UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 30, 1997 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: 0-22663 BANDO McGLOCKLIN CAPITAL CORPORATION (Exact name of registrant as specified in its charter) Wisconsin 39-1364345 (State or other jurisdiction of (I.R.S. Employer incorporation) Identification No.) W239 N1700 Busse Road P.O. Box 190 53072-0190 Pewaukee, Wisconsin (Zip Code) (Address of principal executive offices) Registrant's telephone number, including area code: (414) 523-4300 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 ___ On August 12, 1997 there was 3,689,102 shares outstanding of the Registrant's common stock, 6 2/3 cents par value. BANDO McGLOCKLIN CAPITAL CORPORATION FORM 10-Q INDEX PART 1. FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Balance Sheet as of June 30, 1997 and December 31, 1996 . . . . . . . . . . . . . . . . . . . . . 3-4 Consolidated Statement of Operations - For the Three and Six Months Ended June 30, 1997 and 1996 . . . . . . . . . 5 Consolidated Statement of Cash Flows - For the Six Months Ended June 30, 1997 and 1996 . . . . . . . . . . . . 6-7 Notes to the Consolidated Financial Statements . . . . . . 8-9 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations . . . . . . . . . . . 10-14 PART II. OTHER INFORMATION Item 1. Legal Proceedings . . . . . . . . . . . . . . . . . . . . . 15 Item 2. Changes in Securities . . . . . . . . . . . . . . . . . . . 15 Item 3. Defaults Upon Senior Securities . . . . . . . . . . . . . . 15 Item 4. Submission of Matters to a Vote of Security Holders . . . . 15 Item 5. Other Information . . . . . . . . . . . . . . . . . . . . . 15 Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . 15 Signatures . . . . . . . . . . . . . . . . . . . . . . . . 16 Exhibit Index . . . . . . . . . . . . . . . . . . . . . . . 17 BANDO McGLOCKLIN CAPITAL CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET June 30, 1997 December 31, 1996 (Unaudited) (Unaudited) ASSETS Loans $128,495,986 $69,468,291 Loan-backed certificates - 1,988,056 Land 295,002 369,577 Less: reserve for loan losses (450,000) (450,000) Less: retained loan discount (270,670) (1,482,657) ---------- --------- Investments 128,070,318 69,893,267 Excess servicing asset 282,787 1,555,231 Short-term securities 2,450,000 - Investment in swap contracts at market value 227,025 444,257 Accounts receivable (net of allowance of $5,367 and $16,245, respectively) 2,021,263 1,176,025 Inventory 2,377,412 1,827,170 Interest receivable 1,186,565 1,348,860 Cash 1,086,235 1,337,556 Fixed assets (net of accumulated depreciation of $620,970 and $541,791, respectively) 1,833,094 1,419,930 Other assets 1,224,727 727,001 ----------- ---------- Total Assets $140,759,426 $79,729,297 =========== ========== BANDO McGLOCKLIN CAPITAL CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET (Continued) June 30, 1997 December 31, 1996 (Unaudited) (Unaudited) LIABILITIES, MINORITY INTEREST, PREFERRED STOCK AND SHAREHOLDERS' EQUITY Commercial Paper $24,809,703 $21,768,394 Notes payable to banks 7,500,000 9,700,000 ---------- ---------- Short-term borrowings 32,309,703 31,468,394 State of Wisconsin Investment Board note payable 6,333,333 6,666,667 Loan participations with repurchase options 62,719,358 5,348,619 Accounts payable 908,115 565,803 Other notes payable 24,435 29,469 Other liabilities 3,446,443 2,286,050 ----------- ----------- Total Liabilities 105,741,387 46,365,002 ----------- ---------- Minority interest in subsidiaries 1,162,649 598,211 Preferred stock, 1 cent par value, 3,000,000 shares authorized, 674,791 shares issued and outstanding after deducting 15,209 shares in treasury 16,908,025 16,908,025 Shareholders' Equity Common Stock, 6 2/3 cents par value, 15,000,000 shares authorized, 3,990,100 and 3,955,744 shares issued and outstanding, before deducting shares in treasury, respectively 266,006 263,716 Additional paid-in capital 19,741,189 19,498,326 Retained earnings/(deficit) 792,681 (641,370) Treasury stock, at cost (312,438 and 266,650 shares, respectively) (3,852,511) (3,262,613) ----------- ----------- Total Shareholders' Equity 16,947,365 15,858,059 ----------- ----------- Total Liabilities, Minority Interest, Preferred Stock and Shareholders' Equity $140,759,426 $79,729,297 =========== =========== BANDO McGLOCKLIN CAPITAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENT OF OPERATIONS Three Months Ended Six Months Ended June 30 June 30 1997 1996 1997 1996 (Unaudited) (Unaudited) (Unaudited) (Unaudited) Revenues: