U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _______________________________________ FORM 10-QSB (MARK ONE) [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1999 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from __________ to _____________. Commission File Number: 0-23411 ------- Community National Corporation - ---------------------------------------------------------------- (Exact Name of Small Business Issuer as Specified in Its Charter) Tennessee 62-1700975 - ------------------------------- ----------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 19 Natchez Trace Drive, Lexington, Tennessee 38351 - --------------------------------------------- ---------- (Address of principal executive office) (Zip Code) Issuer's telephone number, including area code: (901) 968-6624 -------------- APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS 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 ( ) Indicate the number of shares outstanding of each of the issuer's common stock as of the latest practicable date. Class Outstanding at April 30, 1999 - ----------------------------- ------------------------------- Common Stock, $1.00 par value 712,866 shares CONTENTS PART I FINANCIAL INFORMATION Item 1: Financial Statements Page Consolidated Balance Sheets 1 Consolidated Statements of Income 2 Consolidated Statements of Comprehensive Income 3 Consolidated Statement of Stockholders' Equity 4 Consolidated Statements of Cash Flows 5-6 Notes to Consolidated Financial Statements 7-8 Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations 9-14 PART II OTHER INFORMATION 15 Signature 16 COMMUNITY NATIONAL CORPORATION (AND SUBSIDIARY) CONSOLIDATED BALANCE SHEETS MARCH 31, 1999 and DECEMBER 31, 1998 (Unaudited) March 31, December 31, 1999 1998 ------------ ------------ ASSETS Cash and cash equivalents: Non-interest bearing $ 431,759 $ 746,912 Interest bearing 3,410,260 3,400,898 Time deposits 0 1,125,000 Investment securities: Securities held-to-maturity (estimated market value of $690,708 (1999) and $1,189,127 (1998)) 657,840 657,770 Securities available-for-sale, at estimated market value 1,540,558 1,575,472 Mortgage-backed and related securities: Securities held-to-maturity (estimated market value of $354,272 (1999) and $516,323 (1998)) 352,411 380,098 Securities available-for-sale, at estimated market value 2,414,644 2,756,332 Loans receivable, net 28,029,222 26,403,032 Accrued interest receivable 204,004 238,952 Premises and equipment 774,102 797,980 Stock investments: Stock in Federal Home Loan Bank, at cost 288,000 283,200 Stock in Federal Reserve Bank, at cost 237,150 237,150 Stock in Savings and Loan Data Corporation, at cost 15,000 15,000 Other assets 72,792 70,092 ------------ ------------ Total Assets $ 38,427,742 $ 38,687,888 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities: Deposits $ 28,820,556 $ 28,993,808 Advances from FHLB 575,237 692,848 Advances from borrowers for taxes and insurance 4,843 3,164 Accrued interest payable 185,204 211,261 Income taxes payable: Current 77,864 70,825 Deferred (49,537) (47,248) Accrued expenses and other liabilities 143,923 116,405 ------------ ------------ Total Liabilities $ 29,758,090 $ 30,041,063 ------------ ------------ Stockholders' Equity: Preferred stock, 2,000,000 shares authorized, non issued or outstanding $ 0 $ 0 Common stock of $1.00 par value; 8,000,000 shares authorized 712,866 shares issued 712,866 712,866 Additional paid-in capital 4,489,512 4,489,512 Retained earnings - substantially restricted 3,475,362 3,442,772 Accumulated other comprehensive income, net of taxes (8,088) 1,675 ------------ ------------ Total Stockholders' Equity $ 8,669,652 $ 8,646,825 ------------ ------------ Total Liabilities & Stockholders' Equity $ 38,427,742 $ 38,687,888 ============ ============ 1 COMMUNITY NATIONAL CORPORATION (AND SUBSIDIARY) CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) Three months ended March 31, March 31, 1999 1998 ----------- ----------- INTEREST INCOME First mortgage loans $ 367,221 $ 346,840 Consumer & other loans 200,475 76,855 Interest and dividends on investments: Taxable 21,307 41,088 Tax-exempt 9,235 18,470 Dividends 4,888 4,718 Interest on deposits with banks 47,420 28,864 Interest on mortgage-backed securities 42,401 66,747 ----------- ----------- Total interest income $ 692,947 $ 583,582 ----------- ----------- INTEREST EXPENSE Interest on deposits $ 335,306 $ 268,523 Interest on advances from FHLB 11,765 15,869 ----------- ----------- Total interest expense $ 347,071 $ 284,392 ----------- ----------- Net interest income $ 345,876 $ 299,190 Provision for loan losses 22,500 31,540 ----------- ----------- Net interest income