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, 2001 -------------- OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to ________ Commission file number 0-29312 MONTGOMERY FINANCIAL CORPORATION (Exact Name of Small Business Issuer in its Charter) Indiana 35-1962246 ------- ---------- (State or other jurisdiction of (I.R.S. Employer Identification Number) Incorporation or organization) 119 East Main Street Crawfordsville, Indiana 47933 ----------------------- ----- (Address of Principal Executive Offices) (Zip Code) (765) 362-4710 (Registrant's telephone number, including area code) APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS Check whether the issuer filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities under a plan confirmed by a court. Yes [ ] No [ ] APPLICABLE ONLY TO CORPORATE ISSUERS As of April 30, 2001, there were 1,207,698 shares of the Registrant's common stock issued and outstanding. Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X] MONTGOMERY FINANCIAL CORPORATION AND SUBSIDIARY Crawfordsville, Indiana Form 10-QSB Index Page No. -------- PART I. FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Condensed Statement of Financial Condition As of March 31, 2001 and June 30, 2000 3 Consolidated Condensed Statement of Income for the Three And Nine Months Ended March 31, 2001 and 2000 4 Consolidated Condensed Statement of Cash Flows for the Nine Months Ended March 31, 2001 and 2000 5 Consolidated Condensed Statement of Stockholders' Equity for the Nine Months Ended March 31, 2001 7 Notes to Consolidated Condensed Financial Statements 8 Item 2. Management's Discussion and Analysis of Financial Condition And Results of Operations 11 PART II. OTHER INFORMATION Item 1. Legal Proceedings 16 Item 2. Changes in Securities 16 Item 3. Defaults Upon Senior Securities 16 Item 4. Submission of Matters to a Vote of Security Holders 16 Item 5. Other Information 16 Item 6. Exhibits and Reports on Form 8-K 16 Signatures 17 MONTGOMERY FINANCIAL CORPORATION AND SUBSIDIARY Crawfordsville, Indiana Consolidated Condensed Statement of Financial Condition (Unaudited) March 31, June 30, 2001 2000 ---------------- ---------------- Assets Cash $ 551,419 $ 394,392 Short-term interest-bearing deposits 14,812,387 10,131,874 --------------- --------------- Total cash and cash equivalents 15,363,806 10,526,266 Interest-bearing deposits 238,816 258,689 Investment securities available for sale 340,174 443,917 Loans 119,135,333 119,356,784 Allowance for loan losses (226,000) (226,000) ---------------- --------------- Net loans 118,909,333 119,130,784 Premises and equipment 3,248,310 3,236,258 Federal Home Loan Bank Stock 1,893,300 1,893,300 Foreclosed assets and real estate held for development, net 1,594,368 1,301,996 Interest receivable 835,444 951,010 Other assets 501,429 380,038 --------------- --------------- Total assets $142,924,980 $138,122,258 =============== =============== Liabilities Deposits Noninterest bearing $ 1,990,807 $ 2,580,192 Interest bearing 104,578,968 88,926,339 --------------- --------------- Total deposits 106,569,775 91,506,531 Federal Home Loan Bank advances 17,629,678 28,241,258 Interest payable 584,425 534,341 Other liabilities 1,209,005 859,417 --------------- --------------- Total liabilities 125,992,883 121,141,547 --------------- --------------- Stockholders' Equity Preferred stock, $.01 par value authorized and unissued - 2,000,000 shares Common stock, $.01 par value - 8,000,000 shares authorized; 1,208,584 and 1,244,790 issued 12,086 12,448 Paid-in capital 9,877,120 10,176,190 Retained earnings - substantially restricted 8,177,951 8,102,308 Unearned ESOP shares (992,766) (1,055,482) Unearned compensation (166,851) (199,633) Accumulated other comprehensive income (loss) 24,557 (55,120) --------------- ---------------- Total stockholders' equity 16,932,097 16,980,711 --------------- --------------- Total liabilities and stockholders' equity $ 142,924,980 $ 138,122,258 =============== =============== See notes to Consolidated Condensed Financial Statements. MONTGOMERY FINANCIAL CORPORATION AND SUBSIDIARY Crawfordsville, Indiana Consolidated Condensed Statement of Income (Unaudited) Three Months Ended Nine Months Ended March 31, March 31, ------------------------------- ------------------------------ 2001 2000 2001 2000 -------------- -------------- -------------- ------------ Interest and Dividend Income