U. S. SECURITIES AND EXCHANGE COMMISSION Washington. D. C. 20549 Form 10-QSB (Mark One) [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1999. [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from _____________ to _____________. Commission file number 0-22471 Luxemburg Bancshares, Inc. (Exact name of small business issuer as specified in its charter) Wisconsin (State or other jurisdiction of incorporation or organization) 39-1457904 (I.R.S. Employer Identification No.) 630 Main Street, Luxemburg, Wisconsin 54217 (Address of principal executive offices) (920) 845-2345 (Issuer's telephone number) N/A (Former name, former address and former fiscal year, if changed since last report) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 [ ] State the number of shares outstanding of each issuer's classes of common equity, as of May 11, 1999: 243,501 shares were outstanding. Transitional Small Business Disclosure Format (checkone): Yes [ ] No [X] LUXEMBURG BANCSHARES, INC. INDEX Page No. PART I - FINANCIAL INFORMATION Consolidated Balance Sheets - March 31, 1999 and December 31, 1998 3 Consolidated Statements of Income - Three Months Ended March 31, 1999 and 1998 4 Consolidated Condensed Statements of Changes in Stockholders' Equity - Three Months Ended March 31, 1999 and 1998 5 Consolidated Statements of Cash Flow - Three Months Ended March 31, 1999 and 1998 6 Notes to Consolidated Financial Statements 7 - 8 Management's Discussion and Analysis of Financial Condition and Results of Operations 9 - 13 PART II - OTHER INFORMATION Item 6 - Exhibits and Reports on Form 8-K 14 SIGNATURES 14 PART I - FINANCIAL INFORMATION LUXEMBURG BANCSHARES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS - (UNAUDITED) March 31, 1999 and December 31, 1998 ASSETS 1999 1998 Cash and due from banks $ 1,984,701 $ 2,931,179 Interest-bearing deposits 967,974 907,672 Federal funds sold 5,521,000 8,482,000 Cash and cash equivalents 8,473,675 12,320,851 Investment securities available for 20,842,417 18,064,562 sale-Stated at fair value Total loans 63,953,357 64,052,248 Allowance for credit losses (793,976) (773,116) Net loans 63,159,381 63,279,132 Premises and equipment 2,555,610 1,779,477 Other investments at cost 276,050 276,050 Other assets 2,353,728 2,250,553 TOTAL ASSETS $ 97,660,861 $ 97,970,625 LIABILITIES AND STOCKHOLDERS' EQUITY 1999 1998 LIABILITIES: Non-interest-bearing deposits $ 10,928,591 $ 10,758,991 Interest-bearing deposits 75,716,086 76,553,176 Total deposits 86,644,677 87,312,167 Short-term borrowings 97,361 79,574 Borrowed funds 63,702 78,031 Other liabilities 1,200,168 1,044,420 Total liabilities 88,005,908 88,514,192 STOCKHOLDERS' EQUITY: Common stock- $1.00 par value: Authorized - 2,400,000 shares, 270,500 270,500 Issued - 270,500 shares Capital surplus 3,206,510 3,206,510 Retained earnings 6,395,128 6,120,354 Accumulated other comprehensive income 127,165 203,419 Less - 26,999 shares of treasury common stock, at cost (344,350) (344,350) Total stockholders' equity 9,654,953 9,456,433 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 97,660,861 $ 97,970,625 See accompanying notes to consolidated financial statements. LUXEMBURG BANCSHARES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) Three Months Ended March 31, 1999 1998 INTEREST INCOME: Interest and fees on loans $ 1,388,410 $ 1,347,699 Interest on investment securities: Taxable 203,863 174,381 Tax-Exempt 65,189 45,083 Other interest and dividend income 86,759 35,716 Total interest income 1,744,221 1,602,879 INTEREST EXPENSE: Deposits 888,110 755,525 Short-term borrowings 1,543 3,033 Borrowed funds 1,975 11,201 Total interest expense 891,628 769,759 Net interest income 852,593 833,120 Provision for credit losses 30,000 37,500 Net interest income after provision for credit losses 822,593 795,620 OTHER INCOME: Service charges on deposit accounts 50,393 42,674 Mortgage underwriting fees-Secondary market 12,354 75,004 Loan servicing fee income 29,422 17,022 Other operating income 164,024 171,483 Total other income 256,193 306,183 OPERATING EXPENSES: Salaries and related benefits 395,165 398,280 Net occupancy expense 51,302 44,409 Equipment rentals, 79,114 75,793 depreciation, and maintenance Data processing 32,637 27,282 Other operating expenses 147,953 150,946 Total operating expenses 706,171 696,710 Income before provision for income taxes 372,615 405,093 Provision for income taxes 97,841 123,321 Net income $ 274,774 $ 281,772 Basic earnings per common share $1.13 $1.16 See accompanying notes to consolidated financial statements. LUXEMBURG