after provision for loan losses $ 323,376 $ 267,650 ----------- ----------- NON-INTEREST INCOME Income from real estate held for investment $ 2,700 $ 2,775 Service charges 39,141 31,264 Other operating income 6,052 4,825 ----------- ----------- Total non-interest income $ 47,893 $ 38,864 ----------- ----------- NON-INTEREST EXPENSE Compensation & benefits $ 111,272 $ 107,059 Occupancy & equipment 32,620 35,691 Federal deposit insurance premiums 4,400 3,364 Data processing fees 20,262 15,675 Other operating expenses 46,137 49,486 ----------- ----------- Total non-interest expense $ 214,691 $ 211,275 ----------- ----------- Income before income taxes $ 156,578 $ 95,239 Income tax expense 52,700 31,429 ----------- ----------- Net income $ 103,878 $ 63,810 =========== =========== Earnings per common share $ 0.15 $ 0.09 =========== =========== Diluted earnings per share $ 0.15 $ 0.09 =========== =========== Dividends paid per share $ 0.10 $ 0.05 =========== =========== 2 COMMUNITY NATIONAL CORPORATION (AND SUBSIDIARY) CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME THREE MONTHS ENDED MARCH 31, 1999 AND MARCH 31, 1998 (UNAUDITED) March 31, 1999 1998 -------------------- Net income $103,878 $ 63,810 Other comprehensive income, net of tax: Unrealized gains on securities held as available-for-sale, net of applicable deferred income taxes of $2,477 (1999) and $2,227 (1998) (9,763) 4,325 -------------------- Other comprehensive income $ 94,115 $ 68,135 ==================== 3 COMMUNITY NATIONAL CORPORATION (AND SUBSIDIARY) CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY FOR THREE MONTHS ENDED MARCH 31, 1999 (UNAUDITED) Accumulated Additional Other Total Common Stock Paid-in Retained Comprehensive Stockholders' Shares Amount Capital Earnings Income Equity ------ ------ --------- --------- ------------- ----------- Balance at December 31, 1998 712,866 $712,866 $4,489,512 $3,442,772 $ 1,675 $8,646,825 Comprehensive income: Net income 103,878 103,878 Change in unrealized gain (loss) on securities available-for-sale, net of applicable deferred income taxes of $2,477 (9,763) (9,763) 0 0 0 0 (71,288) 0 (71,288) ------- -------- ---------- ----------- ------- ---------- Balance at March 31, 1999 712,866 712,866 4,489,512 3,475,362 (8,088) 8,669,652 ======= ======== ========== =========== ======= ========== 4 COMMUNITY NATIONAL CORPORATION (AND SUBSIDIARY) CONSOLIDATED STATEMENTS OF CASH FLOWS THREE MONTHS ENDED MARCH 31, 1999 AND MARCH 31, 1998 (UNAUDITED) March 31, March 31, 1999 1998 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 103,878 $ 63,810 Adjustments to reconcile net income to net cash provided by operating activities: Provision for losses on loans 22,500 31,540 Provision for depreciation 25,077 29,534 Amortizations of investment securities premiums and discounts (net) 2,367 1,996 Stock in FHLB received as dividends (4,800) (4,700) Changes in operating assets and liabilities: (Increase) decrease in interest receivable 34,948 (10,439) (Increase) decrease in other assets (2,700) (159) Increase (decrease) in interest payable (26,057) (5,855) Increase (decrease) in income taxes 2,273 (21,241) Increase (decrease) in other liabilities 27,518 (20,077) ------------ ------------ Net Cash Provided by Operating Activities $ 185,004 $ 64,409 ------------ ------------ CASH FLOWS FROM INVESTING ACTIVITIES Net (increase) decrease in loans receivable $ (1,626,190) $ (770,240) Net (increase) decrease in time deposits 1,125,000 0 Additions to premises & equipment (1,200) (77,823) Purchase of mortgage-backed securities 0 (495,000) Principal payments on mortgage-backed securities 363,210 229,046 Purchase of investment securities (504,219) (700,000) Proceeds from maturities of investment securities 513,075 395,000 ------------ ------------ Net Cash Provided by Investing Activities $ (130,323) $ (1,419,017) ------------ ------------ CASH FLOWS FROM FINANCING ACTIVITIES Net increase (decrease) in deposits $ (173,252) $ 562,259 Repayments of FHLB advances (117,611) (6,177) Net increase in advances from borrowers for taxes and insurance 1,679 1,818 Payment of dividends (71,288) (35,644) ------------ ------------ Net Cash Provided by Financing Activities $ (360,472) $ 522,256 ------------ ------------ Increase (Decrease) in Cash and Cash Equivalents $ (305,791) $ (832,352) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD $ 4,147,810 $ 2,741,783 ------------ ------------ CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 3,842,019 $ 1,909,431 ============ ============ 5 COMMUNITY NATIONAL CORPORATION (AND SUBSIDIARY) CONSOLIDATED STATEMENT OF CASH FLOWS (CONT.) THREE MONTHS ENDED MARCH 31, 1999 AND MARCH 31, 19998 (UNAUDITED) March 31, March 