Form 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter ended March 31, 2004 Commission File Number: 0-19212 JEFFERSONVILLE BANCORP (Exact name of Registrant as specified in its charter) New York 22-2385448 (State or other jurisdiction of (I.R.S. Employer identification No.) incorporation or organization) P. O. Box 398, Jeffersonville, New York 12748 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (845) 482-4000 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 proceeding 12 months (or for such shorter period that the Registrant was required to file such report(s), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No Indicate by checkmark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act.) Yes No [X] Number of Shares Outstanding Class of Common Stock as of May 13, 2004 $0.50 par value 4,434,321 INDEX TO FORM 10-Q Page Part 1 FINANCIAL INFORMATION Item 1 Consolidated Interim Financial Statements (Unaudited) Consolidated Balance Sheets at March 31, 2004 and December 31, 2003 1 Consolidated Statements of Income for the Three Months Ended March 31, 2004 and 2003 2 Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2004 and 2003 3 Notes to Unaudited Consolidated Interim Financial Statements 4-6 Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations 7-14 Item 3 Quantitative and Qualitative Disclosures about Market Risk 15 Item 4 Controls & Procedures 15 Part 2 OTHER INFORMATION Item 1 Legal Proceedings NONE Item 2 Changes in Securities, Use of Proceeds and Issuer Purchases of Equity 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 NONE Item 6 Exhibits and Reports on Form 8-K 17 Signatures 18 Jeffersonville Bancorp and Subsidiary Consolidated Balance Sheets (Unaudited) March 31, December 31, 2004 2003 ------------ ------------ ASSETS Cash and due from banks $ 15,909,000 $ 15,992,000 Securities available for sale, at fair value 113,375,000 115,564,000 Securities held to maturity, estimated fair value of $5,936 at March 31, 2004 and $5,947 at December 31, 2003 5,809,000 5,916,000 Loans, net of allowance for loan losses of $3,499 at March 31, 2004 and $3,569 at December 31, 2003 199,872,000 193,106,000 Accrued interest receivable 1,939,000 2,301,000 Premises and equipment, net 3,075,000 3,063,000 Federal Home Loan Bank stock 1,650,000 1,600,000 Other real estate owned 43,000 43,000 Cash surrender value of bank-owned life insurance 12,387,000 12,268,000 Other assets 2,351,000 2,351,000 ------------ ------------ TOTAL ASSETS $356,410,000 $352,204,000 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities Deposits: Demand deposits (non-interest bearing) $ 58,523,000 $ 59,189,000 NOW and super NOW accounts 39,955,000 38,290,000 Savings and insured money market deposits 84,719,000 80,768,000 Time deposits 103,822,000 101,980,000 ------------ ------------ TOTAL DEPOSITS 287,019,000 280,227,000 Federal Home Loan Bank borrowings 27,000,000 27,000,000 Short-term debt 268,000 5,521,000 Accrued expenses and other liabilities 4,490,000 3,670,000 ------------ ------------ TOTAL LIABILITIES 318,777,000 316,418,000 ------------ ------------ Stockholders' equity: Series A preferred stock, no par value; 2,000,000 shares authorized, none issued -- -- Common stock, $0.50 par value; 11,250,000 shares authorized ; 4,767,786 shares issued at March 31, 2004 and December 31, 2003 2,384,000 2,384,000 Paid-in capital 6,483,000 6,483,000 Treasury stock, at cost; 333,465 shares at March 31, 2004 and December 31, 2003 (1,108,000) (1,108,000) Retained earnings 29,108,000 27,947,000 Accumulated other comprehensive income 766,000 80,000 ------------ ------------ TOTAL STOCKHOLDERS' EQUITY 37,633,000 35,786,000 ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $356,410,000 $352,204,000 ============ ============ See accompanying notes to unaudited consolidated interim financial statements. 