Interest on loans $2,740,923 $1,885,452 $5,173,510 $3,860,165 Net sales of manufacturing subsidiaries 4,625,296 381,430 7,654,936 653,357 Interest on short-term securities 16,613 16,529 29,889 32,379 Premium (expense) income 8,270 60,306 (60,457) 65,984 Other income 601,839 229,886 637,477 315,113 ------------- ------------- -------------- ------------ Total Revenues 7,992,941 2,573,603 13,435,355 4,926,998 Expenses: Interest expense 1,633,667 598,255 2,897,983 1,300,986 Cost of goods sold of Manufacturing subsidiaries 2,421,389 213,146 4,058,523 430,415 Salaries and employee benefits 497,455 360,858 963,894 687,832 Change in appreciation on investment swaps 84,176 333,388 217,232 358,455 Realized (gains) losses - (140) - 15,926 Other operating expenses 1,150,793 643,463 1,943,199 1,000,431 ----------- ---------- ----------- ----------- Total Expenses 5,787,480 2,148,970 10,080,831 3,794,045 ----------- ---------- ----------- ----------- Net operating income before income taxes and minority interest 2,205,461 424,633 3,354,524 1,132,953 ----------- ---------- ----------- ----------- Provision for income taxes (461,983) - (694,056) - Minority interest in earnings of Subsidiaries (391,972) - (564,438) - ----------- ---------- ----------- ----------- Net Income $1,351,506 $424,633 $2,096,030 $1,132,953 =========== ========== =========== =========== Net Income Per Common Share $0.37 $0.11 $0.57 $0.30 Weighted Average Shares Outstanding 3,698,556 3,717,318 3,707,295 3,755,596 =========== ========== =========== =========== BANDO McGLOCKLIN CAPITAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWS Six Months Ended June 30, 1997 June 30, 1996 (Unaudited) (Unaudited) Cash Flows from Operating Activities Net income $2,096,030 $1,132,953 Loans made (24,973,379) (19,484,289) Principal collected on loans 17,580,922 8,897,629 Loans sold - 13,024,035 Premium expense (income) - net 60,457 (65,984) Loans purchased (49,647,182) - Other adjustments to reconcile net income to net cash (used) provided by operating activities: Change in appreciation on investment swaps 217,232 358,455 Amortization 48,944 25,196 Depreciation 79,179 1,595 Change in minority interest in subsidiaries 564,438 - Increase (decrease) in cash due to changes in: Accounts receivable (845,238) (117,861) Inventory (550,242) 19,173 Interest receivable 162,295 (74,156) Other assets (546,670) (31,392) Accounts payable 342,312 208,444 Other liabilities 1,160,393 (839,932) ----------- ----------- Net Cash (Used) Provided by Operations (54,250,509) 3,053,866 ----------- ----------- Cash Flows from Investing Activities: Purchase of fixed assets (492,343) (198,221) Real Estate sold 74,575 777,213 Purchase of short-term securities (2,625,000) (1,060,255) Proceeds from maturity of securities 175,000 1,063,778 Acquisition of Middleton Doll - 400,325 ----------- ------------ Net Cash (Used) Provided by Investing Activities (2,867,768) 982,840 ----------- ------------ BANDO McGLOCKLIN CAPITAL CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOWS (Continued) Six Months Ended June 30, 1997 June 30, 1996 (Unaudited) (Unaudited) Cash Flows from Financing Activities: Increase in short-term borrowings $841,309 $1,628,675 Proceeds from loan participations with repurchase options - net 57,370,739 3,983,990 Repayment of SWIB note (333,334) (6,666,667) Decrease in other notes payable (5,034) - Dividends paid (661,979) (1,802,302) Proceeds from exercise of stock options 245,153 - Repurchase of common stock (589,898) (1,462,318) ---------- ---------- Net Cash Provided (Used) in Financing Activities 56,866,956 (4,318,622) ----------- ----------- Net decrease in cash (251,321) (281,916) Cash, beginning of period 1,337,556 1,008,847 ---------- ---------- Cash, end of period $1,086,235 $726,931 ========== =========== BANDO McGLOCKLIN CAPITAL CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) NOTE 1 NATURE OF BUSINESS Bando McGlocklin Capital Corporation (the "Company"), was incorporated in February 1980 and provides long-term secured loans to finance the growth, expansion and modernization of small businesses. On March 26, 1993, the Company completed the formation of a holding company structure by transferring substantially all of its assets and liabilities to Bando McGlocklin Small Business Lending Corporation ("BMSBLC"), a wholly owned subsidiary of the Company. At the close of the day on December 31, 1996, BMSLBC surrendered its Small Business Administration ("SBA") license. BMSBLC continues to provide secured loans to small business