EXHIBIT 99.2 UNAUDITED INTERIM FINANCIAL STATEMENTS OF SAFETY FUND AS OF MARCH 31, 1996 13 THE SAFETY FUND CORPORATION CONSOLIDATED BALANCE SHEETS _______________________________________________________________________________ MARCH 31, DECEMBER 31, 1996 1995 ------------------------------ ASSETS Cash and due from banks $ 11,273,097 $ 13,305,505 Federal funds sold 7,300,000 2,500,000 Investment securities available for sale (amortized cost of $55,838,968 in 1996 and $62,427,502 in 1995) 56,340,118 63,737,909 Investment securities held to maturity (market value of $57,853,257 in 1996 and $41,024,069 in 1995) 58,291,919 39,924,078 Loans 155,191,032 160,433,831 Less allowance for possible loan losses (6,977,286) (7,350,150) ------------------------------ Net loans 148,213,746 153,083,681 ------------------------------ Premises and equipment, net 9,392,499 9,638,596 Accrued interest receivable 2,886,491 2,473,884 Other real estate owned, net 151,809 50,000 Deferred income tax asset, net 2,055,393 1,665,799 Other assets 1,235,134 1,103,800 ------------------------------ Total assets $297,140,206 $287,483,252 ============================== LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities: Deposits: Interest bearing $187,001,375 $184,897,462 Noninterest bearing 65,510,848 67,891,000 ------------------------------ Total deposits 252,512,223 252,788,462 Securities sold under repurchase agreements 18,617,807 11,119,611 Treasury tax and loan notes 3,304,639 1,156,804 Other liabilities 1,243,320 1,031,315 ------------------------------ Total liabilities 275,677,989 266,096,192 ------------------------------ Commitments and contingencies Stockholders' equity: Preferred stock, $10 par value; 100,000 shares authorized, none issued Common stock, $5 par value; 3,200,000 shares authorized 1,660,665 issued and outstanding 8,303,325 8,303,325 Surplus 7,584,846 7,584,846 Retained earnings 5,380,304 4,815,433 Net unrealized gain on investment securities available for sale 193,742 683,456 ------------------------------ Total stockholders' equity 21,462,217 21,387,060 ------------------------------ Total liabilities and stockholders' equity $297,140,206 $287,483,252 ============================== -1- THE SAFETY FUND CORPORATION CONSOLIDATED STATEMENTS OF OPERATIONS ________________________________________________________________________________ THREE MONTHS ENDED MARCH 31, 1996 1995 ---------------------------- Interest income: Interest on loans $3,641,350 $3,467,820 Interest and dividends on investment securities: Available for sale 910,897 840,597 Held to maturity 866,066 794,874 Interest on federal funds sold 43,353 20,385 ---------------------------- Total interest income 5,461,666 5,123,676 ---------------------------- Interest expense: Interest on deposits 1,798,024 1,554,336 Interest on borrowed funds 168,771 191,092 ---------------------------- Total interest expense 1,966,795 1,745,428 ---------------------------- Net interest income 3,494,871 3,378,248 Provision for possible loan losses 75,000 525,000 ---------------------------- Net interest income after provision for possible loan losses 3,419,871 2,853,248 ---------------------------- Noninterest income: Trust fees 559,051 519,462 Service fees 294,252 258,383 Gains on loans sold, net 0 709 Gains on sales of investment securities available for sale, net 0 781 Other 235,126 160,733 ---------------------------- Total noninterest income 1,088,429 940,068 ---------------------------- Noninterest expense: Salaries and wages 1,451,452 1,474,866 Employee benefits 348,229 339,678 Occupancy, net 266,418 258,405 Equipment 290,001 292,738 Professional fees 195,026 198,059 Marketing 144,972 162,013 Expenses related to proposed merger 324,873 0 Deposit insurance 18,066 141,852 Other real estate owned, net 30,371 17,574 Directors' fees 64,800 61,300 Other 484,221 498,049 ---------------------------- Total noninterest expense 3,618,429 3,444,534 ---------------------------- Income before income taxes 889,871 348,782 Income tax expense 325,000 130,800 ---------------------------- Net income $ 564,871 $ 217,982 ============================ Net income per common share $.34 $.13 Weighted average shares outstanding 1,660,665 1,657,120 -2- THE SAFETY FUND CORPORATION CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY ________________________________________________________________________________ Common Retained Stock Surplus Earnings Other Total ------------- ------------- ------------- ----------- ------------ Balance December 31, 1995 $8,303,325 $7,584,846 $4,815,433 $ 683,456 $21,387,060 Net income - - 564,871 - 564,871 Reduction in unrealized gain on investment securities available for sale, net of income taxes - - - (489,714) (489,714) ------------- ------------- ------------- ------------ ------------ Balance, March 31, 1996 $8,303,325 $7,584,846 $5,380,304 $ 193,742 $21,462,217 ============= ============= ============= ============ ============ -3- THE SAFETY