1 Jeffersonville Bancorp and Subsidiary Consolidated Statements of Income (Unaudited) For the Three Months Ended March 31, 2004 2003 ----------- ---------- INTEREST INCOME Loan interest and fees $ 3,680,000 $3,450,000 Securities: Taxable 946,000 1,031,000 Non-taxable 509,000 438,000 Federal funds sold 2,000 11,000 ----------- ---------- TOTAL INTEREST INCOME 5,137,000 4,930,000 ----------- ---------- INTEREST EXPENSE Deposits 689,000 732,000 Federal Home Loan Bank borrowings 296,000 323,000 Other 5,000 3,000 ----------- ---------- TOTAL INTEREST EXPENSE 990,000 1,058,000 ----------- ---------- NET INTEREST INCOME 4,147,000 3,872,000 Provision for loan losses 90,000 150,000 ----------- ---------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 4,057,000 3,722,000 ----------- ---------- NON-INTEREST INCOME Service charges 541,000 486,000 Earnings from cash surrender value of bank-owned life insurance 119,000 151,000 Net security gains -- 149,000 Other non-interest income 200,000 208,000 ----------- ---------- TOTAL NON-INTEREST INCOME 860,000 994,000 ----------- ---------- NON-INTEREST EXPENSES Salaries and employee benefits 1,645,000 1,484,000 Occupancy and equipment expenses 450,000 467,000 Other real estate owned (income) expenses, net (9,000) 36,000 Other non-interest expenses 698,000 702,000 ----------- ---------- TOTAL NON-INTEREST EXPENSES 2,784,000 2,689,000 ----------- ---------- Income before income tax expense 2,133,000 2,027,000 Income tax expense 573,000 601,000 ----------- ---------- NET INCOME $ 1,560,000 $1,426,000 =========== ========== Basic earnings per common share $ 0.35 $ 0.32 =========== ========== Average common shares outstanding 4,434,000 4,434,000 =========== ========== Share and per share data has been restated for a 3 for 1 stock split in 2003. See accompanying notes to unaudited consolidated interim financial statements. 2 Jeffersonville Bancorp and Subsidiary Consolidated Statements of Cash Flows (Unaudited) For the Three Months Ended March 31, 2004 2003 ---------- ---------- OPERATING ACTIVITIES Net income $1,560,000 $1,426,000 Adjustments to reconcile net income to net cash provided by operating activities: Provision for loan losses 90,000 150,000 Net gain on sales of other real estate owned -- (28,000) Depreciation and amortization 153,000 162,000 Net earnings from cash surrender value of bank-owned life insurance (119,000) (151,000) Net security gains -- (149,000) Decrease in accrued interest receivable 362,000 242,000 (Increase)decrease in other assets (472,000) 280,000 Increase in accrued expenses and other liabilities 820,000 309,000 ---------- ---------- NET CASH PROVIDED BY OPERATING ACTIVITIES 2,394,000 2,241,000 ---------- ---------- INVESTING ACTIVITIES Proceeds from maturities and calls: Securities available for sale 8,047,000 16,548,000 Securities held to maturity 250,000 418,000 Proceeds from sales of securities available for sale -- 11,900,000 Purchases : Securities available for sale (4,700,000) (10,100,000) Securities held to maturity (143,000) (95,000) Disbursements for loan originations, net of principal collections (6,856,000) (3,901,000) Purchase of Federal Home Loan Bank stock (200,000) -- Call of Federal Home Loan Bank stock 150,000 400,000 Net purchases of premises and equipment (165,000) (102,000) Proceeds from sales of other real estate owned -- 74,000 ---------- ---------- NET CASH (USED IN) PROVIDED BY INVESTING ACTIVITIES (3,617,000) 15,142,000 ---------- ---------- FINANCING ACTIVITIES Net increase in deposits 6,792,000 1,316,000 Decrease in short-term debt (5,253,000) (6,137,000) Cash dividends paid (399,000) (325,000) ---------- ---------- NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 1,140,000 (5,146,000) ---------- ---------- NET (DECREASE)INCREASE IN CASH AND CASH EQUIVALENTS (83,000) 12,237,000 Cash and cash equivalents at beginning of period 15,992,000 12,874,000 ---------- ---------- Cash and cash equivalents at end of period $15,909,000 $25,111,000 =========== =========== Supplemental imformation: Cash paid for: Interest $ 997,000 $ 1,105,000 Income taxes 253,000 43,000 See accompanying notes to unaudited consolidated interim financial statements. 3 JEFFERSONVILLE BANCORP AND SUBSIDIARY NOTES TO CONSOLIDATED INTERIM FINANCIAL STATEMENTS March 31, 2004 (Unaudited) A. Financial Statement Presentation The accompanying unaudited interim consolidated financial statements include the accounts of Jeffersonville Bancorp (the "Company") and its wholly owned subsidiary, The First National Bank of Jeffersonville (collectively, the Company and its subsidiary are referred to herein as the Company). In the opinion of Management of the Company, the accompanying unaudited consolidated interim financial statements contain all adjustments necessary to present the financial position as of March 31, 2004 and December 31, 2003, the results of operations for the three month periods ended March 31, 2004 and 2003, and the cash flows for the three month periods ended March 31, 2004 and 2003. All adjustments are normal and