concerns. Prior to January 1, 1997, BMSBLC was known as Bando McGlocklin Small Business Investment Corporation. On May 5, 1993, the Company formed Bando McGlocklin Investment Company ("BMIC"), a subsidiary of the Company. In May 1993, a partially developed real estate parcel was transferred to BMIC. In December 1996 one percent of the economic interest in BMIC was sold to an unrelated third party. In January 1997, this one percent interest was sold to an officer of the Company, and he was given 100% of the voting stock of BMIC by the Company. In 1997, BMSBLC contributed it's ownership interest in Lee Middleton Original Dolls, Inc. ("Middleton Doll") and License Products, Inc. ("License Products"), both 51% owned subsidiaries engaged in the manufacturing business to BMIC. The consolidated accounts of the Company reflect the consolidated financial position and results of operations of BMIC, Middleton Doll and License Products. Prior to January 2, 1997, the Company and BMSBLC were registered as investment companies under the Investment Company Act of 1940 ("1940 Act"). Effective January 2, 1997, the Company and BMSBLC deregistered as investment companies under the 1940 Act. The Company continues to operate as a registrant under the Securities Act of 1933, but now reports under the Securities Exchange Act of 1934 ("1934 Act"). The financial position as of December 31, 1996 and the results of operations for the three months and six months ended June 30, 1996 and cash flows for the six months ended June 30, 1996 have been restated as if the Company had always reported under the 1934 Act. Under the 1940 Act, the investments in BMIC, Middleton Doll and License Products were accounted for as common stock investments and stated at "fair value" as determined in good faith by the Board of Directors. Under the 1934 Act, these three subsidiaries are consolidated. Since 1993, the Company only owned 49% of Middleton Doll. The acquisition of the additional 2% of Middleton Doll was completed at the end of June 1996. Prior to this acquisition, Middleton Doll was accounted for on the equity method. During 1996 the Company changed its year-end from June 30 to December 31. In 1997, the Company intends to capitalize a bank holding company and then spin-off the bank holding company in a common share distribution to Company shareholders. After the Company distributes its shares in the bank holding company to shareholders, the principal business of the Company will be to manage its loan portfolio and to participate in loans with third party loan originators. NOTE 2 - BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements of Bando McGlocklin Capital Corporation (the "Company") and its majority-owned subsidiaries have been prepared in accordance with the instructions to Form 10-Q and do not include all of the other information and disclosures required by generally accepted accounting principles. These statements should be read in conjunction with the unaudited consolidated financial statements and notes thereto for the quarter ended March 31, 1997 included in the Company's Quarterly Report on Form 10-Q for that period. The accompanying consolidated financial statements have not been audited by independent accountants in accordance with generally accepted auditing standards, but in the opinion of management such financial statements include all adjustments, consisting only of normal recurring accruals, necessary to summarize fairly the Company's financial position and results of operations. The results of operations for the six months ended June 30, 1997 may not be indicative of the results that may be expected for the year ending December 31, 1997. NOTE 3 SFAS 128 In February 1997 the Financial Accounting Standards Board issued Statement of Accounting Standards No. 128, Earnings Per Share ("SFAS 128"), which will be effective for financial statements issued after December 15, 1997. The current primary/fully diluted earnings per share ("EPS") under APB No. 15 will be replaced with a new basic/diluted EPS calculation that is intended to provide greater consistency and comparability. It is not anticipated that the effects of SFAS 128 on the Company will be material. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS General Amounts presented for the 1997 reporting period and at December 31, 1996 include the consolidation of the operations of the following companies: Bando McGlocklin Capital Corporation (the "Company"); Bando McGlocklin Small Business Lending Corporation ("BMSBLC"), a 100% owned subsidiary of the Company; Bando McGlocklin Investment Corporation ("BMIC"), a 99%-owned subsidiary of the Company; Lee Middleton Original Dolls, Inc. ("Middleton Doll") and License Products, Inc. ("License Products"), 51%-owned subsidiaries of BMIC. The June 30, 1996 reporting period includes the consolidation of the operations of the following companies: the Company; BMSBLC and BMIC, 100%- owned subsidiaries of the Company; Middleton Doll and License Products, 51%-owned subsidiaries of the Company. Since 1993 the Company only owned 49% of Middleton Doll. The acquisition of an additional two percent of Middleton Doll was completed at the end of June 1996. Prior to this acquisition, Middleton Doll was accounted for on the equity method. The 1996 reporting period reflects the Company's financial statements on a restated basis. Prior to January 2, 1997 the Company and BMSBLC were registered investment companies therefore they did not consolidate BMIC, Middleton Doll and License Products, which were not registered investment companies. The 1997 and 1996 consolidated financial position and results of operations and cash flows include the accounts of the Company and its 51% or greater owned subsidiaries and are offset by the minority interest in BMIC's, Middleton Doll's and License Products's ownership. FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND 1996 The Company's net income after income taxes and minority interest increased 218% to $1.4 million for the quarter ended June 30, 1997 compared to $0.4 million for the same period of last year. Total revenues for the quarter ended June 30, 1997 increased 211% to $8.0 million from $2.5 over the corresponding prior year period. This increase is primarily due to the consolidation of Middleton Doll's sales of $4.3 million for the quarter ended June 30, 1997. The acquisition of an additional two percent of Middleton Doll was completed at the end of June 1996; previously it was accounted for on the equity method and was not consolidated in the financial statements. Interest on loans increased $0.9 million as a result of the Company repurchasing loans that were previously sold to a third party. This increase in interest income is offset by increased interest expense. The average loans under management increased $1.0 million to $134.4 million for the quarter ended June 30, 1997 from $133.4 million for the quarter ended June 30, 1996. The increase in interest income as a result of the increase in prime of .25% during March 1997 was completely offset by the decreasing yield on the portfolio of loans due to the market's competitive pricing. The remaining $0.3 million increase in total revenues was a result of receiving $0.5 million from an executive's life insurance policy where BMCC was the beneficiary in the second quarter of 1997 offset by a decrease of $0.1 million in commitment fees and $0.1 million in management fees that were recorded for the quarter ended June 30, 1996. Both the commitment fees and the management fees were non-recurring income for 1996. Total operating expenses for the quarter ended June 30, 1997 increased 169% to $5.8 million from $2.1 million over the corresponding prior period. $2.9 million of the increase is the result of consolidating Middleton Doll's operations. Interest expense increased 173% to $1.6 million from $0.6 million for the quarters ended June 30, 1997 and 1996, respectively. Interest expense increased by $0.9 million as a result of the repurchase of loans by BMSBLC that had been previously sold. Those repurchased loans were funded with new debt. This repurchase had no impact on net operating income as both interest income and interest expense increased by the same amount. Interest expense, which is offset by swap income, increased by $0.1 million because of a decline in swap income due to LIBOR rates increasing as a result of prime rate increasing. Lastly, the expense resulting from the decline in unrealized appreciation on investment swaps, which are marked-to-market, decreased $0.2 million for the quarter ending June 30, 1997. The Company's consolidated net income has been reduced by the minority interest ownership in the net earnings of BMIC and Middleton Doll, which have been consolidated by the Company. The minority interest in earnings of subsidiaries equaled $0.4 million for the quarter ended June 30, 1997. Also the Company's June 30, 1997 consolidated net income for the quarter has been reduced by $0.4 million as a provision of income taxes for Middleton