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, 1997 [ ] 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 ------- 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) 453-0606 Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ----- ----- As of January 31, 1998, the latest practicable date, 1,575,116 shares of the registrant's common stock, no par value, were issued and outstanding. FIRST FEDERAL BANCORP, INC. INDEX ----- PART I FINANCIAL INFORMATION PAGE ---- Consolidated Statements of Financial Condition 3 Consolidated Statements of Income 4 Consolidated Statements of Cash Flows 5 Notes to Consolidated Financial Statements 6 Management's Discussion and Analysis of Financial Condition and Results of Operations 8 PART II OTHER INFORMATION 12 SIGNATURES 13 PART I ------ FINANCIAL INFORMATION --------------------- First Federal Bancorp, Inc. CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION At Dec. 31 At September 30 1997 1997 ---------- --------------- ASSETS Cash and amounts due from depository institutions $ 6,378,307 $ 7,237,127 Overnight deposits 1,450,000 1,600,000 --------------------------- Cash and cash equivalents $ 7,828,307 $ 8,837,127 Investment securities held to maturity (Fair value - $7,505,000 in 12/97 and $7,504,000 in 9/97) 7,506,108 7,503,561 Mortgage-backed securities held to maturity (Fair value - $1,403,000 in 12/97 and $1,477,000 in 9/97) 1,398,477 1,437,681 Loans receivable, net 179,990,757 174,026,629 Premises and equipment, net 7,444,436 7,501,696 Accrued interest receivable and other assets 4,672,063 4,396,375 --------------------------- Total Assets $208,840,148 $203,703,069 ============================ LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities Deposits $126,732,294 $126,634,570 Borrowed funds 64,375,000 59,805,000 Advances from borrowers for taxes and insurance 583,506 376,276 Accrued expenses and other liabilities 1,261,190 1,261,362 --------------------------- Total Liabilities $192,951,990 $188,077,208 --------------------------- Stockholders' Equity Preferred stock, $100 par value, 1,000,000 shares authorized, no shares issued and outstanding Common stock, no par value, 4,000,000 shares authorized, 1,651,700 shares issued $ 3,656,323 $ 3,656,323 Retained earnings 12,723,917 12,461,620 Treasury shares, 76,584 shares (492,082) (492,082) --------------------------- Total Stockholders' Equity $ 15,888,158 $ 15,625,861 --------------------------- Total Liabilities and Stockholders' Equity $208,840,148 $203,703,069 =========================== See Notes to the Consolidated Financial Statements. First Federal Bancorp, Inc. CONSOLIDATED STATEMENTS OF INCOME Three Months Ended December 31 ----------------------- 1997 1996 INTEREST INCOME Interest and fees on loans $3,795,570 $3,432,804 Interest on mortgage-backed securities 26,025 30,199 Interest on investment securities 98,687 63,942 Interest on other interest earning investments 33,090 42,542 ----------------------- Total Interest Income 3,953,372 3,569,487 ----------------------- INTEREST EXPENSE Interest on deposits 1,335,241 1,297,536 Interest on borrowed money 945,337 599,884 ----------------------- Total Interest Expense 2,280,578 1,897,420 ----------------------- Net Interest Income 1,672,794 1,672,067 ----------------------- Provision for Loan Losses 228,956 147,663 Net Interest Income After Provision for Loan Losses 1,443,838 1,524,404 ----------------------- NONINTEREST INCOME Service charges on deposit accounts 81,791 75,848 Gain on sale of loans 24,462 15,360 Dividends on FHLB stock 56,390 37,624 Other operating income 115,535 103,131 ----------------------- Total Noninterest Income 278,178 231,963 ----------------------- NONINTEREST EXPENSE Salaries and employee benefits 452,729 457,092 Occupancy and equipment expense 196,002 172,676 Deposit insurance expense 34,287 87,602 Data processing expense 83,269 79,092 Advertising 63,985 57,614 Ohio franchise taxes 48,859 44,938 Other operating expenses 278,815 224,460 ----------------------- Total Noninterest Expenses 1,157,946 1,123,474 ----------------------- Income Before Income Taxes 564,070 632,893 ----------------------- Provision for Income Taxes 191,516 208,935 ----------------------- Net Income $ 372,554 $ 423,958 ======================= EARNINGS PER SHARE Basic $ .24 $ .27 ----------------------- Diluted $ .21 $ .25 ----------------------- WEIGHTED AVERAGE COMMON AND COMMON EQUIVALENT SHARES Basic 1,575,116 1,571,716 ----------------------- Diluted 1,731,663 1,713,068 ----------------------- DIVIDENDS DECLARED PER SHARE $ .07 $ .06 ----------------------- First Federal Bancorp, Inc. CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) Three Months Ended December 31 -------------------------- 1997 1996 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $ 372,554 $ 423,958 Adjustments to reconcile net income to net cash provided by operating activities: Provision for loan losses 228,956 147,663 Depreciation 130,393 92,983 Federal Home Loan Bank stock dividends (56,300) (37,600) Amortization of net premiums (discounts) on investment securities (8,828) (32,124) Mortgage loans originated for sale (2,052,456) (1,234,585) Proceeds from sale of mortgage loans 1,746,837 1,241,977 Change in other assets and other liabilities (41,961) (663,916) -------------------------- Net Cash Provided by Operating Activities 319,195 (61,644) -------------------------- CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from maturities of investment securities 2,005,295 1,499,956 Purchases of investment securities/FHLB stock (2,176,614) (1,901,647) Loans originated, net of principal repayments (5,922,204) (3,013,309) Principal collected on mortgage-backed securities 39,204 70,306 Sale of real estate owned 18,990 0 Purchases of premises and equipment (73,132) (655,386) -------------------------- Net Cash Used for Investing Activities (6,108,461) (4,000,080) -------------------------- CASH FLOWS FROM FINANCING ACTIVITIES: Net change in deposit accounts 97,724 (3,756,212) Net change in advance payments by borrowers for taxes and insurance 207,229 52,280 Net change in borrowed funds with original maturities of less than three months 4,570,000 8,700,000 Dividends paid (94,507) (86,356) Proceeds from exercise of options 0 9,300 -------------------------- Net Cash Provided by Financing Activities 4,780,446 4,919,012 -------------------------- NET CHANGE IN CASH AND CASH EQUIVALENTS (1,008,820) 857,288 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 8,837,127 8,161,988 -------------------------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 7,828,307 $ 9,019,276 ========================== 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 generally accepted accounting principles 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 generally accepted accounting principles 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. In the opinion of management, the condensed Consolidated Financial Statements contain all adjustments necessary to present fairly the financial condition of First Federal Bancorp, Inc. ("Bancorp"), as of December 31, 1997, and September 30, 1997, and the results of its operations for the three months ended December 31, 1997, and 1996, and its cash flow for the three months ended December, 1997 and 1996. 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 $1,544,950 and $444,394 respectively, at December 31, 1997, and $591,000 and $139,000 respectively at September 30, 1997. 3. Earnings and Dividends Per Common Share --------------------------------------- Basic and diluted earnings per share are computed under a new accounting standard effective in the quarter ended December 31, 1997. All prior amounts have been restated to be comparable. Basic earnings per share is based on net income (less preferred dividends) 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 (and convertible securities). On November 6, 1996, and on October 26, 1994, the Board of Directors declared two-for-one stock splits in the form of 100% stock dividends. All earnings and dividends per share disclosures have been restated to reflect these stock splits. 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 possible 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 is 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, 1997, and September 30, 1997. 5. Interest Income on Loans ------------------------ Interest on loans is accrued over the term of the loans based upon the principal outstanding. Management reviews loans delinquent 90 days or more to determine if the interest accrual should be discontinued. The carrying value of impaired loans reflects cash payments, revised estimates of future cash flows, and increases in the present value of expected cash flows due to the passage of time. Cash payments representing interest income are reported as such and other cash payments are reported as reductions in carrying value. Increases or decreases in carrying value due to changes in estimates of future payments or the passage of time are reported as reductions or increases in bad debt expense. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS General - ------- 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 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, First Federal's operations and First Federal'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 First Federal's market area generally. See Exhibit 99 hereto, which is incorporated herein by reference. 