31, 1999 1998 ------------ ------------ Supplemental disclosure of cash flow information: Cash paid for: Interest $ 347,071 $ 290,247 Income taxes, net of refunds 63,208 45,372 Non cash investing and financing: Stock dividends received from Federal Home Loan Banks 4,800 4,700 Total net increase (decrease) in unrealized loss on securities available-for-sale (9,763) 6,552 6 COMMUNITY NATIONAL CORPORATION (AND SUBSIDIARY) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (1) BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements of Community National Corporation and subsidiary have been prepared in accordance with instructions for Form 10-QSB. To the extent that information and footnotes required by generally accepted accounting principles for complete financial statements are contained in the audited financial statements included in the Corporation's Annual Report for year ended December 31, 1998, such information and footnotes have not been duplicated herein. In the opinion of management, all adjustments, consisting only of normal recurring accruals, which are necessary for the fair presentation of the interim financial statements, have been included. The statements of earnings for the quarter ended March 31, 1999, are not necessarily indicative of the results which may be expected for the entire year. The December 31, 1998 consolidated balance sheet has been derived form the audited consolidated financial statements as of that date. (2) EARNINGS PER SHARE Net earnings per share of common stock for the year ended December 31, 1998 and the quarter ended March 31, 1999 of $0.30 and $0.15 were computed by dividing the net income by the weighted average number of shares outstanding for the year. (3) NEW ACCOUNTING STANDARDS The Company adopted FASB Statement no. 130, Reporting Comprehensive Income in 1998. All periods presented are in accordance with SFAS 130. Statement no. 130 requires the reporting of comprehensive income in addition to net income form operations. Comprehensive income is a more inclusive financial reporting methodology that includes disclosure of certain financial information that historically has not been recognized in the calculation of net income. This comprehensive income consists of securities classified as available-for-sale by the Company. (4) YEAR 2000 READINESS DISCLOSURE The year 2000 poses many challenges for the banking industry. Many automated applications may cease to properly function as a result of how date fields have historically 7 been programmed. Many programs were designed and developed without considering the impact of the upcoming change in the century. Failure to address this issue in a timely manner may cause banking institutions to experience operational problems and could cause disruption of financial markets. Many experts believe that even the most prepared organizations may encounter some implementation problems. As a result, Community National Bank has developed a Year 2000 Strategic Plan (the "Plan") to take the necessary steps to insure that problems and disruptions are minimized. The Bank's data processing system is outsourced to Intrieve, a service bureau that services the majority of all thrifts and savings and loans throughout the nation. All systems including all bank PC's are integrated with the service bureau applications. Over $200,000 has been spent on upgrading all equipment, software and systems. This was done principally to modernize operations, but a substantial portion of this investment would have been required for Year 2000 compliance alone. Final testing for Year 2000 compliance has been completed with all applications performing with Year 2000 dates. Successful tests have been completed with all vendors and correspondents with whom the bank directly interfaces. The Bank is Year 2000 compliant at this point. Additional testing will be made during 1999 to check and reinforce compliance readiness. Should any unforeseen glitches arise the Bank has a contingency plan with several alternatives to meet the worst case scenario. The Bank's customers have been notified and counseled. All commercial customers with Year 2000 requirements have been counseled one on one with compliance assured to the Bank's satisfaction. The cost of addressing the Year 2000 issue has had no material impact on earnings since the expenditures meeting Year 2000 requirements were required and planned for modernization alone. With testing reflecting compliance to date, there are no indications of material impact on earnings or uncertainty of future operation results or financial condition. 