recurring. The accompanying unaudited consolidated interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X and should be read in conjunction with the Company's consolidated year-end financial statements, including notes thereto, which are included in the 2003 Annual Report on Form 10-K. B. Earnings per Share Basic earnings per share amounts were calculated for the three month periods ended March 31, 2004 and 2003 based on weighted average common shares outstanding of 4,434,321. There were no dilutive securities during any of the periods. Earnings per share were $0.35 for the quarter ended March 31, 2004, as compared to $0.32 per share for the same period in 2003. C. Comprehensive Income Comprehensive income for the three-month periods ended March 31, 2004 and 2003 was $2,246,000 and $1,018,000, respectively. The following summarizes the components of the Company's other comprehensive income (loss) for the three-month periods: Three Months Ended March 31, 2004 Net unrealized holding gains arising during the period, net of tax (pre-tax amount of $1,158,000) $ 686,000 Reclassification adjustment for net gains realized in net income during the period, net of tax (pre-tax amount of $0) -- ---------------- Other comprehensive income $ 686,000 ================ Three Months Ended March 31, 2003 Net unrealized holding losses arising during the period, net of tax (pre-tax amount of $541,000) $ (320,000) Reclassification adjustment for net gains realized in net income during the period, net of tax (pre-tax amount of $149,000) $ (88,000) ---------------- Other comprehensive loss $ (408,000) ================ 4 D. New Accounting Pronouncements In December 2003, the FASB issued a revision to SFAS No. 132, "Employers' Disclosures about Pensions and Other Postretirement Benefits - an Amendment of FASB Statements No. 87, 88, and 106". This statement prescribes employers' disclosures about pension plans and other postretirement benefit plans; it does not change the measurement or recognition of those plans. The statement retains and revises the disclosure requirements contained in the original Statement 132. It also requires additional disclosures about the assets, obligations, cash flows, and net periodic benefit cost of defined benefit pension plans and other postretirement benefit plans. This statement generally is effective for fiscal years ending after December 15, 2003. The interim-period disclosures required by this statement are effective for interim periods beginning after December 15, 2003. The Company's disclosures in the December 31, 2003 and March 31, 2004 consolidated financial statements incorporate the requirements of the revised Statement 132. E. Pension and Other Postretirement Benefits The Company has a noncontributory defined benefit pension plan covering substantially all of its employees. The Company also sponsors postretirement medical and life insurance benefit plans for retirees in the pension plan. The components of the net periodic benefit cost for these plans were as follows for the three month periods ended March 31: Pension benefits Postretirement benefits 2004 2003 2004 2003 Service cost $ 67,000 $ 63,000 $ 61,000 $38,000 Interest cost 94,000 85,000 52,000 37,000 Expected return on plan assets (80,000) (69,000) -- -- Amortization of prior service cost 6,000 6,000 -- -- Amortization of transition (asset) obligation (1,000) (1,000) 4,000 4,000 Recognized net actuarial loss 33,000 27,000 15,000 2,000 -------- -------- -------- ------- Net periodic benefit cost $119,000 $111,000 $132,000 $81,000 ======== ======== ======== ======= The Company previously disclosed in its consolidated financial statements for the year ended December 31, 2003, that it expected to contribute $488,000 to its pension plan and $80,000 to its other postretirement benefits plan in 2004. As of March 31, 2004, no contributions have been made to the pension plan and $10,000 of contributions have been made to the other postretirement benefits plan. 5 F. Stock Split On May 14, 2003 the Board of Directors of the Company declared a three-for-one stock split which was distributed on June 17, 2003. All share and per share data have been restated to reflect the split. G. Guarantees FASB Interpretation No. 45 (FIN No. 45), "Guarantor's Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others; an interpretation of FASB Statements No. 5, 57, and 107 and rescission of FASB Interpretation No. 34" requires certain