SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB (X) Quarterly report pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 for the Quarterly period ended March 31, 2000. ( ) Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from _______to ______. No. 001-15351 (Commission File Number) JADE FINANCIAL CORP. (Exact Name OF Registrant as Specified in its Charter) Pennsylvania 23-3002586 State of Incorporation) (IRS Employer ID Number 213 W. Street Road Feasterville, PA 19053 (Address of principal executive offices) (215) 322-9000 (Registrant's telephone number) 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 Number of Shares Outstanding as of March 31, 2000 1,872,923 Outstanding Shares COMMON STOCK ($.01 PAR VALUE) (Title of Class) TABLE OF CONTENTS PART 1. FINANCIAL INFORMATION Financial Statements (Unaudited) Consolidated Statement of Financial Condition as of March 31, 2000 and December 31, 1999 Consolidated Statement of Income for the Three Months Ended March 31, 2000 and 1999. Consolidated Statement of Cash Flows for the Three Months Ended March 31, 2000 and 1999. Notes to Consolidated Financial Statements Management's discussion and Analysis of Financial Condition and Results of Operations Part II. OTHER INFORMATION Item 1. Legal Proceedings Item 2. Change in Securities Item 3. Defaults Upon Senior Securities Item 4. Submission of Matters to a Vote of Security Holders Item 5. Other information PART III. SIGNATURES PART 1. FINANCIAL STATEMENTS JADE FINANCIAL CORP. Consolidated Statement of Financial Condition ASSETS March 31, December 31, 2000 1999 (In Thousands) (Unaudited) (Audited) Cash and cash equivalents: Cash and due from banks $ 11,721 $ 6,630 Interest bearing deposits in other financial institutions 155 47 Federal Funds 11,217 6,565 Restricted cash 0 0 Total cash and cash equivalents $ 23,093 $ 13,242 Investment securities, available-for-sale 40,963 40,858 Mortgage-backed securities available-for-sale 8,352 8,859 Investment securities held-to-maturity 0 0 Mortgage-backed securities held-to-maturity 3,919 4,314 (fair value of $3,820 and $4,209) BankZip.Com (subordinate debenture) 2,500 2,500 Allowance for Investment Losses (75) (75) Loans receivable, net 116,269 114,081 Property, equipment and leasehold improvements, net of accumulated depreciation 1,921 1,890 Federal Home Loan Bank stock, at cost 834 834 Accrued interest receivable 1,098 802 Other Real Estate Owned (OREO) 17 0 Reorganization costs, net 152 162 Bank Owned Life Insurance - BOLI 10,152 10,021 Deferred tax asset, net 1,307 1,177 Prepaid expenses and other assets 1,190 911 TOTAL ASSETS $ 211,692 $ 199,576 =============== =========== LIABILITIES AND EQUITY LIABILITIES: Deposits $ 168,148 $ 156,124 Advances from FHLBank 15,000 15,000 Advances from borrowers for taxes 678 618 Accounts payable and accrued expenses 535 594 Total liabilities $ 184,361 $ 172,336 EQUITY: Common Stock, $.01 par value, 1872,923 shares 19 19 issued and outstanding at 3/31/00 Additional Paid-in Capital 14,142 14,130 Contra Equity - unearned common stock acquired (1,015) (1,044) by the Employee Stock Ownership Plan Commitments and contingencies (Note 16) 0 0 Retained Earnings, (See Notes 11 and 12) 15,993 15,853 Accumulated other comprehensive income (loss) (1,808) (1,718) Total Equity $ 27,331 $ 27,240 TOTAL LIABILITIES AND EQUITY $ 211,692 $ 199,576 =============== =========== JADE FINANCIAL CORP. CONSOLIDATED STATEMENT OF INCOME Three months ended March 31, 2000 1999 (Unaudited) (In thousands) INTEREST INCOME: Interest on loans $ 2,361 $ 2,154 Investment and mortgage -backed securities 875 645 Interest -earning deposits 7 15 Federal Funds 100 128 Total interest income $ 3,343 $ 2,942 INTEREST EXPENSE: Interest on deposits $ 1,361 $ 1,325 Interest on borrowed funds 205 0 Total interest expense $ 1,566 $ 1,325 Net Interest Income $ 1,777 $ 1,617 PROVISION FOR POSSIBLE LOAN LOSSES 315 135 Net interest income after provision $ 1,462 $ 1,482 for possible loan losses NON INTEREST INCOME: Loan fees $ 12 $ 13 Service charges 134 112 Other Income 297 99 Security gains or losses 0 0 Total noninterest income $ 443 $ 224 NON INTEREST EXPENSES: Compensation and employee benefits $ 917 $ 733 Office and occupancy costs 441 410 Printing and Postage 62 62 Loan servicing 31 44 Professional fees 78 43 Bank and MAC charges 165 176 Advertising, marketing and promotions 47 42 Insurance Expense 11 8 Total noninterest expenses $ 1,752 $ 1,518 INCOME BEFORE PROVISION FOR INCOME TAXES $ 153 $ 188 Provision for federal and state income taxes Current 98 60 Deferred (85) (2) Total income tax provision $ 13 $ 58 NET INCOME $ 140 $ 130 ========= ======== JADE FINANCIAL CORP. CONSOLIDATED STATEMENT OF CASH FLOWS Increase (Decrease) in Cash and Cash Equivalents Three Months Ended March 31, March 31, --------- ---------- 2000 1999 --------- ---------- Unaudited Unaudited (Dollars in thousands) CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 140 $ 130 ------- ------- Adjustments to reconcile net income to net cash provided by (used in) operating activities: Amortization of premium/discount on invest- ments and mortgage-backed securities 24 44 Depreciation and amortization 108 97 (Gain) loss on sale of investment securities - - (Premium) discount on first mortgage sales - - (Gain) loss on sale/disposal of asset - - Provision for losses on loans 315 135 Change in assets and liabilities: (Increase) decrease in deferred tax asset (130) (2) (Increase) decrease in accrued interest receivable (296) (318) (Increase) decrease in BOLI asset (131) - (Increase) decrease in prepaid expenses and other assets (296) (165) (Increase) decrease in accounts payable and accrued expenses (59) (35) ------- ------- Net cash provided by operating activities (325) (114) ------- ------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchase of FHLB Stock - - Purchase of investment securities, available- for-sale (1,000) (7,128) Sales of investment securities, available- for-sale - - Mortgage-backed security purchases, available- for-sale - (2,547) Mortgage-backed security sales - - Mortgage-backed security maturities and principal repayments 1,197 1,065 Maturities and principal repayments of invest- ment securities, available-for-sale 527 4,297 (Increase) decrease in total loans receivable, net (2,503) (2,420) Proceeds from sale of real estate owned net of expenses - - Proceeds from sale of loans - - Proceeds from sale of equipment - - Capital expenditures (129) (14) Decrease in Share Insurance Fund 0 29 Net cash provided by (used in) investing activities (1,908) (6,718) ------- ------- CASH FLOWS FROM FINANCING ACTIVITIES: Increase (decrease) in advances, net $12,024 $ 6,541 Net increase (decrease) in advances FHLB - - Net increase (decrease) in advances for borrowers 60 53 ------- ------- Net cash provided by (used in) financing activities 12,084 6,594 ------- ------- NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS 9,851 (238) Cash and cash equivalents, beginning of year 13,242 18,351 ------- ------- CASH AND CASH EQUIVALENTS, END OF YEAR $23,093 $18,113 ======= ======= SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Cash paid during the year for: Interest on deposits $ 1,361 $ 1,325 Income Taxes $ - $ 177 Noncash activities: Increase in unrealized loss on investment mortgage-backed securities available-for- sale, net of taxes $ 90 $ 310 ======= ======= JADE FINANCIAL CORP. Notes To Consolidated Financial Statements (UNAUDITED) 1. BASIS OF PRESENTATION: JADE Financial Corp. (the "Holding Company") was incorporated under Pennsylvania law in July 1998 by IGA Federal Savings in connection with the conversion of the Company from a savings institution to a federally chartered capital stock savings bank, the issuance of the Company's stock to the Holding Company and the offer and sale of the Holding Company's common stock by the Holding Company (the "Conversion"). Upon consummation of the Conversion on October 4, 1999, the Holding Company became the holding company for the Company. See Note 2 for a more detailed description of the mutual to stock conversion. No pro forma effect has been given to the sale of the Holding Company's common stock in the Conversion. The accompanying consolidated financial statements of the Holding Company have been prepared in accordance with instructions to Form 10-QSB. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. However, such information reflects all adjustments (consisting solely of normally recurring adjustments) which are, in the opinion of management, necessary for fair statement of results for the interim periods. The results of operations for the three months ended March 31, 2000 are not necessarily indicative of the results to be expected for the year ending December 31, 2000. The consolidated financial statements and notes thereto should be read in conjunction with the audited financial statements and notes thereto for the year ended December 31, 1999, contained in the Holding Company's Form 10-KSB filed with the Securities Exchange Commission on March 31, 2000. 