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 grow slightly during fiscal year 1998, and plans to become more aggressive in promoting deposit products; 3. Management's anticipation that loan demand will increase slightly; 4. Management's anticipation that additional advances from the FHLB will be necessary to fund loan originations; 5. Management's anticipation that adjustable-rate loans will reprice higher in fiscal year 1998 if interest rates remain relatively stable; 6. Management's anticipation to add up to $7.5 million in fixed-rate residential loans to the loan portfolio; 7. Legislative changes with respect to the federal thrift charter; and 8. Management's expectation that the amount of its consumer loans will increase. Changes in Financial Condition from September 30, 1997, to December 31, 1997 - ---------------------------------------------------------------------------- Total consolidated assets of Bancorp increased by $5.1 million, or 2.52%, from $203.7 million at September 30, 1997, to $208.8 million at December 31, 1997. The increase is due primarily to an increase in loans receivable of $6.0 million, and a $234,000 increase in FHLB stock, offset by a $1.0 million decrease 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 $6.4 million at December 31, 1997, which is a decrease of $859,000 from September 30, 1997. The regulatory liquidity of the Savings Bank was 6.91% at December 31, 1997, and 7.53% at September 30, 1997, which was in excess of the minimum regulatory requirement of 4%. Funds are available through FHLB advances to meet the Savings Bank's liquidity requirement if necessary. The loans receivable balance increased $6.0 million for the three-month period as the anticipated steady mortgage and consumer loan volume in the Savings Bank's market area continued. As of December 31, 1997, the Savings Bank had borrowed funds from the FHLB in the amount of $64.4 million at a weighted average rate of 6.08%. FHLB advances increased $4.6 million, or 7.64%, from $59.8 million at September 30, 1997. Deposits increased by $100,000, or .08%, from $126.6 million at September 30, 1997, to $126.7 million at December 31, 1997. Management believes that the Savings Bank will experience a slight increase in deposits during the current fiscal year. As the result of the decrease in the SAIF premium cost, the Savings Bank can afford to pay depositors a slightly higher rate while managing the cost of funds. FHLB advances have increased in cost compared to deposits of a similar term. The Savings Bank therefore plans to become more aggressive in promoting deposit products. No assurance can be provided, however, that deposits will grow. Deposit levels are affected by national, as well as local, interest rates and other national and local economic circumstances. 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, 1997. Amount Percent of (In Thousands) Assets -------------------------- Actual Tangible Capital $14,083 6.75% Required Tangible Capital 3,130 1.50% ------------------- Excess Tangible Capital $10,953 5.25% Actual Core Capital $14,083 6.75% Required Core Capital 6,259 3.00% ------------------- Excess Core Capital $ 7,824 3.75% Actual Risk Based Capital $15,488 11.10% Required Risk Based Capital 11,167 8.00% ------------------- Excess Risk Based Capital $ 4,321 3.10% 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. The deposits of First Federal and other savings associations are insured by the FDIC in the SAIF. The deposit accounts of commercial banks are insured by the FDIC in the Bank Insurance Fund (the "BIF"), except to the extent such banks have acquired SAIF deposits. Legislation to recapitalize the SAIF and to eliminate the significant premium disparity between the BIF and the SAIF became effective September 30, 1996. The recapitalization plan also provides that the cost of prior thrift failures will be shared by both the SAIF and the BIF, which increased BIF assessments for healthy banks to $.013 per $100 of deposits in 1997 and 1998. SAIF assessments for healthy savings associations in 1997 were, and remain in 1998, $.064 per $100 in deposits and may never be reduced below the level set for healthy BIF institutions. The recapitalization plan also provides for the merger of the SAIF and the BIF effective January 1, 1999, assuming there are no savings associations under federal law. Under separate proposed legislation, Congress is considering the elimination of the federal thrift charter and the separate federal regulation of thrifts. As a result, First Federal would have to convert to a different financial institution charter and would be regulated under federal law as a bank, including being subject to the more restrictive activity limitations imposed on national banks. In addition, Bancorp might become subject to more restrictive holding company requirements, including activity limits