disclosures and liability recognition for the fair value at issuance of guarantees that fall within its scope. Under FIN No. 45, the Company does not issue any guarantees that would require liability recognition or disclosure, other than its standby letters of credit. Standby letters of credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. Standby letters of credit generally arise in connection with lending relationships. The credit risk involved in issuing these instruments is essentially the same as that involved in extending loans to customers. Contingent obligations under standby letters of credit totaled approximately $640,000 at March 31, 2004 and represent the maximum potential future payments the Company could be required to make. Typically, these instruments have terms of twelve months or less and expire unused; therefore, the total amounts do not necessarily represent future cash requirements. Each customer is evaluated individually for creditworthiness under the same underwriting standards used for commitments to extend credit and on-balance sheet instruments. Company policies governing loan collateral apply to standby letters of credit at the time of credit extension. Loan-to-value ratios are generally consistent with loan-to-value requirements for other commercial loans secured by similar types of collateral. The fair value of the Company's standby letters of credit at March 31, 2004 was insignificant. 6 ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Forward Looking Statements In addition to historical information, this report includes certain forward-looking statements with respect to the financial condition, results of operations and business of the Company and the Bank based on current management's expectations. The Company's ability to predict results or the effect of future plans and strategies is inherently uncertain and actual results, performance or achievements could differ materially from those management expectations. Factors that could cause future results to vary from current management expectations include, but are not limited to, general economic conditions, legislative and regulatory changes, monetary and fiscal policies of the federal government, changes in tax policies, rates and regulations, changes in interest rates, deposit flows, the cost of funds, demand for loan products, demand for financial services, competition, changes in the quality or composition of the Bank's loan and securities portfolios, changes in accounting principles, and other economic, competitive, governmental, and technological factors affecting the Company's operations, markets, products, services and prices. A. Overview - Financial Condition During the period from December 31, 2003 to March 31, 2004, total assets increased $4,206,000 or 1.2%. Decreases in cash and due from banks, securities available for sale, securities held to maturity and accrued interest receivable were offset by increases in net loans, FHLB stock and cash surrender value of bank-owned life insurance. Securities available for sale decreased from $115,564,000 at year end 2003 to $113,375,000 at March 31, 2004, a decrease of $2,189,000 or 1.9%. Net loans increased from $193,106,000 at year end 2003 to $199,872,000 at March 31, 2004, an increase of $6,766,000 or 3.5%. Deposits increased from $280,227,000 at December 31, 2003 to $287,019,000 at March 31, 2004, an increase of $6,792,000 or 2.4%. Demand deposits decreased from $59,189,000 at December 31, 2003 to $58,523,000 at March 31, 2004, a decrease of $666,000 or 1.1%. These lower cost deposits are an important offset to the cost of higher priced funds. Savings deposits increased from $80,768,000 at December 31, 2003 to $84,719,000 at March 31, 2004, an increase of $3,951,000 or 4.9%. 7 Total stockholders' equity increased $1,847,000 or 5.2% from $35,786,000 at December 31, 2003 to $37,633,000 at March 31, 2004. This increase was the result of net income of $1,560,000 less cash dividends of $399,000 and a $686,000 increase in accumulated other comprehensive income. Loan Portfolio Composition: March 31, 2004 December 31, 2003 Amount Percent Amount Percent (in (in thousands) thousands) REAL ESTATE LOANS Residential 79,775 39.0% 78,339 39.6% Commercial 63,884 31.3% 59,799 30.2% Home Equity 18,843 9.2% 18,337 9.3% Farm Land 2,845 1.4% 2,872 1.4% Construction 3,969 1.9% 4,102 2.1% ------- ------ -------- ------ 169,316 82.8% 163,449 82.6% ------- ------ -------- ------ OTHER LOANS Commercial Loans 18,843 9.2% 17,157 8.7% Consumer Installment Loans 14,579 7.1% 15,350 7.7% Other Consumer Loans 1,312 0.7% 1,488 0.8% Agriculture 379 0.2% 403 0.2% ------- ------ -------- ------ 35,113 17.2% 34,398 17.4% ------- ------ -------- ------ Total Loans 204,429 100.0% 197,847 100.0% ------- ------ -------- ------ Unearned Discounts (1,058) (1,172) Allowance For Loan Losses (3,499) (3,569) ------- -------- Total Loans, Net 199,872 193,106 ======= ======= B. Allowance for Loan Losses The allowance for loan losses reflects management's assessment of the risk inherent in the loan portfolio, which includes factors such as the general state of the economy and past loan experience. The provision for loan losses was $90,000 for the three months ended March 31, 2004 compared to $150,000 for the three months ended March 31, 2003. Total charge offs for the three month period ended March 31, 2004 were $194,000 compared to $96,000 for the same period in the prior year, while recoveries decreased from $46,000 for the 2003 period to $34,000 for the 2004 period. The amounts represent net charge offs of $160,000 in the first quarter of 2004 versus net charge-offs of $50,000 for the same period in the prior year. Based on management's analysis of the loan portfolio, management believes the current level of the allowance for loan losses is adequate. 8 Changes in the allowance for loan losses are summarized as follows for the three month periods ended March 31: 2004 2003 ---------- ---------- Balance at beginning of period $3,569,000 $3,068,000 Provision for loan losses 90,000 150,000 Loans charged off (194,000) (96,000) Recoveries 34,000 46,000 ---------- ---------- Balance at end of period $3,499,000 $3,168,000 ========== ========== Annualized net charge offs as a percentage of average outstanding loans 0.32% 0.11% Allowance for loan losses to: Total loans 1.72% 1.80% Total non-performing loans 233.6% 143.9% C. Non Accrual and Past Due Loans The Company places a loan on nonaccrual status when collectability of principal or interest is doubtful, or when either principal or interest is 90 days or more past due and the loan is not well secured and in the process of collection. Interest payments received on nonaccrual loans are applied as a reduction of the principal balance when concern exists as to the ultimate collection of principal. Non-performing loans are summarized as follows at March 31: 2004 2003 ---------- ---------- Non-accrual loans $1,028,000 $ 930,000 Loans past due 90 days or more and still accruing interest 470,000 1,272,000 ---------- ---------- Total non-performing loans 1,498,000 2,202,000 ---------- ---------- Non-performing loans as a percentage of total loans 0.74% 1.25% ---------- ---------- As of March 31, 2004 and 2003, the recorded investment in loans considered to be impaired under Statement of Financial Accounting Standards ("SFAS") No.114 totaled $660,000 and $772,000, respectively. There was no allowance for loan impairment under SFAS No.114 at either date, primarily due to prior charge offs and the adequacy of collateral values on these loans. 9 D. Capital Under the Federal Reserve Bank's risk-based capital rules, the Company's Tier I risk-based capital was 17.1% and total risk-based capital was 18.3% of risk-weighted assets at March 31, 2004. These risk-based capital ratios are well above the minimum regulatory requirements of 4.0% for Tier I capital and 8.0% for total capital. The Company's leverage ratio (Tier I capital to average assets) of 10.5% at March 31, 2004 is well above the 4.0% minimum regulatory requirement. The following table shows the Company's actual capital measurements compared to the minimum regulatory requirements at March 31, 2004. TIER I CAPITAL Stockholders' equity, excluding accumulated other comprehensive income $ 36,867,000 TIER II CAPITAL Allowance for loan losses(1) 2,683,000 ------------ Total risk-based capital $ 39,550,000 ------------ Risk-weighted assets(2) $216,120,000 ------------ Average assets $351,479,000 ------------ RATIOS Tier I risk-based capital (minimum 4.0%) 17.1% Total risk-based capital (minimum 8.0%) 18.3% Leverage (minimum 4.0%) 10.5% (1) The allowance for loan losses is limited to 1.25% of risk-weighted assets for the purpose of this calculation. (2) Risk-weighted assets have been reduced for excess allowance for loan losses excluded from total risk-based capital 10 Consolidated Average