Loans $2,405,735 $2,343,987 $7,225,620 $6,873,080 Investment securities 3,579 4,491 13,074 16,528 Deposits with financial institutions 117,299 128,969 439,778 361,229 Dividend Income 37,347 37,659 118,252 103,338 ---------- ---------- ---------- ---------- Total interest and dividend income 2,563,960 2,515,106 7,796,724 7,354,175 ---------- ---------- ---------- ---------- Interest Expense Deposits 1,380,180 1,110,329 4,094,376 3,258,506 Federal Home Loan Bank advances 257,978 411,582 978,459 1,102,598 ---------- ---------- ---------- ---------- Total interest expense 1,638,158 1,521,911 5,072,835 4,361,104 ---------- ---------- ---------- ---------- Net Interest Income 925,802 993,195 2,723,889 2,993,071 Provision for Losses on Loans 0 0 0 0 ---------- ---------- ---------- ---------- Net Interest Income After Provision for Losses on Loans 925,802 993,195 2,723,889 2,993,071 ---------- ---------- ---------- ---------- Other Income Service charges on deposit accounts 32,245 15,283 78,505 43,961 Gain(loss) on sale of investment securities (736) 34,593 55,644 Real estate operations, net 508 1,591 11,393 20,385 Other income 5,775 6,777 43,397 21,143 ---------- ---------- ---------- ---------- Total other income 37,792 23,651 167,888 141,133 ---------- ---------- ---------- ---------- Other Expenses Salaries and employee benefits 458,587 425,695 1,355,156 1,215,434 Net occupancy expense 54,253 47,822 150,320 128,733 Equipment expense 61,033 58,191 172,568 176,497 Data processing expense 42,985 48,820 130,334 137,610 Deposit insurance expense 4,857 4,554 14,148 29,327 Advertising expense 15,506 20,308 47,958 66,299 Other expenses 147,452 146,756 469,243 458,336 ---------- ---------- ---------- ---------- Total other expenses 784,673 752,146 2,339,727 2,212,236 ---------- ---------- ---------- ---------- Income Before Income Tax 178,921 264,700 552,050 921,968 Income tax expense 73,500 93,590 221,000 364,050 ---------- ---------- ---------- ---------- Net Income $ 105,421 $ 171,110 $ 331,050 $ 557,918 ========== ========== ========== ========== Net Income Per Share: Basic $ 0.10 $ 0.14 $ 0.31 $ 0.44 Diluted $ 0.10 $ 0.14 $ 0.30 $ 0.43 Dividends Per Share $ 0.055 $ 0.055 $ 0.165 $ 0.165 See Notes to Consolidated Condensed Financial Statements. MONTGOMERY FINANCIAL CORPORATION AND SUBSIDIARY Crawfordsville, Indiana Consolidated Condensed Statement of Cash Flows (Unaudited) Nine Months Ended March 31, ----------------------------- 2001 2000 ------------ ------------ Operating Activities Net income $ 331,050 $ 557,918 Adjustments to reconcile net income to net cash provided by operating activities Depreciation 222,225 238,020 (Gain) loss on sale of securities available for sale (34,593) (55,644) ESOP stock amortization 62,045 57,057 Amortization of unearned compensation 30,265 15,505 Change In Interest receivable 115,566 (116,399) Interest payable 50,084 (92,414) Other assets (121,391) (46,645) Other liabilities 298,238 319,173 ---------- -------- Net cash provided by operating activities 953,489 876,571 ---------- -------- Investing Activities Net change in interest bearing deposits 19,873 60,774 Proceeds from sale of securities available for sale 320,273 358,644 Purchase of securities available for sale (50,000) Net change in loans (95,490) (7,357,874) Additions to real estate owned and held for investment (103,478) (87,782) Proceeds from Real Estate Owned Sales 94,742 187,853 Purchases of premises and equipment (200,972) (621,785) Purchase of FHLB of Indianapolis stock (642,600) ---------- ----------- Net cash used by investing activities (15,052) (8,102,770) ----------- ----------- MONTGOMERY FINANCIAL CORPORATION AND SUBSIDIARY Crawfordsville, Indiana Consolidated Condensed Statement of Cash Flows (Continued) Nine Months Ended March 31, ---------------------------------- 2001 2000 ------------ ------------ Financing Activities Net Change In Noninterest-bearing, interest-bearing demand and savings deposits $ 2,877,215 $ 4,569,095 Certificates of deposit 12,186,029 2,646,289 Proceeds from FHLB advances and other borrowings 906,493 22,500,000 Repayment of FHLB advances and other borrowings (11,518,073) (14,890,811) Stock purchase (365,936) (2,894,430) Dividends paid (186,625) (214,559) ------------- ------------- Net cash provided by financing activities 3,899,103 11,715,584 ------------ ------------ Net Change in Cash and Cash Equivalents 4,837,540 4,489,385 