2. CONVERSION TO CAPITAL STOCK FORM OF OWNERSHIP: On May 26, 1999, the Board of Directors of the Company adopted a Plan of Conversion to convert from a federal mutual savings bank to a federal capital stock savings bank. The conversion was accomplished through the formation of the Holding Company in July, 1998, the adoption of a federal stock charter, and the sale of all of the Company's stock to the Holding Company on October 4, 1999. A subscription offering ("offering") of the shares of common stock of the Holding Company was conducted whereby the shares were offered initially to eligible account holders, the Company's Employee Stock Ownership Plan ("ESOP"), supplemental eligible account holders and other members of the Company (collectively "subscribers"). During the offering, subscribers submitted orders for common stock along with full payment for the order in either cash, by an authorization to withdraw funds for payment from an existing deposit account at the Company upon issuance of stock, or a combination of cash and account withdrawal. Subscription funds received in connection with the offering were placed in segregated savings accounts in the Company. For these orders that were to be funded through account withdrawals, the Company placed "holds" on those accounts, restricting withdrawal of any amount which would reduce the account balance below the amount of the order. At September 30, 1999, the Company held $12.0 million in subscription segregated savings accounts and had restricted withdrawals from deposit accounts in the amount of $2.0 million. The Holding Company issued 1,872,923 shares in connection with the Conversion. Gross proceeds from the offering were $14,500,024, which includes the $8.00 value of the 145,000 shares issued to the IGA Employee Stock Ownership Plan and 60,420 shares sold to the Company for transfer to the IGA Charitable Foundation. The Company issued all its outstanding capital stock to the Holding Company in exchange for approximately one-half of the net proceeds. The Holding Company accounted for the purchase in a manner similar to a pooling of interests whereby assets and liabilities of the Company maintain their historical cost basis in the consolidated company. 3. EARNINGS PER COMMON SHARE: Earnings per common share for the quarter ended March 31, 1999 is not applicable, as IGA Federal Savings' (the Bank's) conversion from mutual-to-stock form was not completed until October 4, 1999. Presented below is information with respect to the calculation of basic and diluted earnings per share for the three months ended March 31, 2000. Three Months Ended March 31, 2000 Net Income $140,000 Weighted average number of common shares outstanding 1,872,923 Average ESOP shares not committed to be released (130,500) Weighted average number of common shares outstanding for basic earnings per share computation purposes 1,742,423 Dilutive effects of employee stock options 0 Weighted average shares and common share equivalents 1,742,423 ========= Basic earnings per share $ 0.08 Diluted earnings per share $ 0.08 4. COMPREHENSIVE INCOME: Statement of Financial Accounting Standards (SFAS) No. 130, Reporting Comprehensive Income, will be effective for the Bank for the year beginning July 1, 1998, and establishes reporting and display of comprehensive income in the financial statements. Comprehensive income represents net earnings and certain amounts reported directly in stockholders' equity, such as the net unrealized gain or loss on available-for-sale securities. The Bank adopted SFAS No. 130 effective June 30, 1998. The Company's comprehensive income for the three months ended March 31, 2000 and March 31, 1999 are as follows: Three Months Ended March 31, 2000 1999 (Dollars in Thousands) Net income $140 $ 130 Unrealized holding gains (losses) arising during the period net of tax effect ( 90) ( 310) COMPREHENSIVE INCOME $ 50 $(180) 5. NEW ACCOUNTING STANDARDS: Statement of Financial Accounting Standards (SFAS) No. 130, Reporting Comprehensive Income, is effective for the Bank for the period beginning July 1, 1998, and establishes reporting and display of comprehensive income in the financial statements. Comprehensive income represents net earnings