT BANK
PARTNERS IN YOUR FUTURE
401(K) PROFIT SHARING PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1995 AND 1994
ASSETS 1995 1994
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INVESTMENTS AT FAIR MARKET VALUE
Mutual Funds $ 559,167 $358,995
Foothill Independent Bank Stock 529,913 289,492
Money Market Funds 141,547 99,631
Loan Funds 2,208 41,790
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Total Investments (Note #3) 1,232,835 789,908
CASH 64
RECEIVABLES (Note #4) 19,471 9,760
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Total Assets 1,252,370 799,668
LIABILITIES
Benefits Payable (Note #5) 7,921 18,762
Other 125
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Total Liabilities 7,921 18,887
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NET ASSETS AVAILABLE FOR BENEFITS $1,244,449 $780,781
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The accompanying notes are an integral part of these financial statements.
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FOOTHILL INDEPENDENT BANK
PARTNERS IN YOUR FUTURE
401(K) PROFIT SHARING PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1995 AND 1994
ADDITIONS TO NET ASSETS ATTRIBUTED TO 1995 1994
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Net unrealized appreciation (depreciation)
in Fair Value of Assets $ 26,357 $(15,499)
Interest 11,364 3,634
Dividends 77,045 17,600
Realized gain (loss) on sale of assets 16,986 (9,689)
Other Income 1,185 1,559
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Total Investment Income (Loss) 132,937 (2,395)
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Contributions
Employee 432,526 424,769
Employer 134,160 105,259
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Total Contributions 566,686 530,028
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Total Additions to Net Assets 699,623 527,633
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DEDUCTION FROM NET ASSETS ATTRIBUTED TO
Benefits Paid
Directly to Participants (235,955) (96,359)
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NET INCREASE IN NET ASSETS 463,668 431,274
NET ASSETS AVAILABLE FOR BENEFITS, Beginning of Year 780,781 349,507
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NET ASSETS AVAILABLE FOR BENEFITS, End of Year $1,244,449 $780,781
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The accompanying notes are an integral part of these financial statements.
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FOOTHILL INDEPENDENT BANK
PARTNERS IN YOUR FUTURE
401(K) PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995 AND 1994
NOTE #1 - DESCRIPTION OF PLAN
The following description of the Foothill Independent Bank Partners In Your
Future 401(K) Profit Sharing Plan provides only general information.
Participants should refer to the Plan agreement for a more complete description
of the Plan's provisions.
A. GENERAL - The Plan is a defined contribution plan covering all full-time
employees of Foothill Independent Bank (FIB). There is no age or
service requirement. It is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA). FIB adopted the Plan
effective January 1, 1994.
B. CONTRIBUTIONS - Each year, FIB contributes to the Plan matching
contributions equal to a discretionary percentage, to be determined by
the Employer, of the participant's salary reductions. Participants may
contribute up to 10 percent of their annual wages before bonuses and
overtime.
C. PARTICIPANT ACCOUNTS - Each participant's account is credited with the
participant's contribution and allocation of (a) the FIB contributions,
and (b) Plan earnings. Allocations are based on participant earnings or
account balances, as defined. The benefit to which a participant is
entitled is the benefit that can be provided from the participant's
account.
D. VESTING - Participants are vested in FIB Contributions according to the
following schedule:
YEAR OF SERVICE PERCENTAGE
--------------- ----------
1 Year 25%
2 Years 50%
3 Years 100%
Employee Contributions, Deferrals, and Rollovers are immediately 100%
vested. No vested benefit may be forfeited.
E. PAYMENT OF BENEFITS - On termination of service, a participant may
receive a lump-sum amount equal to the value of his or her account or
may roll-over the value of his or her account to another plan.
F. LOANS TO PARTICIPANTS - Participants may apply for a loan of up to one
half of total prior contributions. The loans are secured by the
accounts of the participant. The loans are available to all
participants and bear a reasonable rate of interest.
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FOOTHILL INDEPENDENT BANK
PARTNERS IN YOUR FUTURE
401(K) PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995 AND 1994
NOTE #2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
VALUATION OF ASSETS
- -------------------
If available, quoted market prices are used to value investments. Many factors
are considered in arriving at fair value. Mutual funds are valued based upon
the market unit value of the fund as a whole and not on individual investments
of the fund.