Cash and Cash Equivalents, Beginning of Period 10,526,266 4,932,813 ------------ ------------ Cash and Cash Equivalents, End of Period $ 15,363,806 $ 9,422,198 ============ ============ Additional Cash Flow and Supplementary Information Interest Paid $ 5,022,751 $ 4,453,518 Income Tax Paid 165,000 402,394 Transfer from Loans to Other Real Estate Owned 316,941 44,484 Cash Dividends Payable 66,837 67,383 See Notes to Consolidated Condensed Financial Statements. MONTGOMERY FINANCIAL CORPORATION AND SUBSIDIARY Crawfordsville, Indiana Consolidated Condensed Statement of Stockholders' Equity (Unaudited) Accumulated Common Stock Other ------------------ Paid-in Comprehensive Retained Unearned Unearned Comprehensive Shares Amount Capital Income Earnings ESOP Shares Compensation Income (Loss) Total - ------------------------------------------------------------------------------------------------------------------------------------ Balance July 1, 2000 1,244,790 $12,448 $10,176,190 $8,102,308 $(1,055,482) $(199,633) $(55,120) $16,980,711 Net income for the nine months ended March 31, 2001 $331,050 331,050 331,050 -------- Other comprehensive income, net of tax Unrealized holding gains arising during the period, net of tax expense of $65,937 100,571 Less: Reclassification adjustment for gain included in net income, net of tax expense of $13,699 20,894 -------- Unrealized gain on securities 79,677 79,677 79,677 -------- Other comprehensive income $410,727 ======== Cash dividends ($.165 per share) (185,715) (185,715) Stock purchase (36,206) (362) (295,882) (69,692) (365,936) ESOP shares earned (671) 62,716 62,045 Amortization of unearned compensation expense (2,517) 32,782 30,265 - ------------------------------------------------------------------------------------------------------------------------------------ Balance March 31, 2001 1,208,584 $12,086 $9,877,120 $8,177,951 $(992,766) $(166,851) $ 24,557 $16,932,097 ==================================================================================================================================== See Notes to Consolidated Condensed Financial Statements. MONTGOMERY FINANCIAL CORPORATION AND SUBSIDIARY Crawfordsville, Indiana NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS Basis of Presentation The unaudited interim consolidated condensed financial statements include the accounts of Montgomery Financial Corporation ("Montgomery"), its subsidiary, Montgomery Savings, A Federal Association (the "Association") and its subsidiary, MSA SERVICE CORP. The unaudited interim consolidated condensed financial statements have been prepared in accordance with the instructions to Form 10-QSB and, therefore, do not include all information and disclosures required by generally accepted accounting principles for complete financial statements. In the opinion of management, the financial statements reflect all adjustments necessary to present fairly Montgomery's financial position as of March 31, 2001, results of operations for the three and nine-month periods ending March 31, 2001 and 2000, and cash flows for the nine-month periods ended March 31, 2001 and 2000. The results of operations for the three and nine-month periods ended March 31, 2001 are not necessarily indicative of the results of operations which may be expected for the fiscal year ending June 30, 2001. Net Income Per Share Net income per share for the three and nine-month periods ended March 31, 2001 and 2000 are computed by dividing net earnings by the weighted average shares of common stock outstanding during the period. For the Three Months Ended March 31, 2001 March 31, 2000 -------------- -------------- Weighted Per Weighted Per Average Share Average Share Income Shares Amount Income Shares Amount ------ ------ ------ ------ ------ ------ Basic Net Income Per Share: Net Income Available to Common Stockholders $ 105,421 1,080,784 $ 0.10 $ 171,110 1,232,010 $ 0.14 ======= ======= Effect of Dilutive Stock Options and Grants 0 16,117 0 5,220 --------- --------- ---------- --------- Diluted Net Income Per Share: Net Income Available To Common Stockholders $ 105,421 1,096,901 $ 0.10 $ 171,110 1,237,230 $ 0.14 ========= ========= ======= ========== ========= ======= MONTGOMERY FINANCIAL CORPORATION AND SUBSIDIARY Crawfordsville, Indiana For the Nine Months Ended March 31, 2001 March 31, 2000 -------------- -------------- Weighted Per Weighted Per Average Share