FUND CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS ________________________________________________________________________________ THREE MONTHS ENDED MARCH 31, CASH FLOWS PROVIDED (USED) BY OPERATING ACTIVITIES: 1996 1995 ------------- ------------- Net income $ 564,871 $ 217,982 Adjustments to reconcile net income to net cash provided (used) by operating activities: Proceeds from sale of mortgage loans - 78,009 Origination of mortgage loans held for sale - (77,300) Repurchase of mortgage loans previously sold - (222,788) Gains on mortgage loans sold, net - (709) Depreciation and amortization 289,996 300,312 Gains on sales of investment securities available for sale, net - (781) Amortization (accretion) of bond premiums and discounts, net 3,720 (50,685) Provision for possible losses on loans and other real estate owned 75,000 541,333 Increase in accrued interest receivable (412,607) (521,505) (Increase) decrease in other assets, net (308,143) 218,682 Increase (decrease) in other liabilities 212,005 (94,985) --------------- ------------- Net cash provided by operating activities 424,842 387,565 --------------- ------------- CASH FLOWS PROVIDED (USED) BY INVESTING ACTIVITIES: Proceeds from sales of investment securities available for sale - 6,632,345 Proceeds from maturities of investment securities available for sale 9,000,000 2,000,000 Proceeds from maturities of investment securities held to maturity 5,294,739 179,954 Purchase of investment securities available for sale (2,430,078) - Purchase of investment securities held to maturity (23,642,739) - Increase in federal funds sold (4,800,000) (3,200,000) (Increase) decrease in loans outstanding 4,794,935 (7,316,327) Purchases of premises and equipment (43,899) (249,535) --------------- ------------- Net cash used by investing activities (11,827,042) (1,953,563) --------------- ------------- CASH FLOWS PROVIDED (USED) BY FINANCING ACTIVITIES: Increase (decrease) in securities sold under repurchase agreements 7,498,196 (7,418,960) Increase (decrease) in treasury tax and loan notes 2,147,835 (1,378,013) Increase (decrease) in deposits (276,239) 9,812,230 --------------- ------------- Net cash provided by financing activities 9,369,792 1,015,257 --------------- ------------- DECREASE IN CASH AND DUE FROM BANKS (2,032,408) (550,741) CASH AND DUE FROM BANKS, BEGINNING OF YEAR 13,305,505 15,223,830 --------------- ------------- CASH AND DUE FROM BANKS, END OF PERIOD $ 11,273,097 $14,673,089 =============== ============= Supplemental disclosures of cash flow information: Cash paid during quarter for: Interest $ 1,914,509 $ 1,628,364 Income taxes 288,000 141,901 Non-cash transactions: Transfers from loans to other real estate owned 101,809 - -4- THE SAFETY FUND CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 1996 1. The financial information furnished herein reflects all adjustments which, in the opinion of management, are necessary for a fair presentation of the financial position and results of operations for interim periods. All such adjustments consist of normal recurring accruals. 2. Results of operations for the three month period ended March 31, 1996 are not necessarily indicative of the results to be expected for the entire year. 3. The accompanying consolidated financial statements should be read in conjunction with the consolidated financial statements included in the Form 10-KSB for the year ended December 31, 1995. 4. Financial statements for interim periods, by their very nature, require estimations which may result in greater imprecision than those associated with annual audited financial statements. 5. Earnings per share are based upon the weighted average number of shares outstanding during the period. 6. In accordance with the Financial Accounting Standards Board Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes", the Company has a net deferred tax asset. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. As of March 31, 1996, the Company had established a valuation allowance of $424,059 ($499,059 at December 31, 1995). 7. The "net unrealized gain on investment securities available for sale" included in the stockholders' equity section of the Company's balance sheet as of March 31, 1996 consists of three components: Net unrealized gain on investment securities available for sale, net of deferred income taxes of $197,954 $ 303,196 Net unrealized loss related to investment securities transferred during 1994 from the available for sale portfolio to the held to maturity portfolio, net of deferred income taxes of $188,595 (288,861) Net unrealized gain related to investment securities transferred during 1995 from the available for sale portfolio to the held to maturity portfolio, net of deferred income taxes of $117,133 179,407 ---------- $ 193,742 ========== -5- NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONT'D) 8. As of March 31, 1996, the Company had commitments to extend credit of approximately $33 million. -6-