FORM 10-QSB
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 2002
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to ____________
Commission File No. 0-20380
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FIRST FEDERAL BANCORP, INC.
- ----------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Ohio 31-1341110
- ------------------------------- ----------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
505 Market Street
Zanesville, Ohio 43701
- --------------------- ----------
(Address of principal (Zip Code)
executive office)
Registrant's telephone number, including area code: (740) 588-2222
As of January 31, 2003, the latest practicable date, 3,248,725 shares of the
registrant's common stock, no par value, were issued and outstanding.
Transitional Small Business Disclosure Format:
Yes [X] No [ ]
1
FIRST FEDERAL BANCORP, INC.
INDEX
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PART I FINANCIAL INFORMATION PAGE
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Item 1. Financial Statements
Consolidated Balance Sheets 3
Consolidated Statements of Income 4
Consolidated Statements of Cash Flows 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 7
Item 3. Controls and Procedures
PART II OTHER INFORMATION 10
Item 1. Legal Proceedings
Item 2. Changes in Securities
Item 3. Defaults Upon Senior Securities
Item 4. Submission of Matters to a Vote of Security Holders
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K
SIGNATURES 11
Certifications 12
2
PART I
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ITEM 1. FINANCIAL INFORMATION
---------------------
First Federal Bancorp, Inc.
CONSOLIDATED BALANCE SHEETS
At Dec. 31 At Sept. 30
2002 2002
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(unaudited)
<s> <c> <c>
ASSETS
Cash and amounts due from banks $ 5,171,697 $ 4,723,753
Interest-bearing demand deposits 1,500,000 1,500,000
------------ ------------
Cash and cash equivalents $ 6,671,697 $ 6,223,753
Interest-bearing deposits 698,000 698,000
Investment securities held to maturity
(Fair value - $10,065,500 in 12/02 and
$10,236,000 in 9/02) 10,063,070 10,110,104
Loans receivable, net of losses of
$1,619,008 and $1,688,000 192,989,666 195,525,552
Federal Home Loan Bank stock 4,643,300 4,591,300
Premises and equipment 7,079,539 7,163,805
Interest receivable 1,287,103 1,265,491
Other assets 751,509 873,305
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Total Assets $224,183,884 $226,451,310
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Deposits $161,176,730 $157,687,991
Short-term FHLB advances 1,650,000 2,778,000
Long-term debt 37,937,157 42,941,048
Interest payable 333,494 347,682
Other liabilities 1,661,969 1,402,318
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Total Liabilities $202,759,350 $205,157,039
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COMMITMENTS AND CONTINGENCIES
Stockholders' Equity
Preferred stock: $100 par value; 1,000,000 shares
authorized; no shares issued and outstanding
Common stock: no par value; 9,000,000 shares
authorized; 3,303,400 shares issued; 3,248,725
shares outstanding at 12/02 and 3,263,165 at 9/02 $ 3,823,153 3,823,153
Retained earnings 17,998,045 17,751,308
Treasury shares, 54,675 shares
at 12/02 and 40,235 at 9/02, at cost (396,664) (280,190)
------------ ------------
Total Stockholders' Equity $ 21,424,534 $ 21,294,271
------------ ------------
Total Liabilities and Stockholders' Equity $224,183,884 $226,451,310
============ ============
See Notes to the Consolidated Financial Statements.
3
First Federal Bancorp, Inc.