and capital requirements similar to those imposed on First Federal. Bancorp cannot predict the impact of the conversion of First Federal to, or regulation of First Federal as, a bank until the legislation requiring such change is enacted. In August 1996, Congress passed legislation repealing the reserve method of accounting used by many thrifts to calculate their bad debt reserve for federal income tax purposes and requiring any bad debt reserves taken after 1987, using the percentage of taxable income method, be included in future taxable income of the association over a six-year period. A two-year delay is permitted for institutions meeting a residential mortgage loan origination test. At September 30, 1997, First Federal had approximately $1.0 million in bad debt reserves subject to recapture for federal income tax purposes. The deferred tax liability related to the recapture was established in prior years, so First Federal's net income will not be negatively affected by this legislation. Year 2000 Considerations - ------------------------ As with all financial institutions, First Federal's operations depend almost entirely on computer systems. First Federal is addressing the potential problems associated with the possibility that the computers that control or operate First Federal's operating systems, facilities and infrastructure may not be programmed to read four-digit date codes and, upon arrival of the year 2000, may recognize the two-digit code "00" as the year 1900, causing systems to fail to function or to generate erroneous data. First Federal is working with the companies that supply or service its computer-operated or - dependent systems to identify and remedy any year 2000 related problems. As of the date of this Form 10-QSB, First Federal has not identified any specific expenses that are reasonably likely to be incurred by First Federal in connection with this issue and does not expect to incur significant expense to implement corrective measures. No assurance can be given, however, that significant expense will not be incurred in future periods. In the event that First Federal is ultimately required to purchase replacement computer systems, programs and equipment, or that substantial expense must be incurred to make First Federal's current systems, programs and equipment year 2000 compliant, First Federal's net income and financial condition could be adversely affected. In addition to possible expense related to its own systems, First Federal could incur losses if loan payments are delayed due to year 2000 problems affecting any of First Federal's primary market area. Because First Federal's loan portfolio is highly diversified with regard to individual borrowers and types of businesses and First Federal's primary market area is not significantly dependent upon one employer or industry, First Federal does not expect any significant or prolonged difficulties that will affect net earnings or cash flow. Comparison of Operating Results for the Three-Month - --------------------------------------------------- Periods Ended December 31, 1997, and 1996 - ----------------------------------------- Net interest income before provision for loan losses remained stable at $1.7 million for the comparative three-month periods. Total interest income increased by $384,000 for the three-month period ended December 31, 1997, compared to the same period in 1996. The increase is primarily due to an increase in the interest rate earned on mortgage loans and an increase in loans receivable as the result of the stable loan market. The majority of the loans in the Savings Bank's portfolio are adjustable-rate mortgage loans whose interest rates fluctuate with market interest rates. Interest expense increased by $383,000 for the three-month period ended December 31, 1997, as the result of increases in interest rates of savings deposits at First Federal and an increase in the amount of borrowings at the Federal Home Loan Bank. It is anticipated that the adjustable-rate mortgage loan portfolio will reprice at slightly higher rates because most loans originated during fiscal year 1997 were not initially priced at the fully- indexed interest rate and will be repricing upward at their first adjustment and because the balance of the adjustable-rate mortgage loan portfolio will not reprice substantially lower during 1998. No assurance can be provided, however, that interest rates will remain stable. Interest rates are affected by general local and national economic conditions, the policies of various regulatory authorities and other factors beyond the control of Bancorp. Nonperforming and Delinquent Loans and Allowance for Loan Losses - ---------------------------------------------------------------- Total nonaccrual loans and accruing loans that are 90 days past due were $836,000 at December 31, 1997, which represents .46% of total loans. This was an increase of $118,000 from December 31, 1996. 