Doll. FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 The Company's net income after income taxes and minority interest increased 85% to $2.1 million for the six months ended June 30, 1997 compared to $1.1 million for the same period of last year. Total revenues for the six months ended June 30, 1997 increased 173% to $13.4 million from $4.9 over the corresponding prior year period. This increase is primarily due to the consolidation of Middleton Doll's sales of $7.0 million for the six months ended June 30, 1997. The acquisition of an additional two percent of Middleton Doll was completed at the end of June 1996; previously it was accounted for on the equity method and was not consolidated in the financial statements. Interest on loans increased $1.3 million as a result of the Company repurchasing loans that were previously sold to a third party. This increase in interest income is offset by increased interest expense. The average loans under management increased $4.2 million to $135.5 million for the six months ended June 30, 1997 from $131.3 million for the six months ended June 30, 1996. The increase in interest income as a result of the new loan growth and the increase in prime as of the end of March 1997 was completely offset by the decreasing yield on the portfolio of loans due to the market's competitive pricing. The remaining $0.2 million increase in total revenues was a result of receiving $0.5 million from an executive's life insurance policy where BMCC was the beneficiary during the second quarter of 1997 offset by a decrease of $0.1 million in commitment fees, $0.1 million in management fees and $0.1 million in premium income that were recorded for the six months ended June 30, 1996. Both the commitment fees and the management fees were non-recurring income for 1996. . Total operating expenses for the six months ended June 30, 1997 increased 166% to $10.1 million from $3.8 million over the corresponding prior period. $5.1 million of the increase is the result of consolidating Middleton Doll's operations. License Products' operating expenses decreased by $0.3 million. Interest expense increased 123% to $2.9 million from $1.3 million for the six months ended June 30, 1997 and 1996, respectively. Interest expense increased by $1.3 million as a result of the repurchase of loans by BMSBLC that had been previously sold. Those repurchased loans were funded with new debt. This repurchase had no impact on net operating income as both interest income and interest expense increased by the same amount. Interest expense, which is offset by swap income, increased by $0.3 million because of a decline in swap income due to LIBOR rates increasing as a result of the prime rate increasing and the Company continues to grow its investments in mortgage loans by utilizing leverage. Average loans increased $4.2 million in the current six month period over the corresponding prior period. Lastly, the expense resulting from the decline in unrealized appreciation on investment swaps, which are marked-to-market, decreased $0.1 million for the six months ending June 30, 1997. The Company's consolidated net income has been reduced by the minority interest ownership in the net earnings of BMIC and Middleton Doll, which have been consolidated by the Company. The minority interest in earnings of subsidiaries equaled $0.6 million for the six months ended June 30, 1997. Also the Company's June 30, 1997 consolidated net income for the six months has been reduced by $0.6 million as a provision of income taxes for Middleton Doll. LIQUIDITY AND CAPITAL RESOURCES Total investment in loans and loan-backed certificates on the balance sheet increased by $57.0 million, or 80% to $128.5 million at June 30, 1997 from $71.5 million at December 31, 1996. During the first and second quarter of 1997 the Company repurchased $49.6 million of loans previously sold to a third party and made new loans of $25.0 million. The Company also collected $17.6 million of principal payments on loans on the balance sheet and collected $9.2 million of principal payments on loans that were sold to third parties. The Company's loans under management decreased to $136.6 million as of June 30, 1997 from $138.4 million as of December 31, 1996. The increase in loans on the balance sheet was primarily financed through secured borrowings. Cash and short-term securities increased to $3.5 million at June 30, 1997 from $1.3 million at December 31, 1996. The Company's total consolidated indebtedness at June 30, 1997 increased 133% to $101.4 