CONSOLIDATED STATEMENTS OF INCOME
Three Months Ended
December 31
------------------------
2002 2001
(unaudited)
<s> <c> <c>
INTEREST INCOME
Loans receivable $3,448,031 $4,152,417
Investment securities 146,413 177,106
Deposits with financial institutions 10,072 16,523
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Total Interest Income 3,604,516 4,346,046
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INTEREST EXPENSE
Deposits 978,268 1,235,892
Borrowed money 553,773 751,380
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Total Interest Expense 1,532,041 1,987,272
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Net Interest Income 2,072,475 2,358,774
Provision for Loan Losses 75,522 48,298
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Net Interest Income After Provision
for Loan Losses 1,996,953 2,310,476
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NONINTEREST INCOME
Service charges on deposit accounts 173,774 127,490
Net gains on loan sales (50,906) 197,116
Other income 183,581 203,901
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Total Noninterest Income 306,449 528,507
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NONINTEREST EXPENSES
Salaries and employee benefits 751,695 826,481
Occupancy and equipment expense 248,542 226,431
Data processing expense 159,594 270,812
Deposit insurance expense 21,849 21,924
Advertising 76,449 60,706
Ohio franchise taxes 61,094 55,378
Other operating expenses 330,778 319,206
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Total Noninterest Expenses 1,650,001 1,780,938
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Income Before Income Taxes 653,401 1,058,045
Income tax expense 225,614 374,215
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Net Income $ 427,787 $ 683,830
========== ==========
EARNINGS PER SHARE
Basic $ .13 $ .22
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Diluted $ .13 $ .21
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WEIGHTED AVERAGE COMMON AND
COMMON EQUIVALENT SHARES
Basic 3,263,201 3,133,665
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Diluted 3,386,133 3,318,927
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DIVIDENDS DECLARED PER SHARE $ .055 $ .045
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See Notes to the Consolidated Financial Statements.
4
First Federal Bancorp, Inc.
CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended
December 31
----------------------------
2002 2001
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(unaudited)
<s> <c> <c>
OPERATING ACTIVITIES:
Net Income $ 427,787 $ 683,830
Adjustments to reconcile net income to net cash
provided by operating activities:
Provision for loan losses 75,522 48,298
Depreciation and amortization 147,885 146,606
Investment securities accretion, net 39,369 51,783
FHLB stock dividend (52,000) (60,600)
Net change in
Mortgage loans held for sale 0 691,296
Other assets and other liabilities 201,886 626,220
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Net Cash Provided by Operating Activities 840,449 2,187,433
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INVESTING ACTIVITIES:
Net change in interest-bearing deposits 0 200,000
Purchase of securities held to maturity (1,123,010) (1,354,770)
Proceeds from maturities of securities held to maturity 1,130,675 1,330,322
Net change in loans 2,304,086 2,879,033
Purchase of premises and equipment (63,619) (219,573)
Proceeds from sales and payments received on real estate
owned and repossessed assets 156,278 43,520
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Net Cash Provided (Used) by Investing Activities 2,404,410 2,878,532
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FINANCING ACTIVITIES:
Net change in
Deposits 3,488,740 (4,678,183)
Advance payments by borrowers for taxes and insurance 143,757 159,599
Short-term borrowings (1,128,000) (5,423,000)
Proceeds of long-term debt 0 4,000,000
Repayment of long-term debt (5,003,890) (3,664)
Cash dividends (179,580) (142,263)
Treasury shares purchased (120,450) 0
Proceeds from exercise of options 2,508 45,653
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Net Cash Provided (Used) by Financing Activities (2,796,915) (6,041,858)
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NET CHANGE IN CASH AND CASH EQUIVALENTS 447,944 (975,893)
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 6,223,753 6,496,134
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CASH AND CASH EQUIVALENTS, END OF YEAR $ 6,671,697 $ 5,520,241
=========== ===========
See Notes to the Consolidated Financial Statements.
5
FIRST FEDERAL BANCORP, INC.
Notes to Consolidated Financial Statements
1. Basis of Presentation
---------------------
The accompanying unaudited Consolidated Financial Statements have been
prepared in accordance with accounting principles generally accepted in the
United States of America for interim financial information and the
instructions to Form 10-QSB. The Form 10-QSB does not include all the
information and footnotes required by accounting principles generally
accepted in the United States of America for complete financial statements.
Only material changes in financial condition and results of operations are
discussed in Management's Discussion and Analysis of Financial Condition and
Results of Operations.
The consolidated balance sheet as of September 30, 2002 has been derived
from the audited consolidated balance sheet as of that date.
In the opinion of management, the Consolidated Financial Statements contain
all adjustments necessary to present fairly the financial condition of First
Federal Bancorp, Inc. ("Bancorp"), as of December 31, 2002, and September
30, 2002, and the results of its operations for the three months ended
December 31, 2002, and 2001, and its cash flow for the three months ended
December, 2002 and 2001. The results of operations for the interim periods
reported herein are not necessarily indicative of results of operations to
be expected for the entire year.