Average Share Income Shares Amount Income Shares Amount ------ ------ ------ ------ ------ ------ Basic Net Income Per Share: Net Income Available to Common Stockholders $ 331,050 1,081,060 $ 0.31 $ 557,918 1,281,955 $ 0.44 ======= ======= Effect of Dilutive Stock Options and Grants 0 11,827 0 7,318 --------- --------- ---------- --------- Diluted Net Income Per Share: Net Income Available To Common Stockholders $ 331,050 1,092,887 $ 0.30 $ 557,918 1,289,273 $ 0.43 ========= ========= ======= ========== ========= ======= Other Comprehensive Income 2001 --------------------------------------------- Before-Tax Tax Net-of-Tax Three months ended March 31, Amount Benefit(Expense) Amount ------------ ---------------- ---------- Unrealized gains (losses) on securities Unrealized holding gains arising during the year $38,624 $(15,295) $ 23,329 Less: reclassifications adjustment for losses realized in net income (736) 291 (445) ---------- -------- --------- Net unrealized gains $ 39,360 $(15,586) $ 23,774 ========= ========= ======== 2000 --------------------------------------------- Before-Tax Tax Net-of-Tax Three months ended March 31, Amount Benefit(Expense) Amount ------------ ---------------- ---------- Unrealized losses on securities Unrealized holding losses arising during the year $ (9,696) $ 3,840 $ (5,856) Less: reclassifications adjustment for gains realized in net income ---------- -------- --------- Net unrealized losses $ (9,696) $ 3,840 $ (5,856) ========== ======== ========= 2001 --------------------------------------------- Before-Tax Tax Net-of-Tax Nine months ended March 31, Amount Benefit(Expense) Amount ------------ ---------------- ---------- Unrealized gains on securities Unrealized holding gains arising during the year $ 166,508 $(65,937) $100,571 Less: reclassifications adjustment for gains realized in net income 34,593 (13,699) 20,894 --------- --------- -------- Net unrealized gains $ 131,915 $(52,238) $ 79,677 ========= ========= ======== MONTGOMERY FINANCIAL CORPORATION AND SUBSIDIARY Crawfordsville, Indiana 2000 --------------------------------------------- Before-Tax Tax Net-of-Tax Nine months ended March 31, Amount Benefit(Expense) Amount ----------- ---------------- ---------- Unrealized gains (losses) on securities Unrealized holding losses arising during the year $ (24,126) $ 9,556 $(14,570) Less: reclassifications adjustment for gains realized in net income 55,644 (22,041) 33,603 ---------- --------- --------- Net unrealized losses $ (79,770) $ 31,597 $(48,173) ========== ======== ========= MONTGOMERY FINANCIAL CORPORATION AND SUBSIDIARY Crawfordsville, Indiana Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Forward-Looking Statements. When used in this Form 10-QSB or future filings by Montgomery with the Securities and Exchange Commission, in Montgomery's press releases or other public shareholder communications, or in oral statements made with the approval of an authorized executive officer, the words or phrases, "will likely result", "are expected to", "will continue", "is anticipated", "estimate", "project", "believe", or similar expressions are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Montgomery wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made, and to advise readers that various factors, including regional and national economic conditions, changes in levels of market interest rates, credit risks of lending activities, and competitive and regulatory factors, could affect Montgomery's financial performance and could cause Montgomery's actual results for future periods to differ materially from those anticipated or projected. Montgomery does not undertake, and specifically disclaims any obligation, to revise any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements. Financial Condition. Montgomery's total assets were $142.9 million at March 31, 2001, an increase of $4.8 million, or 3.5 percent from June 30, 2000. During this nine-month period interest-earning assets, including Federal Home Loan Bank stock, increased $4.3 million, or 3.3 percent. Short-term interest-earning deposits increased $4.7 million, or 46.2 percent. This increase was primarily due to an increase in deposit accounts with a decrease in loan growth. Loans decreased $221,000, or 0.2 percent. Foreclosed assets and real estate held for development increased $292,000, or 22.5 percent. Deposits increased $15.1 million, or 16.5 