BANCSHARES, INC. AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED) Three Months Ended March 31, 1998 and 1997 Three Months Ended Three Months Ended March 31, 1999 March 31, 1998 Shares Equity Total Shares Equity Total Balance-Beginning of period 243,501 $ 9,456,433 243,501 $ 8,528,876 Comprehensive income: Net Income 274,774 281,772 Other comprehensive income - Change in net unrealized gain (loss) on securities available for sale -76,254 12,202 Total comprhensive income 198,520 293,974 Balance - End of period 243,501 $ 9,654,953 243,051 $ 8,822,850 See accompanying notes to consolidated financial statements. LUXEMBURG BANCSHARES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOW (UNAUDITED) Three Months Ended March 31, 1999 and 1998 1999 1998 CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 274,774 $ 281,772 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 78,428 77,267 Accretion of discounts on securities ( 5,659) ( 8,624) Amortization of premiums on securities 6,482 2,900 Provision for credit losses 30,000 37,500 Gain on sale of other real estate (164) Provision for deferred taxes (2,496) (12,054) Change in other operating assets (103,596) (107,311) Change in other operating liabilities 153,254 167,492 Total adjustments 156,413 157,006 Net cash provided by operating activities 431,187 438,778 CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from maturities of 1,902,860 742,533 securities available for sale Purchase of securities available for sale (4,760,652) (1,275,625) Net decrease in loans 89,751 3,248,939 Purchase of additional life insurance (29,831) (17,300) Proceeds from sale of other real estate 31,652 15,164 Capital expenditures (848,111) (67,534) Net cash provided by (used in) (3,614,331) 2,646,177 investing activities CASH FLOWS FROM FINANCING ACTIVITIES: Net decrease in deposits (667,490) (1,390,097) Net increase (decrease) in short- 17,787 (384,187) term borrowings Principal payments on borrowed funds (14,329) (13,342) Net cash used in financing activities (664,032) (1,787,626) Net increase (decrease) in cash and (3,847,176) 1,297,329 cash equivalents Cash and cash equivalents at beginning 12,320,851 5,132,708 Cash and cash equivalents at end $ 8,473,675 $ 6,430,037 Supplemental information: Cash paid during the period for: Interest $ 878,352 $ 788,128 Income taxes $ 16,491 $ 25,115 See accompanying notes to consolidated financial statements LUXEMBURG BANCSHARES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) The consolidated financial statements for interim periods are unaudited; however, in the opinion of the management of Luxemburg Bancshares, Inc. ("Company"), all adjustments (consisting of only normal recurring adjustments) necessary for a fair presentation have been included. Refer to the Notes to Consolidated Financial Statements which appear in the Company's Form 10-KSB for the Fiscal Year ended December 31, 1998 for the Company's accounting policies which are pertinent to these financial statements. NOTE 1: BASIS OF PRESENTATION The consolidated financial statements of Company, a bank holding company, include the accounts of Company and Subsidiaries - Bank of Luxemburg, Luxemburg Investment Corporation, and Area Development Corporation. All significant intercompany balances and transactions have been eliminated in consolidation. Goodwill acquired in a business acquisition is being amortized on a straight-line basis over five years. The accompanying financial statements have been prepared in accordance with the instructions for Form 10-QSB and, therefore, do not include all information and footnotes necessary to be in conformity with generally accepted accounting principles. For purposes of reporting cash flows, the Company considers cash on hand, interest-bearing and non- interest bearing deposits in banks and federal funds sold as cash and cash equivalents. Earnings per common share are based upon the weighted average number of common shares outstanding. The weighted average number of shares outstanding was 243,501 in 1999 and 1998. The basic and diluted earnings per share are the same for 1999 and 1998. NOTE 2: FINANCIAL INSTRUMENTS WITH OFF-BALANCE SHEET RISK The Bank of Luxemburg's ("Bank's") financial statements do not reflect various commitments and contingent liabilities which arise in the normal course of business and which involve elements of credit risk, interest rate risk, and liquidity risk. These commitments and contingent liabilities are commitments to extend credit and standby letters of credit. A summary of the