2. Commitments
-----------
Outstanding commitments to originate mortgage loans and to sell mortgage
loans were $3,591,550 and $0, respectively, at December 31, 2002 and
$2,147,875 and $0 respectively at September 30, 2002.
3. Earnings Per Common Share
-------------------------
Basic earnings per share is based on net income divided by the weighted
average number of shares outstanding during the period. Diluted earnings per
share shows the dilutive effect of additional common shares issuable under
stock options.
4. Allowance for Losses on Loans
-----------------------------
Because some loans may not be repaid in full, an allowance for loan losses
is recorded. Increases to the allowance are recorded by a provision for loan
losses charged to expense. Estimating the risk of loss and the amount of
loss on any loan is necessarily subjective. Accordingly, the allowance is
maintained by management at a level considered adequate to cover probable
losses that are currently anticipated based on past loss experience, general
economic conditions, information about specific borrower situations,
including their financial position and collateral values, and other factors
and estimates which are subject to change over time. While management may
periodically allocate portions of the allowance for specific problem loan
situations, the whole allowance is available for any loan charge-offs that
occur. A loan is charged-off by management as a loss when deemed
uncollectible, although collection efforts continue and future recoveries
may occur.
Loans are considered impaired if full principal or interest payments are not
anticipated. Impaired loans are carried at the present value of expected
cash flows discounted at the loan's effective interest rate or at the fair
value of the collateral if the loan is collateral dependent. A portion of
the allowance for loan losses may be allocated to impaired loans.
Smaller-balance, homogeneous loans are evaluated for impairment in total.
Such loans include residential first mortgage loans secured by one- to four-
family residences, residential construction loans, and automobile, home
equity and second mortgage loans. Mortgage loans secured by other properties
are evaluated individually for impairment. When analysis of borrower
operating results and financial condition indicates that underlying cash
flows of the borrower's business are not adequate to meet its debt service
requirements, the loan is evaluated for impairment. Loans are generally
moved to nonaccrual status when 90 days or more past due. These loans are
often also considered impaired. Impaired loans, or portions thereof, are
charged-off when deemed uncollectible. The nature of disclosures for
impaired loans is considered generally comparable to prior nonaccrual and
renegotiated loans and nonperforming and past-due asset disclosures. The
Savings Bank had no loans meeting the definition of impaired during the
quarter ended December 31, 2002 and the year ended September 30, 2002
6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
General
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First Federal Bancorp, Inc. ("Bancorp"), is a savings and loan holding
company that wholly owns First Federal Savings Bank of Eastern Ohio (the
"Savings Bank"). The Savings Bank is engaged in the savings and loan
business primarily in Central and Eastern Ohio. The Savings Bank is a member
of the Federal Home Loan Bank ("FHLB") of Cincinnati, and the deposit
accounts in the Savings Bank are insured up to the applicable limits by the
Federal Deposit Insurance Corporation in the Savings Association Insurance
Fund ("SAIF").
Note Regarding Forward-Looking Statements
- -----------------------------------------
In addition to historical information contained herein, the following
discussion contains forward-looking statements that involve risks and
uncertainties. Economic circumstances, the Savings Bank's operations and the
Savings Bank's actual results could differ significantly from those
discussed in the forward-looking statements. Some of the factors that could
cause or contribute to such differences are discussed herein, but also
include changes in the economy and interest rates in the nation and the
Savings Bank's market area generally.
Some of the forward-looking statements included herein are the
statements regarding the following:
1. Management's determination of the amount of loan loss allowance;
2. Management's belief that deposits will remain stable during
fiscal year 2003;
3. Management's anticipation that loan demand will remain stable,
but that the mortgage loan portfolio will decrease as lower
interest rates make adjustable mortgages, which are held in
portfolio rather than being sold, less attractive;
4. Management's anticipation that advances from the FHLB will
increase to fund loan originations;
5. Management's anticipation that adjustable-rate loans will
reprice lower in fiscal year 2003 if interest rates remain
relatively stable or decrease; and
6. Legislative changes with respect to the activities of financial
institutions.