percent primarily due to an increase in public funds deposits. The increase in deposits was primarily used to reduce Federal Home Loan Bank advances. Federal Home Loan Bank advances decreased $10.6 million, or 37.6 percent, causing a net decrease in interest-bearing liabilities of $5.0 million, or 4.3 percent. Capital and Liquidity. At March 31, 2001, Montgomery's stockholders' equity was $16.9 million, or 11.8 percent of total assets, a decrease of $49,000 from June 30, 2000. Montgomery began to repurchase 62,240 shares of its outstanding common stock on December 5, 2000. As of March 31, 2001, Montgomery had repurchased 36,206 shares at a total cost of $366,000. The Association continues to exceed all minimum capital requirements. At March 31, 2001, the Association's tangible and core capital was $15.5 million, or 10.9 percent of tangible assets, $13.4 million in excess of the 1.5 percent minimum required tangible capital and $9.8 million in excess of the 4.0 percent minimum required core capital. Risk-based capital equaled $15.0 million, or 17.2 percent of risk-weighted assets, $8.0 million more than the minimum 8.0 percent risk-based level required. MONTGOMERY FINANCIAL CORPORATION AND SUBSIDIARY Crawfordsville, Indiana Asset/Liability Management. The Association, like other financial institutions, is subject to interest-rate risk to the extent that its interest-bearing liabilities reprice on a different basis than its interest-bearing assets. The OTS issued a regulation which provides a Net Portfolio Value ("NPV") approach to the quantification of interest-rate risk. In essence, this approach calculates the difference between the present value of liabilities, expected cash flows from assets and cash flows from off balance sheet contracts. Under this OTS regulation, an institution's "normal" level of interest-rate risk in the event of an assumed change in interest rates is a decrease in the institution's NPV in an amount not exceeding 2 percent of the present value of its assets. Under the regulation, thrift institutions with greater than "normal" interest-rate exposure must take a deduction from their total capital available to meet their risk-based capital requirement. The amount of that deduction is one-half of the difference between (a) the institution's actual calculated exposure to the 200 basis point interest rate increase or decrease (whichever results in the greater pro forma decrease in NPV) or (b) its "normal" level of exposure which is 2 percent of the present value of its assets. The regulation does exempt all institutions under $300 million in assets with risk-based capital above 12 percent from reporting information to the OTS to calculate exposure and making any deduction from risk-based capital. At March 31, 2001, the Association's total assets were $142.9 million and risk-based capital was 17.2 percent; therefore the Association would have been exempt from calculating or making any risk-based capital reduction. Montgomery's management, however, believes interest-rate risk is an important factor and makes all reports necessary to the OTS to calculate interest-rate risk on a voluntary basis. At December 31, 2000, the most recent date for which information is available from the OTS, 2 percent of the present value of the Association's assets was approximately $2.78 million, which was less than $3.46 million, the greatest decrease in NPV resulting from a 200 basis point change in interest rates. As a result, the Association, for OTS reporting purposes, would have been required to make a deduction from total capital in calculating its risk-based capital requirement had this rule been in effect and had the Association not been exempt from reporting on such date. Based on December 31, 2000 NPV information, the amount of the Association's deduction from capital, had it been subject to reporting, would have been approximately $340,000. It has been and continues to be a priority of the Association's Board of Directors and management to manage interest-rate risk and thereby limit any negative effect of changes in interest rates on Montgomery's NPV. The Association's Interest Rate Risk Policy, established by the Board of Directors, promulgates acceptable limits on the amount of change in NPV given certain changes in interest rates. Specific strategies have included shortening the amortized maturity of fixed-rate loans and increasing the