and certain amounts reported directly in stockholders' equity, such as the net unrealized gain or loss on available-for-sale securities. The Bank adopted SFAS No. 130 effective June 30, 1998. SFAS No. 133, Accounting for Derivation Instruments and Hedging Activities, will be effective for the Bank for years beginning July 1, 1999. The Bank currently has no activity subject to SFAS 133. In October 1998, the FASB issued SFAS No. 134, Accounting for Mortgage-Backed Securities Retained after the Securitization of Mortgage Loans Held-for-Sale by a Mortgage Banking Enterprise. SFAS No. 134 changes the way mortgage banking firms account for certain securities and other interests they retain after securitizing mortgage loans that were held-for-sale. Under current practice, a bank that securitizes credit card receivables has a choice in how it classifies any retained securities based on its intent and ability to hold or sell those investments. SFAS No. 134 gives the mortgage banking firms the opportunity to apply the same intent-based accounting that is applied by other companies. SFAS No. 134 will be effective for the fiscal quarter beginning after December 15, 1998. Management of the Bank anticipates that the implementation of SFAS No. 134 will not have a material impact on the Bank's financial condition or results of operations. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following table sets forth certain selected financial ratios for the Company at or for the period ended, March 31, 2000: SELECTED FINANCIAL RATIOS At or For the Three months ended March 31, Selected Financial Condition Data: 2000 1999 Performance Ratios: (1) Return on assets (ratio of net income to average total assets) 0.28% 0.30% Return on equity (ratio of net income to average equity) 2.09% 3.41% Earnings per common share $ 0.08 - Interest rate spread (2) 3.77% 3.85% Net interest margin (3) 3.96% 3.97% Operating expenses to average total assets 3.52% 3.50% Average interest-earning assets to average interest-bearing liabilities 105.45% 103.77% Asset Quality Ratios: Non-performing assets to total assets at end of period 0.05% 0.11% Allowance for loan losses to non-performing assets 1385.71% 549.75% Allowance for loan losses to gross loans receivable 1.32% 1.05% Capital Ratios: Equity to total assets at end of period 12.91% 8.51% Average equity to average assets 13.47% 8.79% Book value per share $ 14.59 - Other Data: Number of full service offices 5 5 <FN> (1) Ratios for the three month periods are annualized where appropriate (2) Difference between weighted average yield on interest- earning assets and weighted average cost of interest-bearing liabilities (3) Net interest as a percentage of average interest-earning assets COMPARISON OF FINANCIAL CONDITION AT MARCH 31, 2000 AND DECEMBER 31, 1999 Our total assets increased $12.1 million from $199.6 million to $211.7 million or 6.06% from December 31, 1999 to March 31, 2000. Our total liabilities increased $12.1 million from $172.3 million to $184.4 million or 7.02% from December 31, 1999 to March 31, 2000. We had $15.0 million borrowed from the Federal Home Loan Bank as of March 31, 2000. The increase in assets and liabilities at March 31, 2000 compared to December 31, 1999 is primarily attributable to a temporary increase in deposit balances. In mid March, Peco Energy paid performance bonuses to their employees who in turn deposited approximately $8.0 million in savings, checking and money market accounts at IGA Federal Savings. Due to the increase in deposit balances, Cash and Cash equivalents increase $9.9 million from $13.2 million at December 31, 1999 to $23.1 million at March 31, 2000. Total loans increase $2.5 million from $115.3 million to $117.8 million or 2.17 % from December 31, 1999 to March 31, 2000. The increase was primarily the result of increased loan orginations as illustrated by the following loan composition table: At March 31, At December 31, 2000 1999 Amount Percent Amount Percent Variance %Change Real Estate Loans: One- to four-family $44,373 37.65% $43,434 37.66% $ 939 2.16% Commercial 3,422 2.90% 2,996 2.60% $ 426 14.22% Total real estate loans 47,795 40.56% 46,430 40.25% $1,365 2.94% Consumer Loans: Home equity 24,948 21.17% 24,172 20.96% $ 776 3.21% Automobile 25,315 21.49% 24,406 21.16% $ 931 3.81% Credit cards 9,655 8.19% 10,955 9.50% $(1,300) -11.87% Signature loans 5,923 5.03% 5,414 4.69% $ 509 9.40% Other 2,404 