Bank's commitments and contingent liabilities at each balance sheet date is as follows: Notional Amount March 31, 1999 December 31, 1998 Commitments to extend credit $5,466,000 $4,545,000 Credit card arrangements 973,000 561,000 Standby letters of credit 738,000 132,000 Commitments to extend credit and credit card arrangements are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. A portion of the commitments are expected to be drawn upon, thus representing future cash requirements. The Bank evaluates each customer's creditworthiness on a case-by- case basis. The amount of collateral obtained upon extension of credit is based on management's credit evaluation of the counterparty. Collateral held varies but may include accounts receivable; inventory; property, plant, and equipment; real estate; and stocks and bonds. Management does not anticipate any material losses as a result of these commitments. Standby letters of credit are conditional commitments issued by the Bank to guarantee the performance of a customer to a third party. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. The Bank holds collateral supporting those commitments for which collateral is deemed necessary. Because these instruments have fixed maturity dates and because many of them expire without being drawn upon, they do not generally present any significant liquidity risk to the Bank. Management does not anticipate any material losses as a result of these letters of credit. LUXEMBURG BANCSHARES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 3: ACCOUNTING CHANGES Future Accounting Change - In June, 1998, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 133, "Accounting for Derivative Instruments and Hedging Activities." This statement established accounting and reporting standards for derivative instruments and for hedging activities. This statement requires an entity to recognize all derivative instruments and for hedging activities. This statement requires an entity to recognize all derivatives as either assets or liabilities in the balance sheet and measure those instruments at fair value. The accounting for changes in the fair value of a derivative depends on the intended use of the derivative and the resulting designation. This statement is effective for fiscal years beginning after June 15, 1999. Management, at this time cannot determine the effect adoption of this statement may have on the consolidated financial statements of the Company as the accounting for derivatives is dependent on the amount and nature of derivatives in place at the time of adoption. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS LUXEMBURG BANCSHARES, INC. AND SUBSIDIARIES SELECTED QUARTERLY FINANCIAL DATA Three Months Ended March 31, 1999 1998 Net Earnings $ 274,774 $ 281,772 Average Consolidated Balance Sheet Items: Loans 61,314,210 57,750,541 Taxable Investment 13,048,984 10,640,118 Fed Funds Sold 6,765,478 2,011,958 Municipal Loans & Investments 8,562,339 5,264,214 Other Earning Assets 1,245,899 545,337 Total Earning Assets 90,936,910 76,212,168 Total Assets 97,431,547 81,840,730 Deposits 86,441,725 72,097,514 Shareholders' Equity 9,601,636 8,729,091 Key Ratios: Average Equity to Average Total Assets 9.85% 10.67% Return on Average Total Assets 1.13% 1.38% Return on Average Equity 11.45% 12.91% Net Interest Margin 3.83% 4.43% NET INTEREST INCOME Net interest income, the principle source of earnings, is the amount by which interest generated by earning assets exceeds the interest costs of liabilities obtained to fund them. As shown below, net interest income has increased $19,473 or 2.34% to $852,593 for the three months ended March 31, 1999 from $833,120 for the three months ended March 31, 1998. The increase in net interest income is due to bank growth. As noted above, average assets for the three months ended March 31, 1999 were $97,431,547 compared to average assets for the three months ended March 31, 1998 of $81,840,730. Three Months Ended March 31, 1999 1998 Interest Income $ 1,744,221 $ 1,602,879 Interest Expense 891,628 769,759 Net Interest Income $ 852,593 $ 833,120 Net Interest Margin 3.80% 4.43% RATE/VOLUME ANALYSIS The impact of changes in volume and interest rates on net interest income for the three months ended March 31, 1999 is illustrated in the following table: Three Months Ended March 31, 1999 Compared to Three Months Ended March 31, 1998. Increase (Decrease) in Net Interest Income Net Change Due To Rate Due To Volume Interest Income $ 141,342 $ (77,912) $ 219,254 Interest Expense 121,869 (29,313) 