million from $43.5 million as of December 31, 1996. The Company, as of June 30, 1997, had $69.1 million outstanding in long-term debt and $32.3 million outstanding in short-term borrowings and as of December 31, 1996, had $12.0 million outstanding in long-term debt and $31.5 million outstanding in short-term borrowings. The increase of $57.9 million is primarily the result of repurchasing loans previously sold to third parties. To the extent Middleton Doll has ongoing capital expenditure needs, management believes those expenditures can be funded through cash generated from operations. The Company's board of directors has approved capitalizing InvestorsBancorp, Inc., a bank holding company with approximately $6.2 million and distributing to the Company's shareholders all of its outstanding shares of InvestorsBancorp. InvestorsBancorp is a proposed bank holding company organized to own all of the capital stock of InvestorsBank (the "Bank"), a Wisconsin- chartered bank. It is management's belief that the Company has enough capital to invest approximately $6.2 million in InvestorsBancorp and continue to operate the Company. The Company began exploring the idea of opening a bank in 1994 when management noticed that banks and other traditional financial institutions were beginning to enter the Company's markets, by providing commercial real estate loans to small businesses. This competition for commercial real estate loans has had an adverse effect on the Company's margins. It was decided a bank could compete more effectively based upon its lower cost of funds. After the Company distributes its shares in InvestorsBancorp to shareholders, the principal business of the Company will be to manage its loan portfolio and participate in new loans with third party loan originators, including the Bank and possibly other banks. The Company is also exploring the expansion of its real estate lending business into ownership of real property including related buildings and improvements for lease to small businesses. The Company anticipates that adequate cash will be available to fund loans and new investments. All employees of the Company will terminate their employment with the Company to become employees of the Bank, except for certain executive officers who will be employees of both the Company and the Bank. The Company and the Bank will enter into a Management Services and Allocation of Operating Expenses Agreement (the "Agreement"). The effect of such agreement will be to reduce the level of operating expenses in the Company. The investment of approximately $6.2 million in capital is expected to lower the Company's operating income. Management is unable to measure the net impact of the Agreement and the capitalization of InvestorsBancorp on net operating income. Statements included in this filing concerning the Company's future prospects are "forward looking statements" under the Federal securities laws. There can be no assurance that future results will be achieved and actual results could differ materially from forecasts and estimates. PART II. OTHER INFORMATION Item 1. LEGAL PROCEEDINGS The Company is not a defendant in any material pending legal proceeding and no such material proceedings are known to be contemplated. Item 2. CHANGES IN SECURITIES No material changes have occurred in the securities of the Registrant. Item 3. DEFAULTS UPON SENIOR SECURITIES Not Applicable Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS None Item 5. OTHER INFORMATION None Item 6. EXHIBITS AND REPORTS ON FORM 8-K (a) List of Exhibits The Exhibits to this Quarterly Report on Form 10-Q are identified on the Exhibit Index hereto. (b) Reports on Form 8-K No reports on Form 8-K were filed by the Company during the quarter ended June 30, 1997. SIGNATURE 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 thereunder duly authorized. BANDO McGLOCKLIN CAPITAL CORPORATION (Registrant) /s/ George R. Schonath Date: August 14, 1997 George R. Schonath Chairman of the Board, Chief Executive Officer and Chief Financial Officer BANDO McGLOCKLIN CAPITAL CORPORATION QUARTERLY REPORT ON FORM 10-Q EXHIBIT INDEX Exhibit Number Exhibit 4 Second Amendment to Amended and Restated Loan Agreement dated May 14, 1997 by and among Firstar Bank Milwaukee, N.A. 10 Loan Participation Certificate and Agreement dated May 1, 1997, by and between Bando McGlocklin Small Business Lending Corporation and Security Bank, SSB 11 Statement Regarding Computation of Per Share Earnings 27 Financial Data Schedule (EDGAR version only)