TAX STATUS
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The Trust established under the Plan to hold the Plan's assets is qualified
under the appropriate section of the Internal Revenue Code. Accordingly, the
Plan's net investment income is exempt from income taxes. The Plan has
received a favorable tax determination letter from the Internal Revenue Service
and the Plan sponsor believes that the Plan continues to qualify and operate as
designed.
ADMINISTRATION OF PLAN ASSETS
- -----------------------------
Contributions made by FIB and its employees are held and managed by a Trustee,
which invests the cash received, interest, and dividends in accordance with
participant's instructions. Distributions to participants are made by the
Trustee. The Trustee also administers the payment of principal and interest on
participant loans.
Certain administrative functions are performed by officers or employees of FIB.
No such officer or employee receives additional compensation from the Plan.
The administrative and Trustee fees associated with the Plan are paid by FIB
and not from the Plan Assets.
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FOOTHILL INDEPENDENT BANK
PARTNERS IN YOUR FUTURE
401(K) PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995 AND 1994
NOTE #3 - INVESTMENTS
The Plan's investments are held by a bank administered Trust Fund. The
following table presents the fair values of investments. Investments that
represent 5 percent or more of the plans net assets are separately identified.
FAIR VALUE OF INVESTMENTS
DECEMBER 31, 1995
------------------------
COST FAIR
BASIS VALUE
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Mutual Funds $ $
Growth Equity Fund 184,870 214,727
Intermediate Term Bond Fund 92,181 95,544
Balance Fund 221,211 248,896
Foothill Independent Bank Stock 559,461 529,913
Money Market Funds 141,547 141,547
Loan Funds 2,208 2,208
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Total Investments $1,201,478 $1,232,835
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DECEMBER 31, 1994
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COST FAIR
BASIS VALUE
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Mutual Funds $ $
Growth Equity Fund 150,300 148,276
Intermediate Term Bond Fund 56,308 52,229
Balance Fund 164,377 158,490
Foothill Independent Bank Stock 286,702 289,492
Money Market Funds 99,631 99,631
Loan Funds 41,790 41,790
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Total Investments $ 799,108 $ 789,908
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FOOTHILL INDEPENDENT BANK
PARTNERS IN YOUR FUTURE
401(K) PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995 AND 1994
NOTE #3 - INVESTMENTS - Continued
NET CHANGE IN FAIR VALUE
During 1995 and 1994, the Plan's investments (including investments bought,
sold, and held during the year) appreciated in value by $26,357 during 1995 and
depreciated in value by $(15,499) during 1994 as follows:
DECEMBER 31,
----------------------
1995 1994
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Mutual Funds $ 55,905 $(15,932)
Foothill Independent Bank Stock (29,548) 433
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Net Change in Fair Value $ 26,357 $(15,499)
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NOTE #4 - RECEIVABLES
Receivables at December 31 consist of the following:
1995 1994
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Contributions
Employer $ 5,437 $2,703
Employee 14,034 7,057
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Total Receivables $19,471 $9,760
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NOTE #5 - PENDING BENEFITS PAYABLE
As of December 31, payments to participants whom have withdrawn from the Plan,
but have not yet been paid totaled $7,921 and $18,762 for 1995 and 1994,
respectively.
NOTE #6 - TERMINATION OF PLAN
Although it has not expressed any intent to do so, FIB has the right under the
Plan to discontinue its contributions at any time and to terminate the Plan,
subject to provisions of ERISA. In the event of Plan termination, participants
will become 100% vested in their accounts.
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SCHEDULE ONE
FOOTHILL INDEPENDENT BANK
PARTNERS IN YOUR FUTURE
401(K) PROFIT SHARING PLAN
DECEMBER 31, 1995
FORM 5500 - SCHEDULE G
Part I - Schedule of Assets Held for Investment Purposes
Identity of Issue, Borrower, Current
Lessor or Similar Party Description of Investment Cost Value
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Foothill Independent Bank Common Stock 73,828 shares $ 559,461 $ 529,913
Union Bank Money Market Fund Money Market Funds 141,547 units 141,547 141,547
Union Bank Intermediate Term Mutual Funds 9,014 units 92,181 95,544
Bond Fund
Union Bank Balance Fund Mutual Funds 18,261 units 221,211 248,896
Union Bank Growth Equity Fund Mutual Funds 12,521 units 189,870 214,727
Participant Loans Various loans at 8.25% -10.43% interest 2,208 2,208
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$1,206,478 $1,232,835
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