151,182 Net Interest Income $ 19,473 $ (48,600) $ 68,073 Interest rates on the Bank's earning assets and interest bearing liabilities were generally lower for the three months ended March 31, 1999 compared to the three months ended March 31, 1998. However, earning assets increased to $90,936,910 for the three months ended March 31, 1999 from $76,212,168 for the three months ended March 31, 1998. Interest bearing liabilities increased $12,536,857 or 19.42% to $77,106,358 for the three months ended March 31, 1999 compared to $64,569,501 for the three months ended March 31, 1998. OPERATING RESULTS Net income for the three months ended March 31, 1999, was $274,774 compared to $281,772 for the three months ended March 31, 1998. The decrease of $6,998 reflects the lower interest rate margin and increased net occupancy expense of $6,893 for the construction of the new branch office. The increase in interest income of $19,473 for the three months ended March 31, 1999, compared to the three months ended March 31, 1998, and is discussed in "Net Interest Income" and "Rate/Volume Analysis" elsewhere in this report. Mortgage underwriting fees - Secondary market decreased $62,650 to $12,354 for the three months ended March 31, 1999, compared to $75,004 for the three months ended March 31, 1998. This decrease is primarily due to decreased volume as for the three months ended March 31, 1999, the Company originated $1,766,200 of loans for the secondary market compared to $5,220,200 for the three months ended March 31, 1998. Total operating expenses increased a modest $9,461 or 1.36% from $696,710 for the three months ended March 31, 1998 to $706,171 for the three months ended March 31, 1999. Salaries and related benefits decreased $3,115 or 0.78% to $395,165 for the three months ended March 31, 1999 compared to $398,280 for the three months ended March 31, 1998. Net occupancy expense increased $6,893 to $51,302 for the three months ended March 31, 1999 compared to $44,409 for the three months ended March 31, 1998. Of the estimated $1,400,000 for the cost of the new office in Casco, WI., $1,160,438 was paid since the construction began in the fourth quarter of 1998. Equipment rentals, depreciation, and maintenance for the three months ended March 31, 1999 increased $3,321 or 4.38% to $79,114 compared to $75,793 for the three months ended March 31, 1998. Finally, other operating expenses for the three months ended March 31, 1998 deceased $2,993 or 1.98% to $147,953 from $150,946 for the three months ended March 31, 1997. Year 2000 Risks. The Company is exposed to future uncertainty, potential future reduction in earnings, and future losses, including litigation, due to business interruption or errors, if its computer systems are not modified to ensure that dates after December 31, 1999 are not misrepresented by those systems. This eventuality is commonly referred to as the Year 2000 problem. The Bank uses computer-related technologies and software throughout its business that will be affected by the date change in the year 2000. The Bank's directors, senior management and staff are aware of these Year 2000 issues and have appointed a technology committee to study and direct the project to bring all of the computer-related systems into Year 2000 compliance during 1998 and 1999. In accordance with the guidelines of the FDIC, the technology committee will be addressing the issue using the following phases Percent Completed 1) Awareness 100% 2) Assessment 100% 3) Renovation 90% 4) Validation 75% 5) Implementation 25% The Bank has recently converted its main data processing system. The vendor has provided the Bank with a copy of its Year 2000 project plan and stated that the software is Year 2000 compliant. The Bank is in the process of obtaining similar information and commitments from the Bank's other vendors. The Bank is acting upon the belief and understanding that all federal agencies are actively managing the Year 2000 problems which are inherent in the global banking and payments system. The Company spent approximately $30,000 in 1998 on Year 2000 renovation and testing. The Technology Committee of the Bank of Luxemburg has budgeted $20,000.00 for technology improvements for 1999, a portion which may be required for consulting and technical assistance in testing of information and non-information systems. During the three months ended March 31, 1999 $2,324 was spent for year 2000 related issues. ALLOWANCE FOR LOAN LOSSES The amount charged to the provision for loan losses by the Bank is based on management's