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 and on real estate owned. The allowance for losses on loans and on real estate owned was $2,002,000 at December 31, 1997, compared to $1,723,000 at December 31, 1996. During the three-month periods ended December 31, 1997, and December 31, 1996, the Savings Bank recorded no recoveries. The provisions for loan losses during the three-month periods ended December 31, 1997, and 1996, were $229,000 and $148,000 respectively. Noninterest Income and Expense - ------------------------------ The federal income tax provision decreased $17,000 for the three-month period ended December 31, 1997, compared to the same period in 1996 due to lower net income for the period. Total noninterest income increased $46,000 for the three-month period ended December 31, 1997, compared to the same period in 1996. Dividends on FHLB stock increased $19,000 due to an increase in FHLB stock held. Other income increased $12,000 due to increased fees from the ATM and automatic transfer services. Total noninterest expenses increased $34,000 for the quarter ended December 31, 1997, compared to the same period in 1996. Salaries and benefits decreased $4,000 as a result of a decrease of $68,000 in retirement plan accrual costs, partially offset by an increase in salaries of $63,000. Salaries increased due to the increase in staff for the comparative three- month periods. The SAIF premium decreased $53,000 due to the reduction in the SAIF premium. Occupancy expense increased $23,000 due to the increased depreciation on the new Main Office building. Other noninterest expenses increased $54,000 due to several items; a change in our area code to 740 resulted in all business cards and stationary having to be reordered, a Sales Tax assessment, a loss on checks of $25,000 due to a fraudulent act, one-time debit card start-up costs, and increased training and seminar costs. 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 First Federal are monetary in nature. As a result, interest rates have a more significant impact on First Federal'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 - ---------------------------- On October 1, 1996, First Federal adopted SFAS No. 123, "Accounting for Stock-Based Compensation." SFAS No. 123 encourages but does not require entities to use a fair value based method to account for stock-based compensation plans such as the First Federal stock option plans. If the fair value accounting encouraged by SFAS No. 123 is not adopted, entities must disclose the pro forma effect on net income and earnings per share had the accounting been adopted. Fair value of a stock option is to be estimated using an option-pricing model that considers exercise price, expected life of the option, current price of the stock, expected price volatility, expected dividends on the stock, and the risk-free interest rate. SFAS No. 125, "Accounting for Transfers and Servicing of Financial Assets and Extinquishments of Liabilities," was issued by the FASB in 1996. SFAS 125 revises the accounting for transfers of financial assets, such as loans and securities, and for distinguishing between sales and secured borrowings. It was originally effective for some transactions in 1997 and others in 1998. SFAS No. 127, "Deferral of the Effective Date of Certain Provisions of FASB Statement No. 125" was issued in December 1996. SFAS 127 defers, for one year, the effective date of provisions related to securities lending, repurchase agreements and other similar transactions. The remaining portions of SFAS 125 continued to be effective January 1, 1997. SFAS 125 did not have a material impact on First Federal's financial statements. In March 1997, the FASB issued SFAS No. 128, "Earnings Per Share" which was effective for financial statements for periods ending after December 15, 1997, including interim periods. SFAS 128 simplifies the calculation of earnings per share ("EPS") by replacing primary EPS with basic EPS. It also requires dual presentation of basic EPS and diluted EPS for entities with complex capital structures. Basic EPS includes no dilution and is computed by dividing income available to common shareholders by the weighted-average common shares outstanding for the period. Diluted EPS reflects the potential dilution of securities that could share in earnings such as stock options, warrants or other common stock equivalents. All prior period EPS data will be restated to conform with the new presentation; however, First Federal does not expect such restatement to be materially different from EPS data previously reported. In February 1997, the