8 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL Community National Corporation (the "Company") was incorporated under the laws of the State of Tennessee for the purpose of holding all of the capital stock of Lexington First Federal Savings Bank ("Lexington First Federal") following the second step conversion of its former mutual holding company (the "Conversion and Reorganization"), which was completed on December 11, 1997. The Company's principal business is that of directing, planning and coordinating the business activities of the Bank. Immediately following the Conversion and Reorganization, Lexington First Federal converted to a national bank with the name Community National Bank of Tennessee (the "Bank") and remained a wholly-owned subsidiary of the Company (the "Bank Conversion"). Upon the completion of the Bank Conversion, the Company became a bank holding company. The Company has no significant assets other than its investment in the Bank, certain cash and cash equivalents, and loans. At December 31, 1998, on a consolidated basis, the Company had total assets of $38.7 million, net loans receivable of $26.4 million, cash and investment securities of $7.5 million, mortgage-backed securities of $3.1 million, total deposits of $29 million and stockholders' equity of $8.6 million. The Bank is a national bank operating through its office in Lexington, Tennessee, serving Henderson County in southwestern Tennessee. The Bank is the successor to Lexington First Federal. Therefore, all references to the Bank also include its predecessor, Lexington First Federal. Until February 1997, the Bank's primary business, as conducted through its office located in Lexington, Tennessee, was the origination and holding of mortgage loans secured by single-family residential real estate located primarily in Henderson County, Tennessee, with funds obtained primarily through the attraction of savings deposits, certificate accounts with terms of 18 months or less, and Federal Home Loan Bank ("FHLB") advances. The Bank also made some construction loans on single-family residences, savings account loans, and second mortgage consumer loans. The Bank purchased mortgage-backed securities, and invested in other liquid investment securities. Beginning in February 1997, the Bank's emphasis shifted to full service banking, diversification of the loan portfolio, the origination of long term fixed rate mortgage loans solely for sale in the secondary market, and the offering of a greater variety of transaction accounts. Current Bank policy restricts fixed rate loans to five years with limited exceptions. The reduction and control of interest rate risk, and the origination of variable rate loans, short term loans and balloon loans of one, two, three and five years are emphasized. The Bank's emphasis is the diversification in the portfolio with quality consumer and commercial loans in order to both reduce and control interest rate risk, and to increase the interest rate spread. 9 As a bank holding company, the Company is registered with and subject to, regulation and examination by the Board of Governors of the Federal Reserve System (the "Federal Reserve Board"). The Bank is subject to comprehensive examination, supervision, and regulation by the Office of the Comptroller of the Currency ("OCC"). Because the Bank was formerly chartered as a savings association, the Bank's deposits are insured by the Savings Association Insurance Fund ("SAIF") of the Federal Deposit Insurance Corporation ("FDIC") up to the applicable limits for each depositor. The Company's principal executive office is located at the home office of the Bank at 19 Natchez Trace Drive, Lexington, Tennessee 38351, and its telephone number is (901) 968-6624. The branch building is located is at 435 West Church Street, and its phone number is (901) 968-9599. The Bank is primarily engaged in attracting deposits from the general public and using those and other available sources of funds to originate loans secured by single-family residences located in Henderson County and surrounding counties in West Tennessee. To a lesser extent, Lexington also originates construction loans, land loans and consumer loans. It also has a significant amount of investments in mortgage-backed securities, United States Government and federal agency obligations, and tax exempt securities. The profitability of the Bank depends primarily on its net interest income, which is the difference between interest and dividend income on interest-earning assets, principally loans, mortgage-backed securities and investment securities, and interest expense on interest-bearing deposits and borrowings. The Bank's net income also is dependent, to a lesser extent, on the level of its noninterest income and its non-interest expenses, such as