evaluation as to the amounts required to maintain an allowance adequate to provide for potential losses inherent in the loan portfolio. The level of this allowance is dependent upon the total amount of past due and non-performing loans, general economic conditions and management's assessment of potential losses based upon internal credit evaluations of the loan portfolio and particular loans. In 1999 the Bank management allocated the allowance based on an assigned risk factor for each category of loans and adjusting the allocation by potential losses of individual loans. The Bank's credit customers are subject to potential losses as a result of Year 2000 exposure in their own computer systems as well as the computer systems of their suppliers and customers. The Bank is working with those customers that may be significantly affected by the Year 2000 exposure. The exposure, if not adequately addressed, will be taken into account in assessing the loss potential, if any, associated with each credit relationship. Loans are entirely to borrowers in Northeast Wisconsin. The Bank generally places loans on non-accrual status when the loan is past due as to the payment of interest and/or principal in excess of 90 days. The Bank also places loans on a non-accrual status when it deems the collection of such interest unlikely. Loans are returned to full accrual status when the loan is brought current according to all terms of the loan agreement, all past due principal and interest is paid and the Bank deems its collateral position adequate to warrant a return to accrual status. At March 31, 1999 and 1998 the Company did not have any loans past due 90 days or more that were still accruing interest. At March 31, 1999 and 1998 the Company did not have any loans that meet the definition of "Troubled Debt Restructuring". In addition, there were no loans considered to be impaired. The Bank had $316,000 of nonaccrual loans at March 31, 1999 and $238,000 of nonaccrual loans at March 31, 1998. During the three months ended March 31, 1999, $30,000 was charged to the provision for loan losses compared to $37,500 for the three months ended March 31, 1998. At March 31, 1999 the allowance was $794,000 or 1.23% of total loans. This compares to an allowance of $704,000 or 1.22% of total loans as of March 31, 1998. For the three months ended March 31, 1999 the Bank had net charge-offs of $9,000 compared to net charge-offs of $11,000 for the three months ended March 31, 1998. The following table summarizes loan charge-offs and recoveries by type of loan for the three months ended March 31, 1999 and 1998: Loan Type March 31, 1999 March 31, 1998 Charge-Off Recovery Charge-Off Recovery Real Estate $ 0 $ 0 $ 0 $ 0 Commercial and Industrial 0 0 0 0 Agricultural 0 3,000 0 0 Consumer 13,000 1,000 18,000 7,000 TOTALS $ 13,000 $ 4,000 $18,000 $7,000 The Bank has allocated its allowance for credit losses at the end of each period presented as follows: March 31, 1999 March 31, 1998 % of % of loans loans Balance at End of Period to to Applicable to: total total Amount Loans Amount Loans Commercial and agricultural $456,738 59% $10,000 50% Real Estate-construction 32,813 4% 5% Real Estate-mortgage 65,650 21% 5,000 34% Consumer 121,563 16% 38,500 11% Total Domestic 676,763 100% 53,500 100% Unallocated 117,23 650,500 TOTALS $ 793,976 100% $ 704,000 100% LIQUIDITY AND INTEREST RATE SENSITIVITY The Company must maintain an adequate liquidity position in order to respond to the short-term demand for funds caused by withdrawals from deposit accounts, extensions of credit and for the payment of operating expenses. Maintaining this position of adequate liquidity is accomplished through the management of a combination of liquid assets; those which can be converted into cash and access to additional sources of funds. Primary liquid assets of the Company are cash and due from banks, federal funds sold, investments held as "available for sale" and maturing loans. Federal funds purchased and loans from the Federal Home Loan Bank system represent the Company's primary source of immediate liquidity and were maintained at a level to meet immediate needs. Federal Funds Sold averaged approximately $6,765,000 and $2,012,000 for the three months ended March 31, 1999 and 1998, respectively. Maturities in the Company's loan and investment portfolios are monitored regularly to avoid matching short-term deposits with long-term loans and investments. Other assets and liabilities are also monitored to provide the proper balance between liquidity, safety, and