volume of adjustable rate loans to reduce the average maturity of the Association's interest-earning assets. FHLB advances are used in an effort to match the effective maturity of the Association's interest-bearing liabilities to its interest-earning assets. Presented below, as of December 31, 2000, and December 31, 1999, is an analysis of the Association's estimated interest-rate risk as measured by changes in NPV for instantaneous and sustained parallel shifts in interest rates, up and down 300 basis points in 100 point increments, compared to limits set by the Board. Assumptions used in calculating the amounts in this table are assumptions utilized by the OTS in assessing the interest risk of the thrifts it regulates. Based upon these assumptions at December 31, 2000 and December 31, 1999, the NPV of the Association was $19.4 million and $18.9 million respectively. NPV is calculated by the OTS for the purpose of interest-rate risk assessment and should not be considered as an indicator of value of the Association. MONTGOMERY FINANCIAL CORPORATION AND SUBSIDIARY Crawfordsville, Indiana - -------------------------------------------------------------------------------- At December 31, 2000 At December 31, 1999 - -------------------------------------------------------------------------------- Assumed Board Change in Limit Interest Rates % Change $ Change % Change $ Change % Change (Basis Points) in NPV in NPV in NPV in NPV in NPV - -------------------------------------------------------------------------------- (Dollars in Thousands) - -------------------------------------------------------------------------------- +300 -60 -5,549 -29 -7,311 -39 - -------------------------------------------------------------------------------- +200 -50 -3,463 -18 -4,774 -25 - -------------------------------------------------------------------------------- +100 -30 -1,524 -8 -2,254 -12 - -------------------------------------------------------------------------------- 0 0 0 0 0 0 - -------------------------------------------------------------------------------- -100 -30 +781 +4 +1,571 +8 - -------------------------------------------------------------------------------- -200 -50 +1,630 +8 +2,678 +14 - -------------------------------------------------------------------------------- -300 -60 +2,745 +14 +3,630 +19 - -------------------------------------------------------------------------------- In the event of a 300 basis point change in interest rate based upon estimates as of December 31, 2000, the Association would experience a 14% increase in NPV in a declining rate environment and a 29% decrease in NPV in a rising environment. During periods of rising rates, the value of monetary assets and liabilities declines. Conversely, during periods of falling rates, the value of monetary assets and liabilities increases. However, the amount of change in value of specific assets and liabilities due to changes in rates is not the same in a rising rate environment as in a falling rate environment (i.e., the amount of value increase under a specific rate decline may not equal the amount of value decrease under an identical upward rate movement). Based upon the NPV methodology, the increased level of interest rate risk experienced by the Association in recent periods was primarily due to the maturities of interest-bearing assets increasing more than the maturities on interest-bearing liabilities due to the increase in fixed-rate residential mortgage loans and non-residential loans. Results of Operations. Montgomery's net income for the three months ended March 31, 2001, was $105,000 compared to $171,000 for the three months ended March 31, 2000, a decrease of $66,000. Net interest income decreased $67,000, or 6.8 percent. Average interest-earning assets increased $776,000, or 0.6 percent, from $130.0 million for the three months ended March 31, 2000, to $130.8 million for the 2001 three-month period. Average interest-bearing liabilities increased $1.7 million from $114.6 million to $116.3 million during the comparable three-month period. Interest rate spread decreased from 2.43 percent for the three months ended March 31, 2000, to 2.21 percent for the three months ended March 31, 2001. Net interest margin decreased to 2.83 percent for the three months ended March 31, 2001 from 3.06 percent for the three months ended March 31, 2000. Non-interest income was $38,000 for the 2001 three-month