Changes in Financial Condition from September 30, 2002 to December 31, 2002
- ---------------------------------------------------------------------------
Total consolidated assets of Bancorp decreased by $2.3 million, or 1.02%,
from $226.5 million at September 30, 2002, to $224.2 million at December 31,
2002. The decrease is due primarily to a decrease of $2.5 million in loans
receivable and a decrease of $100,000 in other assets, offset by an increase
of $448,000 in cash and cash equivalents.
Total liquidity (consisting of cash and amounts due from depository
institutions, interest-bearing deposits in other banks, and investment
securities) was $17.4 million at December 31, 2002, which is an increase of
$400,000 from September 30, 2002. The OTS requires savings associations to
maintain a sufficient level of investments in specified types of liquid
assets intended to provide a source of relatively liquid funds upon which
the Savings Bank may rely if necessary to fund deposit withdrawals and other
short-term funding needs. The liquidity of the Savings Bank, defined as
adjusted liquid assets divided by deposits minus jumbo certificates due in
one year or less, was 7.82% at December 31, 2002 and 6.86% at September 30,
2002. Funds are available through FHLB advances to meet the Savings Bank's
liquidity needs.
The loans receivable balance decreased $2.5 million for the three-month
period. The decrease in loans receivable was comprised of a decrease in
residential real estate loans of $3.5 million, a $2.0 million decrease in
consumer automobile loans, a $1.9 million increase in non-residential real
estate loans and commercial loans and a $700,000 increase in other consumer
loans. The decrease in residential loans was due to the sale of fixed-rate
loans in the secondary market as part of the Saving Bank's interest rate
management. The decrease in consumer auto loans was due to a decreased
volume in loans originated due to lack of demand.
As of December 31, 2002, the Savings Bank had long- and short-term borrowed
funds from the FHLB in the amount of $37.9 million and $1.7 million,
respectively, at a weighted average rate of 5.58%. Long-term FHLB advances
decreased $5.1 million from $43.0 million and short-term FHLB advances
decreased $1.0 million from September 30, 2002. As of December 31, 2002, the
Savings Bank had a borrowing limit of $67.9 million at the FHLB. The limit
is collateralized by one-to-four and multi-family mortgage loans. The net
decrease in FHLB advances of $6.1 million was due to the use of increased
deposits and loan pay downs to pay off FHLB advances. Deposits increased by
$3.5 million, or 2.21%, from $157.7 million at September 30, 2002, to $161.2
million at December 31, 2002. The increase in savings was due to a $1.7
million increase in certificates and a $1.2 million increase in various
checking accounts. Management believes that deposits will remain stable
during fiscal year 2003 and that it will be necessary to fund the
anticipated steady loan demand with further advances from the FHLB. No
assurance can be provided, however, that deposits will remain stable and
that the loan portfolio and loan demand will remain stable. Deposit levels
and loan demand are affected by national, as well as local, interest rates,
the attractiveness of alternative investments and other national and local
economic circumstances.
7
The Savings Bank is subject to regulatory capital requirements established
by the Office of Thrift Supervision ("OTS"). The Savings Bank's capital
ratios were as follows at December 31, 2002.
Amount Percent of
(In Thousands) Assets
-------------- ----------
<s> <c> <c>
Actual Tangible Capital $18,073 8.03%
Required Tangible Capital 3,375 1.50%
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Excess Tangible Capital $14,698 6.53%
Actual Core Capital $18,073 8.03%
Required Core Capital (1) 9,000 4.00%
------- -----
Excess Core Capital $ 9,073 4.03%
Actual Risk Based Capital $19,444 11.67%
Required Risk Based Capital 13,349 8.00%
------- -----
Excess Risk Based Capital $ 6,095 3.67%
<FN>
- --------------------
<F1> Although the general required minimum core capital is 4.00%, savings
associations that meet certain requirements may be permitted to
maintain minimum core capital of 3.00%.
</FN>
Management is not aware of any proposed regulations or recommendations by
the OTS that, if implemented, would have a material effect upon the Savings
Bank's capital.