2.04% 2,498 2.17% $ (73) -2.92% Commercial 1,764 1.50% 1,469 1.27% $ 295 20.08% Total consumer loans 70,009 59.44% 68,914 59.75% $1,138 1.65% Total loans 117,804 100.00% 115,344 100.00% $2,503 2.17% ======= ====== ======= ====== ====== ===== Less: Deferred fees and discounts 17 21 Allowance for losses (1,552) (1,284) Total loans receivable, net $116,269 $114,081 ======== ======== Our total equity increased from $27.2 million to $27.3 million or .37% from December 31, 1999 to March 31, 2000 due to an increase in retained earnings. Accumulated and other comprehensive income increased slightly from ($1.7) million at December 31, 19999 to ($1.8) million at March 31, 2000. Asset Quality The following table sets forth non-performing assets as of March 31, 2000 and December 31, 1999 (Dollars in thousands): NonPerforming Assets At March 31, At December 31, 2000 1999 Non-accruing loans: One-to four-family 86 73 Home equity 0 55 Automobile 1 21 Credit cards 8 11 Signature loans 0 2 Commercial 0 32 Other 0 0 Total 95 194 Accruing loans delinquent more than 90 days: One-to four-family 0 0 Home equity 0 0 Automobile 0 0 Credit cards 0 0 Signature loans 0 0 Other 0 0 Total 0 0 Foreclosed assets 17 17 Renegotiated loans 0 0 Total non-performing assets $112 $211 Non-performing assets as a percent of 0.10% 0.18% total loans Non-performing assets as a percent of 0.05% 0.11% total assets COMPARISON OF OPERATING RESULTS FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND MARCH 31, 1999. The following table presents the total dollar amounts of interest income and interest expense on the indicated amounts of average interest-earning assets or interest-bearing liabilities together with the weighted average interest rates for the three month periods ended March 31, 2000 and 1999. Average balance calculations were based on daily balances. 3 months ended March 31, 3 months ended March 31, 2000 1999 Average Interest (Annualized) Average Interest (Annualized) Outstanding Earned/ Yield/ Outstanding Earned/ Yield/ Balance Paid Rate Balance Paid Rate (Dollars in Thousands) (Dollars in Thousands) Interest-earning assets: Loans receivable $116,095 $2,361 8.13% $105,990 $2,154 8.13% Investments 63,428 982 6.19% 57,002 788 5.53% Total earning assets 179,523 3,343 7.45% 162,992 2,942 7.22% Non-interest earning assets 19,776 10,366 Total assets $199,299 $173,358 ========== ========= Interest-bearing liabilities: Savings deposits $69,007 350 2.03% $70,861 377 2.13% NOW accounts 10,183 0 0.00% 10,167 0 0.00% Money market accounts 9,106 101 4.44% 10,144 77 3.04% Certificates of deposit 68,269 910 5.33% 65,899 871 5.29% Other notes payable - FHLB 13,681 205 5.99% _________ _______ Total interest-bearing liabilities 170,246 1,566 3.68% 157,071 1,325 3.37% Non-interest bearing liabilities 2,205 1,043 Total liabilities 172,451 158,114 Equity 26,848 15,244 Total liabilities and equity $199,299 $173,358 ========== ========= Net interest-earning assets $9,277 $5,921 ========== ========= Net interest spread $1,777 3.77% $1,617 3.85% ======= ======= ======= ======= Net interest margin 3.96% 3.97% ======= ======= Ratio of average interest-earning assets to average interest-bearing liabilities 105.45% 103.77% ========= ======== Rate and Volume Analysis For the three months ended March 31, 2000 vs. 1999 1999 vs. 1998 Increase (decrease due to Total Increase (decrease) due to Total Rate/ Increase Rate/ Increase Rate Volume Volume (Decrease) Rate Volume Volume Decrease) (In Thousands) (In Thousands) Interest-earning assets: Loan receivable $6 $821 ($620) $207 ($487) $763 ($218) $58 Investments 378 355 (539) 194 220 168 (288) 100 Total earning assets 384 1,176 (1,159) 401 (267) 931 (506) 158 Interest-bearing liabilities: Savings deposits (70) (39) 82 (27) (313) 115 143 (55) Checking accounts 0 0 0 0 0 0 0 Money market accounts 142 (32) (86) 24 (63 63 (3) (3) Certificates of deposit 30 125 (116) 39 (194 519 (252) 73 Other notes payable-FHLB 0 0 205 205 0 0 0 0 Total interest-bearing 102 54 85 241 (570) 697 (112) 15 liabilities Change in net interest $282 $1,122 ($1,244) $160 $303 $234 ($394) $143 income Net Income: Net income for the three months ended March 31, 2000 was $140,000. Net income for the comparable period in 1999 was $130,000. The increase in the current period when compared to the prior period was due to a significant increase in lending from the prior period as average loans increased by $10.1 million