Balance Sheet as of March 31, 2004 Year to Date (Dollars in Thousands, Fully Taxable Equivalent) AVERAGE % OF INTEREST AVERAGE CONSOLIDATED AVERAGE BALANCE SHEET BALANCE ASSETS EARNED/PAID YIELD/RATE ASSETS: INVESTMENT SECURITIES <F1> TAXABLE SECURITIES 70,835 20.15% 946 5.34% TAX EXEMPT SECURITIES 50,139 14.27% 771 6.15% -------- ------- ------ TOTAL SECURITIES 120,974 34.42% 1,717 5.68% -------- ------- ------ SHORT TERM INVESTMENTS 672 0.19% 2 1.19% LOANS(NET OF UNEARNED DISCOUNT) REAL ESTATE MORTGAGES 145,168 41.30% 2,619 7.22% HOME EQUITY LOANS 18,385 5.23% 285 6.20% TIME AND DEMAND LOANS 17,063 4.86% 267 6.26% INSTALLMENT LOANS 16,986 4.83% 431 10.15% OTHER LOANS 2,949 0.84% 78 10.58% -------- ------- ------ TOTAL LOANS <F3> 200,551 57.06% 3,680 7.34% -------- ------- ------ TOTAL INTEREST EARNING ASSETS 322,197 91.67% 5,399 6.70% -------- ------- ------ ALLOWANCE FOR LOAN LOSSES (3,486) (0.99)% NET UNREALIZED GAINS AND LOSSES ON PORTFOLIO 1,502 0.43% CASH AND DUE FROM BANKS(DEMAND) 12,856 3.66% FIXED ASSETS(NET) 3,064 0.87% BANK OWNED LIFE INSURANCE 12,317 3.50% OTHER ASSETS 3,029 0.86% ======== ======= TOTAL ASSETS $351,479 100.00% ======== ======= LIABILITIES AND STOCKHOLDERS' EQUITY: NOW AND SUPER NOW ACCOUNTS $ 42,442 12.08% 32 0.30% SAVINGS AND INSURED MONEY MARKET 79,837 22.71% 120 0.60% TIME DEPOSITS 102,322 29.11% 537 2.10% -------- ------- ------ TOTAL INTEREST BEARING DEPOSITS 224,601 63.90% 689 1.23% FEDERAL FUNDS PURCHASED AND OTHER SHORT TERM DEBT 2,041 0.58% 5 0.98% LONG TERM DEBT 27,000 7.68% 296 4.39% -------- ------- ------ TOTAL INTEREST BEARING LIABILITIES 253,642 72.16% 990 1.56% -------- ------- ------ DEMAND DEPOSITS 58,017 16.51% OTHER LIABILITIES 3,089 0.88% -------- TOTAL LIABILITIES 314,748 89.55% STOCKHOLDERS EQUITY 36,731 10.45% ======== ======= TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $351,479 100.00% ======== ======= ------ NET INTEREST INCOME $4,409 ====== NET INTEREST SPREAD 5.14% ====== NET INTEREST MARGIN <F2> 5.47% ====== <FN> <F1> Yields on securities available for sale are based on amortized costs. <F2> Computed by dividing net interest income by average interest earning assets. <F3> For purpose of this schedule, interest in nonaccruing loans has been included only to the extent reflected in the consolidated income statement. However, the nonaccrual loan balances are included in the average amount outstanding. </FN> 11 Consolidated Average Balance Sheet as of March 31, 2003 Year to Date (Dollars in Thousands, Fully taxable Equivalent) AVERAGE % OF INTEREST AVERAGE CONSOLIDATED AVERAGE BALANCE SHEET BALANCE ASSETS EARNED/PAID YIELD/RATE ASSETS: INVESTMENT SECURITIES <F1> TAXABLE SECURITIES 75,490 23.38% 1,031 5.46% TAX EXEMPT SECURITIES 37,977 11.76% 730 7.69% -------- ------- ------ TOTAL SECURITIES 113,467 35.14% 1,761 6.21% -------- ------- ------ SHORT TERM INVESTMENTS 4,711 1.46% 11 0.93% LOANS(NET OF UNEARNED DISCOUNT) REAL ESTATE MORTGAGES 124,711 38.63% 2,472 7.93% HOME EQUITY LOANS 15,196 4.71% 247 6.50% TIME AND DEMAND LOANS 14,428 4.47% 209 5.79% INSTALLMENT LOANS 17,219 5.33% 449 10.43% OTHER LOANS 2,655 0.82% 73 11.00% -------- ------- ------ TOTAL LOANS <F3> 174,209 53.96% 3,450 7.92% -------- ------- ------ TOTAL INTEREST EARNING ASSETS 292,387 90.56% 5,222 7.14% -------- ------- ------ ALLOWANCE FOR LOAN LOSSES (3,097) (0.96)% NET UNREALIZED GAINS AND LOSSES ON PORTFOLIO 3,205 0.99% CASH AND DUE FROM BANKS(DEMAND) 11,842 3.67% FIXED ASSETS(NET) 3,217 1.00% BANK OWNED LIFE INSURANCE 11,802 3.66% OTHER ASSETS 3,475 1.08% ======== ======= TOTAL ASSETS $322,831 100.00% ======== ======= LIABILITIES AND STOCKHOLDERS' EQUITY: NOW AND SUPER NOW ACCOUNTS $ 37,990 11.77% 44 0.46% SAVINGS AND INSURED MONEY MARKET 78,897 24.44% 145 0.74% TIME DEPOSITS 87,506 27.11% 543 2.48% -------- ------- ------ TOTAL INTEREST BEARING DEPOSITS 204,393 63.30% 732 1.43% FEDERAL FUNDS PURCHASED AND OTHER SHORT TERM DEBT 1,015 0.31% 3 1.18% LONG TERM DEBT 30,000 9.29% 323 4.31% -------- ------- ------ TOTAL INTEREST BEARING LIABILITIES 235,408 72.92% 1,058 1.80% -------- ------- ------ DEMAND DEPOSITS 51,722 16.02% OTHER LIABILITIES 3,100 0.96% -------- TOTAL LIABILITIES 290,230 89.90% STOCKHOLDERS EQUITY 32,601 10.10% ======== ======= TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $322,831 100.00% ======== ======= ------ NET INTEREST INCOME $4,164 ====== NET INTEREST SPREAD 5.35% ===== NET INTEREST MARGIN <F2> 5.70% ===== <FN> <F1> Yields