compensation and benefits, occupancy and equipment, insurance premiums, and miscellaneous other expenses, as well as federal income tax expense. FINANCIAL CONDITION Consolidated assets of Community National were $38,427,742 as of March 31, 1999, compared to $38,687,888 on December 31, 1998, a decrease of $260,146. This decrease was composed of a decrease in mortgage backed securities of $369,375,a decrease in investment securities of $34,844, a decrease in time deposits of $1,125,000, a decrease in premises and equipment of $23,878, and a decrease in cash of $305,791. These decreases were offset by an increase in net loans receivable of $1,626,190. Loans receivable, net increased to $28,029,222 on March 31, 1999 from $26,403,032 on December 31, 1998, an increase of $1,626,190. Mortgage-backed securities decreased $369,375 to $2,767,055 at March 31, 1999 from $3,136,430 on December 31, 1998. The increase in loans is attributable to more competitive loan products. The decrease in mortgage backed securities is primarily caused by principal payments. 10 Deposits totaled $28,820,556 on March 31, 1999, a decrease of $173,252 from $28,993,808 on December 31, 1998. The decrease in deposits is primarily due to the maturity of certificates of deposits. Stockholders' equity was $8,646,825 on December 31, 1998, compared to $8,669,652 on March 31, 1999, an increase of $22,827. The increase was due to earnings for the year of $103,878, off-set by the Company's quarterly cash dividends of $71,288 and an increase in unrealized loss on available-for-sale securities of $9,763. RESULTS OF OPERATIONS Net income for the three months ended March 31, 1999 was $103,878 compared to $63,810 as of March 31, 1998. The increase of $40,068 was due to an increase in net interest income of $46,686, offset by an increase in non-interest expense of $3,416. Earnings per share for the quarter ended March 31, 1999, were $0.15 per share based on an average of 712,866 shares outstanding compared to $.09 per share for the comparable quarter in 1998 based on an average of 712,866 shares outstanding. Net interest income after provision for loan losses for the quarter ended March 31, 1999 was $323,376 compared to $267,650 for the quarter ended March 31, 1998, an increase of $55,726. This increase was a result of interest income increasing $109,365 from $583,582 in 1998 to $692,947 in 1999, while interest expense increased $62,679 from $284,392 in 1998 to $347,071 in 1999. The increase in interest income and interest expense are both due to increases in the average balance of interest-earning assets and interest-bearing liabilities. Non-interest income increased from $38,864 for the quarter ended March 31, 1998 to $47,893 for the quarter ended March 31, 1999. The increase of $9,029 was due to higher service charge income and an increase in other operating income. The Company's non-interest expense for the three months ended March 31, 1999 was $214,691 compared to $211,275 for the comparable quarter in 1998. The increase of $3,416 was due to an increase in data processing expense. PROVISIONS FOR LOAN LOSSES The provision for loan losses is based on the periodic analysis of the loan portfolio by management. In establishing the provision, management considers numerous factors including general economic conditions, loan portfolio condition, prior loss experience and independent analysis. The provision for loan losses for the three months ended March 31, 1999 was $22,500, while the provision for the comparable quarter in 1998 was $31,540. Based upon the analysis of the addition to established allowances and the 11 composition of the loan portfolio, management concluded that the allowance is adequate. While current economic conditions in the Bank's market are stable, future conditions will dictate the level of future allowances for losses on loans. NON-PERFORMING ASSETS On March 31, 1999, non-performing assets were $466,756 compared to $430,000 on December 31, 1998. At March 31, 1999, the Bank's allowance for loan losses was $390,875 or 84% of non-performing assets compared to $368,375 or 86% at December 31, 1998. Loans are considered non-performing when the collection of principal and/or interest is not expected, or in the event, payments are more than 90 days delinquent. The allowance for loan losses was 1.40% of total loans as of March 31, 1999 and December 31, 1998. REGULATORY CAPITAL The Bank is subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Bank's financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Bank must meet specific capital guidelines that involve quantitative measures if the Bank's assets, liabilities, and certain off- balance sheet items as calculated under regulatory accounting practices. The Bank's capital amounts and classification are also subject to qualitative judgements by the regulators about components, risk weightings, and other factors. Quantitative measures established by regulation to ensure capital adequacy require the Bank to maintain minimum amounts and ratios on total risk-based capital and Tier 1 capital to risk-weighted assets (as defined in the regulations) and Tier 1 capital to adjusted total assets (as defined). 