or 9.52% from $106.0 million for the three months ended March 31, 1999 to $116.1 million for the three months ended March 31, 2000. However, we did experience a decrease of approximately 8 basis points in our net interest spread because the cost of our deposits increased more rapidly than the rates we earned on our loans and investments. Core earnings, defined as pretax earnings adjusted for securities sales transactions and unusual or non-recurring expense or income items, were $153,000 for the three months ended March 31, 2000 compared to $188,000 in the prior year period. The following table summarizes the components of adjusted pretax core earnings: Three Months Ended March 31, 2000 1999 (Dollars in Thousands) Net interest income $1,777 $1,617 Provision for loan losses 315 135 Noninterest income excluding gains and losses 443 224 Noninterest expense 1,752 1,518 ADJUSTED PRETAX CORE EARNINGS $ 153 $ 188 INTEREST INCOME. Total interest income increased $401,000 or 13.63% from $2.9 million for the first quarter of 1999 compared to $3.3 million for the first quarter of 2000. This increase resulted from an increase in average earning assets for the comparable periods. NET INTEREST INCOME. Net interest income increased $160,000 or 9.89% from $1.6 million for the first quarter of 1999 compared to $1.8 million for the first quarter of 2000. This increase is attributable to a higher volume of loan originations and an increase in the average investment balances. INTEREST EXPENSE. Total interest expense increased $241,000 for the first quarter of 2000 compared to the first quarter of 1999. This increase was mainly attributable to a general interest rate environment thereby increasing our cost on borrowed funds. PROVISION FOR LOAN LOSSES. The provision for loan losses increased by $180,000 or 133.33% for the first quarter of 2000 compared to the first quarter of 1999. This increase reflects anticipated changes in the company's loan portfolio from that of a traditional consumer focused credit union to a more diversified banking company. We do not foresee the need to increase the provision significantly in the future. During the three months ended March 31, 2000, the Company had charge-offs of $92,284 and recoveries of $45,104. At March 31, 2000, the Company's allowance for loan losses totaled $1.6 million which was 1.32% of total loans. NONINTEREST INCOME. Noninterest income increased $219,000 or 97.77% to $443,000 for the three months ended March 31, 2000 from $224,000 for the three months ended March 31, 1999. The increase was due primarily to income from the Bank Owned Life Insurance (BOLI), title insurance income, and increased fees from debit card transactions. NONINTEREST EXPENSE. Total noninterest expense increased $234,000 or 15.42% to $1.8 million for the three months ended March 31, 2000 from $1.5 million for the three months ended March 31, 1999. This increase resulted primarily from an increase in compensation and employee benefits due to normal salary increases and the expense of the Employee Stock Ownership Plan ("ESOP") as well as an increase in professional fees. FEDERAL INCOME TAXES. The provision for federal income taxes decreased relative to the amount of taxable income for the period. Part II. OTHER INFORMATION Item 1. Legal proceedings - None Item 2. Change in Securities - None Item 3. Defaults upon Senior Securities - None Item 4. Submission of Matters to a Vote of Security Holders - None Item 5. Other information Item 6. Exhibits and Reports on Form 8-K (a) Exhibits See attached Exhibit Index (b) Reports on Form 8-K - None 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. JADE FINANCIAL CORP. (Registrant) By:/s/Dorothy M. Bourlier June 6, 2000 Dorothy M. Bourlier Chief Financial Officer EXHIBIT INDEX 3.1 Articles of JADE FINANCIAL CORP (incorporated by reference to registration statement 333-80183 on Form SB-2) 3.2 Bylaws of JADE FINANCIAL CORP (incorporated by reference to registration statement 333-80183 on Form SB-2) 10.1 JADE FINANCIAL CORP Management Recognition Plan (incorporated by reference to registration statement 333-80183 on Form SB-2) 10.2 JADE FINANCIAL CORP Stock Compensation Plan (incorporated by reference to registration statement 333-80183 on Form SB-2) 10.3 JADE FINANCIAL CORP - Employee Stock Ownership Plan (incorporated by reference to registration statement 333-80183 on Form SB-2) 27 Financial Data Schedule* * Filed herewith