period compared to $24,000 for the 2000 period. Non-interest expense was $785,000 for the three months ended March 31, 2001 compared to $752,000 for the 2000 three-month period, an increase of $33,000, or 4.3 percent. Income before income tax was $179,000 for the three months ended March 31, 2001 compared to $265,000 for the 2000 period, a decrease of $86,000. Income tax expense decreased from $94,000 to $74,000 for the comparable periods. MONTGOMERY FINANCIAL CORPORATION AND SUBSIDIARY Crawfordsville, Indiana For the nine months ended March 31, 2001, net income was $331,000 compared to $558,000 for the nine months ended March 31, 2000, a decrease of $227,000. Net interest income decreased from $3.0 million for the nine months ended March 31, 2000 to $2.7 million for the nine months ended March 31, 2001, a decrease of $269,000, or 9.0 percent. Average interest-earning assets increased $5.5 million from $127.1 million for the nine months ended March 31, 2000, to $132.6 million for the 2001 nine-month period while average interest-bearing liabilities increased $7.2 million during the comparable periods. Non-interest income increased $27,000 and non-interest expense increased $127,000. Income tax expense was $221,000 for the nine months ended March 31, 2001, compared to $364,000 for the nine months ended March 31, 2000. Interest Income. Montgomery's total interest income for the three months ended March 31, 2001, was $2.6 million, an increase of $49,000, or 1.9 percent, compared to interest income for the three months ended March 31, 2000. This increase was primarily caused by an increase in average interest-earning assets from $130.0 million for the three months ended March 31, 2000, to $130.7 million for the three months ended March 31, 2001, an increase of $776,000, or 0.6 percent principally due to mortgage loan growth. Average loans increased from $117.0 million for the 2000 three-month period to $119.2 million for the 2001 three-month period and average interest-earning deposits decreased from $9.6 million to $9.3 million for the respective periods. The average yield on interest-earning assets was 7.84 percent for the three months ended March 31, 2001, compared to 7.74 percent for the three months ended March 31, 2000. Interest income for the nine months ended March 31, 2001, was $7.8 million, an increase of $443,000, or 6.0 percent, from interest income for the same period in 2000. Average interest-earning assets for the nine months ended March 31, 2001, was $132.6 million compared to $127.1 million for the 2000 nine-month period, an increase of $5.5 million, or 4.3 percent, principally due to loan growth. The average yield for the 2001 period was 7.84 percent compared to 7.71 percent for the 2000 period. Interest Expense. Interest expense for the three months ended March 31, 2001, was $1.6 million, which was an increase of $116,000, or 7.6 percent, from the three months ended March 31, 2000. Average interest-bearing liabilities increased $1.7 million, or 1.5 percent, from $114.6 million for the three months ended March 31, 2000, to $116.3 million for the three months ended March 31, 2001. Average interest-bearing deposits increased $12.5 million and average borrowings decreased $11.1 million for the comparable periods. The average cost of funds increased from 5.31 percent to 5.63 percent for the comparable periods. The average cost of deposits increased from 5.18 percent to 5.60 percent for the comparable three-month periods. The average cost of borrowings increased from 5.73 percent to 5.85 percent for the comparable periods. Interest expense for the nine months ended March 31, 2001, was $5.1 million, an increase of $712,000, or 16.3 percent, from the nine months ended March 31, 2000. The average cost of funds for the 2001 period was 5.73 percent compared to 5.25 percent for the 2000 period. Average interest-bearing liabilities increased from $110.8 million for the nine months ended March 31, 2000 to $118.0 million for the 2001 nine-month period. MONTGOMERY FINANCIAL CORPORATION AND SUBSIDIARY Crawfordsville, Indiana Provision for Losses on Loans. There was no provision for losses on loans made for either of the three or nine-month comparable periods. Provision or adjustment entries are made based on the Internal Loan and Asset Review Policy. A review is performed at least quarterly to determine the adequacy of the current balance in the