12 To Be Well Capitalized Under the For Capital Prompt Corrective Actual Adequacy Purposes Action Provisions ------------------ ------------------ ------------------- Amount Ratio Amount Ratio Amount Ratio ---------- ------ ---------- ------ ---------- ------- As of March 31, 1999 Total Risk-Based Capital (To Risk-Weighted Assets) $6,895 32.0% $1,722 8.0% $2,153 10.0% Tier 1 Capital (To Risk-Weighted Assets) $6,624 30.8% $ 861 4.0% $1,292 6.0% Tier 1 Capital (To Adjusted Total Assets) $6,624 17.1% $1,549 4.0% $1,936 5.0% LIQUIDITY The Bank's principal sources of funds for investments and operations are net earnings, deposits from its primary market area, principal and interest payments on loans and mortgage- backed securities and proceeds from maturing investment securities. Its principal funding commitments are for the origination or purchase of loans and the payment of maturing deposits. Deposits are considered a primary source of funds supporting the Bank's lending and investment activities. Deposits were $28.8 million at March 31, 1999. The Bank's is required to maintain minimum levels of liquid assets as defined by regulations. The required percentage is currently five percent of net withdrawable savings deposits and borrowings payable on demand or in one year or less. The Bank maintained a liquidity ratio of 18.25% at March 31, 1999. The bank's most liquid assets are cash and cash equivalents, which are cash on hand, amount due from financial institutions, federal funds sold, certificates of deposit with other financial institutions that have an original maturity of three months or less and money market mutual funds. The levels of such assets are dependent on the Bank's operating, financing and investment activities at any given time. The Bank's cash and cash equivalents totaled $3.84 million at March 31, 1999. The variations in levels of cash and cash equivalents are influenced by deposit flows and anticipated future deposit flows. Net cash provided by operating activities increased from $64,409 for three months ended March 31, 1998 to $185,004 for three months ended March 31, 1999. The increase was due to improved net earnings and a decrease in accrued interest payable on deposit liabilities. In November 1998, the FASB issued SFAS No. 133. This statement establishes accounting and reporting standards for derivative instruments, including certain 13 derivative instruments embedded in other contracts, and for hedging activities. It requires that an entity recognize all derivatives as either assets or liabilities in the statement of financial position and measure those at fair value. If certain conditions are met, a derivative may be specifically designated a (a) a hedge of the exposure to changes in the fair value of a recognized asset or liability or an unrecognized firm commitment, (b) a hedge of the exposure to variable cash flows of a forecasted transaction, or (c) a hedge of the foreign currency exposure of a net investment in a foreign operation, and unrecognized firm commitment, an available-for-sale security, or a foreign-currency-denominated forecasted transaction. This statement is not expected to have any significant effect on the financial position of the bank. In addition no other recent accounting pronouncements have been issued that are expected to have any significant effect on the financial position of the bank that have not already been adopted by the bank. 14 PART II - OTHER INFORMATION ITEM 1: Legal Proceedings ----------------- None. ITEM 2: Changes in Securities --------------------- None. ITEM 3: Defaults Upon Senior Securities ------------------------------- None. ITEM 4: Submission of Maters to a Vote of Security Holders -------------------------------------------------- None. ITEM 5: Other Information ----------------- None ITEM 6: Exhibits and Reports on Form 8-K. -------------------------------- Exhibits: 27 - Financial Data Schedule Reports on Form 8-K: None 15 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 thereunto duly authorized. COMMUNITY NATIONAL CORPORATION Registrant Date: April 30, 1999 /s/ Howard Tignor __________________________ Howard Tignor, President and Chief Executive Officer (Duly Authorized Officer) 16