Comparison of Operating Results for the Three-Month Periods Ended
- -----------------------------------------------------------------
December 31, 2002, and 2001
- ---------------------------
Net Interest Income
- -------------------
Net interest income before provision for loan losses decreased $287,000 for
the comparative three-month periods. Total interest income decreased
$742,000 for the three-month period ended December 31, 2002, compared to the
same period in 2001, but was partially offset by a decrease of interest
expense of $455,000. Total interest income decreased primarily due to a
decrease in the interest rate earned on loans receivable and the reduction
in loan portfolio balance. The balance of loans receivable decreased $6.7
million to $193.0 million at December 2002, compared to December 2001. Total
interest expense decreased due to the reduction in interest rates paid on
deposits and due to the decreased balance of FHLB advances since December
31, 2001.
The majority of the loans in the Savings Bank's portfolio are adjustable-
rate mortgage loans whose interest rates fluctuate with market interest
rates. With the recent lower rates, many loan customers have chosen fixed-
rate loans over adjustable-rate loans. This has resulted in selling more
loans in the secondary market versus keeping the loans in the Savings Bank's
portfolio. If interest rates remain relatively stable or decrease during
fiscal year 2003, the adjustable-rate mortgage loan portfolio will reprice
at lower rates, due to the rapid decrease in interest rates, while rising
interest rates could result in upward adjustments to the interest rates on
those loans. No assurance can be provided with respect to which direction
interest rates will move. Interest rates are affected by general, local and
national economic conditions, the policies of various regulatory authorities
and other factors beyond the control of the Savings Bank.
Nonperforming and Delinquent Loans and Allowance for Loan Losses
- ----------------------------------------------------------------
Total nonaccrual loans and accruing loans that are 90 days past due were
$379,000 at December 31, 2002, which represents .20% of total loans. This
was a slight increase of $15,000 from December 31, 2001.
There were no loans that are not currently classified as nonaccrual, 90 days
past due or restructured but which may be so classified in the near future
because management has concerns as to the ability of the borrowers to comply
with repayment terms.
The Savings Bank maintains an allowance for losses on loans. The allowance
for losses on loans was $1,619,008 at December 31, 2002, compared to
$1,612,860 at December 31, 2001. During the three-month periods ended
December 31, 2002, and December 31, 2001, the Savings Bank recorded
recoveries of $77,000 and $7,000 and charge-offs of $222,000 and $47,400,
respectively. The provisions for loan losses during the three-month periods
ended December 31, 2002, and 2001, were $75,500 and $48,000 respectively.
8
Noninterest Income and Expense
- ------------------------------
The federal income tax provision decreased $149,000 for the three-month
period ended December 31, 2002, compared to the same period in 2001 due to a
decrease in pre-tax net income for the period.
Total noninterest income decreased $222,000 for the three-month period ended
December 31, 2002, compared to the same period in 2001. There was a decrease
in the gain on the sale of loans of $248,000 for the three-month period
ended December 31, 2002, due to the recording of $89,000 for the impairment
of mortgage servicing rights for the period ended December 31, 2002 and
$126,000 due to the pay-off of loans with a remaining balance of mortgage
servicing rights yet to be amortized. Service charges increased $46,000 and
other income decreased $20,000 for the three-month period ended December 31,
2002.
Total noninterest expenses decreased $131,000 for the quarter ended December
31, 2002, compared to the same period in 2001. Salaries and benefits
decreased $75,000 as a result of decreased accrual for incentive pay offset
by normal pay increases in the three-month period ended December 2002
compared to the three-month period ended December 31, 2001. Data processing
costs decreased $111,000 due to not having the costs associated with
changing our core processor in November 2001. Advertising increased $16,000
due to the continuation of the marketing campaign to increase the number of
customer accounts and also to respond to other market opportunities, and
occupancy expense increased $22,000 due to the increased depreciation for
the new building in Newcomerstown.
Impact of Inflation and Changing Prices
- ---------------------------------------
The financial statements and related data presented herein have been
prepared in accordance with generally accepted accounting principles
("GAAP"), which require the measurement of financial position and results of
operations in terms of historical dollars without considering changes in
relative purchasing power of money over time because of inflation.