allowance for losses on loans. Loans delinquent ninety days or more were $1,050,000 at March 31, 2001, compared to $990,000 at June 30, 2000. Non-performing loans to total loans at March 31, 2001 were 0.88 percent compared to 0.83 percent at June 30, 2000. The allowance for losses to non-performing loans was 21.5 percent at March 31, 2001 compared to 22.8 percent at June 30, 2000. The allowance to total loans was 0.19 percent at March 31, 2001 and at June 30, 2000. After review of the current loans delinquent ninety days or more at March 31, 2001, it was determined this level of delinquency was abnormal and a reduction in the total delinquency will be made. Montgomery is continually re-evaluating the level of the allowance for loan losses as the amount of non-residential mortgage loans and other new loan products are offered. Non-Interest Income. Montgomery's other income for the three months ended March 31, 2001 totaled $38,000 compared to $24,000 for the three months ended March 31, 2000, an increase of $14,000. Service charges on deposit accounts increased $17,000 primarily due to implementation of new fee schedules for demand deposit accounts. Loss on the sale of available for sale securities was $1,000 while no gain or loss was recorded for the comparable 2000 three-month period. Real estate operations net income decreased $1,000 for the comparable periods and other income decreased $1,000. Other income for the nine months ended March 31, 2001, was $168,000, an increase of $27,000 from the comparable 2000 nine-month period. During the nine months ended March 31, 2001, service charges on deposit accounts increased $35,000 and gain on the sale of securities available for sale decreased $21,000. Income from real estate operation decreased $9,000 and other income increased $22,000 from the 2000 nine-month period. Non-Interest Expense. Montgomery's other expenses for the three months ended March 31, 2001 totaled $785,000, an increase of $33,000, or 4.3 percent, from the three months ended March 31, 2000. Salaries and employee benefits increased $33,000 primarily due to an increase in personnel to accommodate growth. Net occupancy expense increased $6,000 and equipment expense increased $3,000. Data processing expense decreased $6,000 and other expenses increased $1,000 primarily due to Montgomery's growth. Advertising expense decreased $5,000 primarily due to increased advertising in the 2000 period to promote the newly opened Lafayette office operation. Non-interest expense for the nine months ended March 31, 2001, was $2.3 million, an increase of $127,000, or 5.8 percent, from the nine months ended March 31, 2000. Salary and employee benefits increased $140,000 due to an increase in personnel to accommodate growth and a decrease in deferred loan fee costs due to a decrease in mortgage loan originations. Net occupancy expense increased $22,000, equipment expense decreased $4,000 and data processing expense decreased $7,000. Advertising expense decreased $18,000 primarily due to the increased advertising during the 2000 period to promote the Lafayette office. Other expense increased $11,000 primarily due to Montgomery's growth. MONTGOMERY FINANCIAL CORPORATION AND SUBSIDIARY Crawfordsville, Indiana Income Tax Expense. Income tax expense for the three months ended March 31, 2001 was $74,000 compared to $94,000 for the three months ended March 31, 2001 due to the decrease in taxable income. Income tax expense for the comparable nine-month periods decreased from $364,000 for the 2000 period to $221,000 for the 2001 period, again due to the decrease in net taxable income. 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 Matters to a Vote of Security Holders None. Item 5. Other Information None. Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 3(ii) Montgomery Financial Corporation's Amended and Restated By-laws. (b) Reports on Form 8-K Montgomery filed no reports on Form 8-K during the quarter ended March 31, 2001. MONTGOMERY FINANCIAL CORPORATION AND SUBSIDIARY Crawfordsville, Indiana SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Montgomery Financial Corporation Date: May 14, 2001 By: /s/ J. Lee Walden ---------------------------------------- J. Lee Walden, President and Chief Executive Officer Date: May 14, 2001 By: /s/ Steven V. Brier ----------------------------------------- Steven V. Brier, Vice President and Chief Financial Officer