FASB issued SFAS No. 129, "Disclosures of Information about Capital Structure." SFAS 129 consolidated existing accounting guidance relating to disclosure about a company's capital structure. Public companies generally have always been required to make disclosures now required by SFAS 129 and, therefore, SFAS 129 had no material impact on First Federal. SFAS 129 was effective for financial statements for periods ending after December 15, 1997. In June 1997, the FASB issued SFAS No. 130, "Reporting Comprehensive Income." SFAS 130 establishes standards for reporting and display of comprehensive income and its components (revenues, expenses, gains and loses) in a full set of general-purpose financial statements. SFAS 130 requires that all items that are required to be recognized under accounting standards as components of comprehensive income be reported in a financial statement that is displayed with the same prominence as other financial statements. It does not require a specific format for that financial statement but requires that an enterprise display an amount representing total comprehensive income for the period in that financial statement. SFAS 130 requires that an enterprise (a) classify items of other comprehensive income by their nature in a financial statement and (b) display the accumulated balance of other comprehensive income separately from retained earnings and additional paid-in capital in the equity section of a statement of financial position. SFAS 130 is effective for fiscal years beginning after December 15, 1997. Reclassification of financial statements for earlier periods provided for comparative purposes is required. In June 1997, the FASB issued SFAS No. 131, "Disclosures about Segments of an Enterprise and Related Information." This Statement significantly changes the way that public business enterprises report information about operating segments in annual financial statements and requires that those enterprises report selected information about reportable segments in interim financial reports issued to shareholders. It also establishes standards for related disclosures about products and services, geographic areas and major customers. SFAS 131 uses a "management approach" to disclose financial and descriptive information about an enterprise's reportable operating segments which is based on reporting information the way management organizes the segments within the enterprise for making operating decisions and assessing performance. For many enterprises, the management approach will likely result in more segments being reported. In addition, the Statement requires significantly more information to be disclosed for each reportable segment than is presently being reported in annual financial statements. The Statement also requires that selected information be reported in interim financial statements. SFAS 131 is effective for financial statements for periods beginning after December 15, 1997. 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 3.1 Articles of Incorporation of First Federal Bancorp, Inc. (The Articles of Incorporation of First Federal Bancorp, Inc. ("Bancorp"), filed as Exhibit 3.1 to Bancorp's Registration Statement on Form S-1 ("S-1") filed with the Securities and Exchange Commission ("SEC") on March 16, 1992, are incorporated herein by reference.) Exhibit 3.2 Amendment to the Articles of Incorporation of First Federal Bancorp, Inc. (The Amendment to the Articles of Incorporation of Bancorp filed as Exhibit 3.2 to Bancorp's 10-K for the fiscal year ended September 30, 1992, filed with the SEC on December 29, 1992 (the "1992 10-K") is incorporated herein by reference.) Exhibit 3.3 Code of Regulations of First Federal Bancorp, Inc. (The Code of Regulations of Bancorp filed as Exhibit 3.2 to Bancorp's S-1 filed with the SEC on March 16, 1992, is incorporated herein by reference.) Exhibit 3.4 Amendment to the Code of Regulations of First Federal Bancorp, Inc. (The Amendment to the code of Regulations of Bancorp filed as Exhibit 3.4 to the 1992 10-K is incorporated herein by reference.) Exhibit 10.9 First Federal Bancorp, Inc., 1997 Performance Stock Option Plan for Senior Executive Officers and Outside Directors (Incorporated by reference to Proxy Statement for 1997 Annual Meeting filed on January 10, 1997.) Exhibit 27 Financial Data Schedule Exhibit 99.2 Safe Harbor Under the Private Securities Litigation Reform Act of 1995 No reports on Form 8-K were filed during the quarter for which this report is filed. 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, 1998 By: /s/ J. William Plummer ----------------------------- J. William Plummer President Date: February 13, 1998 By: /s/ Connie Ayres LaPlante ----------------------------- Connie Ayres LaPlante Chief Financial Officer