profitability. This monitoring process must be continuous due to the constant flow of cash that is inherent in a financial institution. The Company actively manages its interest rate sensitive assets and liabilities to reduce the impact of interest rate fluctuations. In addition, the Bank monitors the interest rates paid on Certificates of Deposit as advertised by its competitors and strives to pay competitive interest rates to retain and attract Certificates of Deposit. Should competitive pressures dictate, the Bank may have to increase rates paid to retain the Certificates of the Deposit that mature in the next year and any increase in interest rates paid on Certificates of Deposit may reduce future Company earnings. The Bank also monitors the assets and liabilities that reprice each month to determine the impact on future earnings from anticipated repricings. At March 31, 1999 the Company's rate sensitive liabilities exceed rate sensitive assets due within one year by $3,937,000. As part of managing liquidity, the Company monitors its loan to deposit ratio on a daily basis. At March 31, 1999 the ratio was 75.5% which is within the Company's acceptable range. The Company experienced a decrease in cash and cash equivalents, its primary source of liquidity, of $3,847,176 for the three months ended March 31, 1999. The primary source of cash flow for the three months ended March 31, 1999 was cash provided by operating activities of $431,187. Cash outflow for the three months ended March 31, 1999 primarily consisted of the following: Net security purchases of $2,857,800, a decrease in deposits of $667,490 and an increase in capital expenditures of $848,111. Even though the Company experienced a decrease in loans and deposits in the first quarter of 1999, the Company's management believes its liquidity sources are adequate to meet its operating needs and does not know of any trends, events or uncertainties that may result in a significant adverse effect on the Company's operations or liquidity position. The Company has commenced a stock offering for up to 25,000 shares of stock at $44.00 a share. The Bank intends to use the net proceeds to replenish short term investments that we liquidated in order to pay for the acquisition and construction of our new Casco branch. The following table illustrates the projected maturities and the repricing mechanisms of the major asset/liability categories of the Company as of March 31, 1999, based on certain assumptions. No prepayment rate assumptions have been made for the loan portfolio. Maturities and repricing dates for investments have been projected by applying the assumptions set forth below to contractual maturities and repricing dates. 1 Year 1 - 5 5 - 10 After 10 or Less Years Years Years Interest Earning Assets: Fed Funds Sold $ 5,521,000 Investment Securities $ 4,499,000 $ 7,366,000 $ 7,269,000 $ 1,708,000 Loans Variable Rate $ 9,445,000 Real Estate- Construction $ 2,625,000 Real Estate-Other $ 5,610,000 $ 8,046,000 $ 101,000 $ 171,000 Commercial and Industrial $10,219,000 $12,186,000 $ 273,000 $ 1,025,000 Agricultural $ 3,553,000 $ 2,505,000 $ 110,000 $ 559,000 Consumer $ 2,518,000 $ 7,210,000 $ 445,000 $ 157,000 Other $ 1,246,000 -0- -0- -0- Total Interest Earning $45,236,000 $37,313,000 $ 8,198,000 $ 3,620,000 Assets Interest Bearing Liabilities: Interest Bearing Demand $ 5,332,000 Savings Deposits $ 5,707,000 $13,316,000 Money Market Accounts $ 1,104,000 $ 3,097,000 Certificates of $33,824,000 $ 4,648,000 Deposit Jumbo CD's $ 3,880,000 $ 675,000 IRA's $ 4,400,000 $ 181,000 Other $ 258,000 $ 18,000 -0- -0- Total Interest $49,173,000 $ 5,522,000 -0- $21,745,000 Bearing Liabilities Interest Sensitivity $(3,937,000 $31,791,000 $ 8,208,000 ($18,125,000) Gap per Period Cumulative Interest $(3,937,000) $27,854,000 $36,062,000 $17,937,000 Sensitivity Gap Interest Sensitivity (4.2%) 33.77% 8.7% (19.2%) Gap as a Percentage of Earning Assets Cumulative Sensitivity Gap (4.2%) 29.5% 38.2% 19.0% as a Percentage of Earning Assets PART II - OTHER INFORMATION Item 6. Exhibits and reports on Form 8-K (a) Exhibits 10.1 1999 Director Stock Purchase Plan 27 Financial Data Schedule (b) Reports on Form 8-K During the quarter ended March 31, 1999, the registrant did not file any reports on Form 8-K. 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 hereunto duly authorized. LUXEMBURG BANCSHARES,INC. (Registrant) /s/John A. Slatky ----------------- John A. Slatky President and Chief Executive Officer and Acting Principal Financial and Accounting Officer Date May 12, 1999