on securities available for sale are based on amortized costs. <F2> Computed by dividing net interest income by average interest earning assets. <F3> For purpose of this schedule, interest in nonaccruing loans has been included only to the extent reflected in the consolidated income statement. However, the nonaccrual loan balances are included in the average amount outstanding. </FN> 12 E. Result of Operations Net income for the first three months of 2004 increased by $134,000 to $1,560,000 compared to $1,426,000 for the same period in 2003. This overall increase was primarily due to an increase of $275,000 in net interest income and a $60,000 decrease in the provision for loan losses which was partially offset by a $134,000 decrease in the non-interest income and an increase of $95,000 in non-interest expenses. The Company's annualized return on average assets was 1.7% in the current quarter compared to 1.8% in the same period last year. The annualized return on average stockholders' equity was 17.0% and 17.5% for the first three months of 2004 and 2003, respectively. Tax equivalent interest income increased $177,000 or 3.4% in the first three month's of 2004 compared to the same period in 2003, primarily due to an increase in average earning assets partially offset by a decrease in asset yields. The yield on investment securities decreased 53 basis points from 6.21% in 2003 to 5.68% in 2004 in response to the decrease in overall market interest rates. The yield on the total loan portfolio decreased by 58 basis points in the quarter ended March 31, 2004 compared to the first quarter of 2003. Several loan category rates decreased. The average yield on real estate mortgage loans, the major portion of the loan portfolio, decreased 71 basis points for the three month period primarily due to the re-pricing of variable rate loans and the origination of fixed rate loans at lower interest rates which is consistent with the reduction in market interest rates since the corresponding three-month period in 2003. The overall yield on interest earning assets decreased 44 basis points from 7.14% for the three months ended March 31, 2003 to 6.70% for the same period in 2004. The total average balance for earning assets was $322,197,000 for the three month period ended March 31, 2004 compared to $292,387,000 for the same three month period in 2003, an increase of $29,810,000 or 10.2%. An increase in average loans of $26,342,000 accounted for the majority of this increase. The declining interest rate environment enabled the Company to re-price its deposits which resulted in a 24 basis point reduction in the yield on interest bearing liabilities for the three month period ended March 31, 2004 as compared to the same period in 2003. The overall net interest margin decreased 23 basis points from 5.70% in the first quarter of 2003 to 5.47% in the first quarter of 2004. The provision for loan losses was $90,000 thousand for the three months ended March 31, 2004, a decrease of $60,000 compared to $150,000 for the three months ended March 31, 2003. This decrease was principally due to improved asset quality and lower delinquency rates. 13 Non-interest income was $860,000 for the first three months of 2004 compared to $994,000 for the same period in 2003, a decrease of $134,000 or 13.5%. This decrease was primarily due to the fact that no net security gains were realized by the Company during the first quarter of 2004. In the first three months of 2003, the Company realized $149,000 in net security gains from sales of $11,100,000 of callable agency securities. In addition, a $32,000 decrease in earnings from the cash surrender value of bank-owned life insurance contributed to the overall decline in non-interest income. These decreases were partially offset by a $55,000 increase in service charges. Non-interest expenses were $2,784,000 for the first three months of 2004 compared to $2,689,000 for the same period in 2003, an increase of $95,000 or 3.5%. This increase reflects a $161,000 increase in salaries and employee benefits costs due to normal salary increases and increased costs for health care benefits. All other expense categories combined decreased by $66,000. Income tax expense was $573,000 was for the three month period ended March 31, 2004 compared to $601,000 for the corresponding period in 2003, a decrease of $28,000 or 4.7%. The Company's effective tax rates were 26.9% and 29.6% for the three