Unlike most industrial companies, virtually all of the assets and
liabilities of the Savings Bank are monetary in nature. As a result,
interest rates have a more significant impact on the Savings Bank's
performance than the effects of general levels of inflation. Interest rates
do not necessarily move in the same direction or in the same magnitude as
the prices of goods and services.
Effect of Accounting Changes
- ----------------------------
In July 2001, the FASB (Financial Accounting Standards Board) issued
Statements (SFAS) No. 141, "Accounting for Business Combinations" and No.
142, "Accounting for Goodwill and Intangible Assets." These Statements will
have no material effect on the Company at this time since it has not been
involved in a "business combination" subject to SFAS No. 141 and does not
have goodwill or other intangible assets subject to SFAS No. 142.
In August 2001, the FASB issued SFAS No. 144, "Accounting for the
Impairment or Disposal of Long-Lived Assets," which amends SFAS No. 121 by
addressing business segments accounted for as a discontinued operation under
Accounting Principles Board Opinion No. 30. This Statement is effective
beginning July 1, 2002. The effect of this Statement on the financial
position and results of operations of the Company is not material.
The FASB also recently issued SFAS No. 145 and SFAS No. 146. SFAS 145
covers debt extinguishments and leases, and made some minor technical
corrections. Gains and losses on extinguishments of debt, always treated as
an extraordinary item under a previous standard, will no longer be
considered extraordinary, except under very limited conditions. If a capital
lease is modified to an operating, it will be treated as a sale-leaseback
instead of a new lease. SFAS No. 146 covers accounting for costs associated
with exit or disposal activities, such as lease termination costs or
employee severance costs. The Statement replaces Emerging Issues Task Force
(EITF) 94-3, and is to be applied prospectively to exit or disposal
activities initiated after December 31, 2002. It requires these costs to be
recognized when they are incurred rather than at date of commitment to an
exit or disposal plan. The Company does not expect the effect of adoption of
these Standards to be material.
ITEM 3. CONTROLS AND PROCEDURES.
(a) The registrant's principal executive officer and principal
financial officer have concluded, based upon their evaluation of the
registrant's disclosure controls and procedures as of November 20, 2002,
that the registrant's disclosure controls and procedures are effective.
(b) There have been no significant changes in the registrant's
internal controls or in other factors that could significantly affect these
controls subsequent to the date of their evaluation, including any
corrective actions with regard to significant deficiencies and material
weaknesses.
9
PART II
OTHER INFORMATION
-----------------
ITEM 1. LEGAL PROCEEDINGS
-----------------
Not applicable
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
-----------------------------------------
Not applicable
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
-------------------------------
Not applicable
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
---------------------------------------------------
Not applicable
ITEM 5. OTHER INFORMATION
-----------------
Not applicable
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
Exhibit 10 Material Contracts
Employment Agreement - J. William Plummer
(incorporated by reference to Form 10-KSB filed
December 24, 2002.)
Employment Agreement - Connie Ayres LaPlante
(incorporated by reference to Form 10-KSB filed
December 24, 2002.)
Indemnification Agreement between First Federal
Bancorp, Inc. and Ward D. Coffman, III dated October
16, 2002 incorporated by reference to Form 10-KSB
filed December 24, 2002.
Indemnification Agreement between First Federal
Bancorp, Inc. and John C. Matesich, III dated
October 16, 2002 incorporated by reference to Form
10-KSB filed December 24, 2002.
Indemnification Agreement between First Federal
Bancorp, Inc. and Robert D. Goodrich, II dated
October 16, 2002 incorporated by reference to Form
10-KSB filed December 24, 2002.
Indemnification Agreement between First Federal
Bancorp, Inc. and Don R. Parkhill dated November 20,
2002 incorporated by reference to Form 10-KSB filed
December 24, 2002.
Indemnification Agreement between First Federal
Bancorp, Inc. and Patrick L. Hennessey dated
November 20, 2002 incorporated by reference to Form
10-KSB filed December 24, 2002.