month periods ended March 31, 2004 and 2003, respectively. This decrease was primarily due to an increase in tax-exempt securities. F. Critical Accounting Policies Management of the Company considers the accounting policy relating to the allowance for loan losses to be a critical accounting policy given the inherent uncertainty in evaluating the levels of the allowance required to cover credit losses in the portfolio and the material effect that such judgments can have on the results of operations. The allowance for loan losses is maintained at a level deemed adequate by management based on an evaluation of such factors as economic conditions in the Company's market area, past loan loss experience, the financial condition of individual borrowers, and underlying collateral values based on independent appraisals. While management uses available information to recognize losses on loans, future additions to the allowance for loan losses may be necessary based on changes in economic conditions and values of real estate particularly in Sullivan County. In the event that the casino gambling proposals do not progress, collateral underlying certain real estate loans could lose value which could lead to future additions to the allowance for loan losses. In addition, Federal regulatory agencies, as an integral part of their examination process, periodically review the Company's allowance for loan losses and may require the Company to recognize additions to the allowance based on their judgments about information available to them at the time of their examination, which may not be currently available to management. There are no new accounting standards that are expected to have a material impact on the Company's consolidated financial statements. 14 ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The Company's most significant form of market risk is interest rate risk, as the majority of the assets and liabilities are sensitive to changes in interest rates. There have been no material changes in the Company's interest rate risk position since December 31, 2003. Other types of market risk, such as foreign exchange rate risk and commodity price risk, do not arise in the normal course of the Company's business activities. ITEM 4. CONTROLS & PROCEDURES The Company's management, including the Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of the Company's disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) (the "Exchange Act") as of the end of the period covered by this report. Based upon that evaluation, the Company's management, including the Chief Executive Officer and Chief Financial Officer, concluded that, the Company's disclosure controls and procedures are effective in timely alerting them to any material information relating to the Company and its subsidiaries required to be included in the Company's Exchange Act filings. There were no significant changes made in the Company's internal controls over financial reporting that occurred during the Company's most recent fiscal quarters that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting. 15 PART II - OTHER INFORMATION Item 1. Legal Proceedings There are no pending legal proceedings, other than ordinary routine litigation incidental to the business, to which the Company or any of its subsidiaries is a party or which their property is subject. Item 2. Changes in Securities, Use of Proceeds and Issuer Purchases of Equity Securities None Item 3. Defaults Upon Senior Securities Not Applicable Item 4. Submission of Matters to a Vote of Security Holders (a) Not applicable (b) Not applicable (c) Not applicable (d) Not applicable 16 Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 31.1 Certification of Chief Executive Officer pursuant to Section 302 of Sarbanes-Oxley of 2002 31.2 Certification of Chief Financial Officer pursuant to Section 302 of Sarbanes-Oxley Act of 2002 32.1 Certification of Chief Executive Officer pursuant to Section 906 of Sarbanes-Oxley Act of 2002 32.2 Certification of Chief Financial Officer pursuant to Section 906 of Sarbanes-Oxley Act of 2002 Reports on Form 8-K Current report on Form 8-K filed with the Securities and Exchange Commission on February 12, 2004 17 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. JEFFERSONVILLE BANCORP /s/ Raymond Walter Raymond Walter President and Chief Executive Officer /s/ Charles E. Burnett Charles E. Burnett Chief Financial Officer and Treasurer May 13, 2004 18