Indemnification Agreement between First Federal
Bancorp, Inc. and J. William Plummer dated December
18, 2002 incorporated by reference to Form 10-KSB
filed December 24, 2002.
Indemnification Agreement between First Federal
Bancorp, Inc. and Connie Ayres LaPlante dated
December 18, 2002 incorporated by reference to Form
10-KSB filed December 24, 2002.
Exhibit 99.1 Safe Harbor Under the Private Securities Litigation
Reform Act of 1995
Exhibit 99.2 Certification Pursuant to 18 U.S.C. Section 1350 -
President and Chief Executive Officer
Exhibit 99.3 Certification Pursuant to 18 U.S.C. Section 1350 -
Chief Financial Officer
No reports on Form 8-K were filed during the quarter for which this report
is filed.
10
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.
Date: February 13, 2003 By: /s/ J. William Plummer
----------------------------
J. William Plummer
President
Date: February 13, 2003 By: /s/ Connie Ayres LaPlante
----------------------------
Connie Ayres LaPlante
Chief Financial Officer
CERTIFICATIONS
I, J. William Plummer, the Chief Executive Officer and President of
First Federal Bancorp, Inc., certify that:
1. I have reviewed this quarterly report on Form 10-QSB of First
Federal Bancorp, Inc.;
2. Based on my knowledge, this quarterly report does not contain
any untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances under
which such statements were made, not misleading with respect to the period
covered by this quarterly report;
3. Based on my knowledge, the financial statements, and other
financial information included in this quarterly report, fairly present in
all material respects the financial condition, results of operations and
cash flows of the registrant as of, and for, the periods presented in this
quarterly report;
4. The registrant's other certifying officers and I are responsible
for establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this
quarterly report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the "Evaluation Date");
and
c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on
our evaluation as of the Evaluation Date;
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5. The registrant's other certifying officers and I have disclosed,
based on our most recent evaluation, to the registrant's auditors and the
audit committee of registrant's board of directors (or persons performing
equivalent functions):
a) all significant deficiencies in the design or operation of
internal controls which could adversely affect the registrant's
ability to record, process, summarize and report financial data
and have identified for the registrant's auditors any material
weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's
internal controls; and
6. The registrant's other certifying officers and I have indicated
in this quarterly report whether there were significant changes in internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including any
corrective actions with regard to significant deficiencies and material
weaknesses.
Date: February 13, 2003 /s/ J. William Plummer
-------------------------------------
J. William Plummer
Chief Executive Officer, President
I, Connie Ayres LaPlante, the Treasurer of First Federal Bancorp,
Inc., certify that:
1. I have reviewed this quarterly report on Form 10-QSB of First
Federal Bancorp, Inc.;
2. Based on my knowledge, this quarterly report does not contain
any untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances under
which such statements were made, not misleading with respect to the period
covered by this quarterly report;
3. Based on my knowledge, the financial statements, and other
financial information included in this quarterly report, fairly present in
all material respects the financial condition, results of operations and
cash flows of the registrant as of, and for, the periods presented in this
quarterly report;
4. The registrant's other certifying officers and I are responsible
for establishing and maintaining disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and
have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this
quarterly report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure
controls and procedures as of a date within 90 days prior to the
filing date of this quarterly report (the "Evaluation Date");
and
c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on
our evaluation as of the Evaluation Date;
5. The registrant's other certifying officers and I have disclosed,
based on our most recent evaluation, to the registrant's auditors and the
audit committee of registrant's board of directors (or persons performing
equivalent functions):
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a) all significant deficiencies in the design or operation of
internal controls which could adversely affect the registrant's
ability to record, process, summarize and report financial data
and have identified for the registrant's auditors any material
weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or
other employees who have a significant role in the registrant's
internal controls; and
6. The registrant's other certifying officers and I have indicated
in this quarterly report whether there were significant changes in internal
controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation, including any
corrective actions with regard to significant deficiencies and material
weaknesses.
Date: February 13, 2003 /s/ Connie Ayres LaPlante
-------------------------------------
Connie Ayres LaPlante
Treasurer
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