SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 1996 Commission File Number 34-0-18162 PEOPLE'S SAVINGS FINANCIAL CORP. (Exact name of registrant as specified in its charter) Connecticut 06-1259026 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 123 Broad Street, New Britain, CT 06053 (Address of principal executive offices) (ZIP Code) (860) 224-7771 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. 2,532,574 shares issued and outstanding, (including 631,961 shares in treasury) as of June 30, 1996 Common Stock, par value $1.00 per share PEOPLE'S SAVINGS FINANCIAL CORP. Table of Contents PART I - FINANCIAL INFORMATION PAGE NO. Item 1. Financial Statements (Unaudited) (a) Condensed Consolidated Balance Sheets - June 30, 1996 and December 31, 1995 3 (b) Condensed Consolidated Statements of Income - Three months ended June 30, 1996 and 1995; Six months ended June 30, 1996 and 1995; 4 (c) Condensed Consolidated Statements of Cash Flows - Six months ended June 30, 1996 and 1995; 5 (d) Notes to the Condensed Consolidated Financial Statements - June 30, 1996 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 11 PART II - OTHER INFORMATION Item 1. Legal Proceedings 18 Item 2. Changes in Securities 18 Item 3. Defaults Upon Senior Securities 18 Item 4. Submission of Matters to a Vote of Security Holders 18 Item 5. Other Information 19 Item 6. Exhibits and Reports on Form 8-K 19 Part I. Financial Information Item 1. Financial Statements PEOPLE'S SAVINGS FINANCIAL CORP. CONDENSED CONSOLIDATED BALANCE SHEETS (Dollar amounts in thousands) June 30, December 31, 1996 1995 (Unaudited) Non-interest bearing deposits and cash $6,468 $6,816 Federal funds sold and FHLB overnight deposits 9,011 21,346 Cash and Cash Equivalents 15,479 28,162 Investment securities Available for sale (at market) 127,287 91,128 Held to maturity (market value: $29,285 at June 30, 1996 and $38,259 at December 31, 1995) 30,277 38,461 Capital stock of the Federal Home Loan Bank 2,736 2,643 Loans held for sale 1,809 927 Loans, net (allowance for loan losses 1996-$1,516; 1995-$1,578) 246,972 236,792 Bank premises and equipment 2,284 2,370 Foreclosed real estate - 178 Accrued income receivable 4,054 3,748 Goodwill 3,183 3,330 Other assets 2,953 2,455 Total Assets $437,034 $410,164 Liabilities and Shareholders' Equity Liabilities Non-interest bearing demand deposits $7,562 $5,606 Interest bearing deposits 347,044 333,759 Total deposits 354,606 339,365 Mortgagors' escrow accounts 3,106 2,490 Advances from Federal Home Loan Bank of Boston 23,917 18,950 Securities sold under repurchase agreements 7,500 - Accrued expenses 1,145 1,239 Other liabilities 2,528 3,407 Total Liabilities 392,802 365,451 Shareholders' Equity Common stock, ($1.00 par value), 10,000,000 shares authorized; 2,532,574, and 2,511,824 shares issued and outstanding at June 30, 1996 and December 31, 1995, respectively (including shares in treasury of 631,961 and 559,461 at June 30, 1996 and December 31, 1995, respectively) 2,533 2,512 Additional paid in capital 22,030 21,834 Retained earnings 28,657 27,421 Unrealized gains (losses) on securities available for sale, net of taxes (259) 196 Cost of treasury stock (8,729) (7,250) Total Shareholders' Equity 44,232 44,713 Total Liabilities and Shareholders' Equity $437,034 $410,164 See notes to the condensed consolidated financial statements. PEOPLE'S SAVINGS FINANCIAL CORP. CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Dollar amounts in thousands, except per share data) unaudited Three Months Ended Six Months Ended June 30, June 30, 1996 1995 1996 1995 Interest Income: Loans, including fees $4,844 $4,477 $9,625 $8,828 Investment Securities 2,164 2,118 4,265 4,086 Trading Account - 1 - 46 Short-term Investments 187 177 364 318 Total Interest Income 7,195 6,773 14,254 13,278 Interest Expense: Interest on deposits 3,545 3,317 7,102 6,197 Interest on borrowings 221 302 436 717 Total Interest Expense 3,766 3,619 7,538 6,914 Net Interest Income 3,429 3,154 6,716 6,364 Provision for Loan Losses 95 35 159 71 Net Interest Income after Provision for Loan Losses 3,334 3,119 6,557 6,293 Other Income: Service charges and fees 260 264 507 517 Trust fees 353 280 671 539 Net Investment Securities Losses - (73) (20) (69) Trading Account Gains - - - 49 Unrealized Gains (Losses) on Loans Held for Sale (52) 5 (121) 5 Other Operating Income 69 34 159 66 Total Other Income 630 510 1,196 1,107 Other Expenses: Salaries and Benefits 1,224 1,109 2,473 2,147 Occupancy 267 228 535 476 Furniture and Equipment 252 223 473 447 FDIC Deposit Insurance 1 182 2 364 Other Real Estate Expenses 18 109 17 162 Other Operating Expenses 744 624 1,374 1,237 Total Other Expenses 2,506 2,475 4,874 4,833 Income Before Income Taxes 1,458 1,154 2,879 2,567 Income Taxes 249 447 782 1,024 Net Income $1,209 $707 $2,097 $1,543 Per Share Data: Net Income $0.62 $0.36 $1.07 $0.78 Weighted Average Common Shares Outstanding 1,946,375 1,979,704 1,961,711 1,983,972 Dividends Declared Per Share $0.23 $0.22 $0.45 $0.44 See notes to condensed consolidated financial statements. PEOPLE'S SAVINGS FINANCIAL CORP. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Dollar amounts in thousands) (Unaudited) Six months ended June 30, 1996 1995 Operating activities Net Income $2,097 $1,543 Adjustments to reconcile net income to net cash provided by operating activities: Provision for depreciation 252 232 Accretion and amortization of bond premiums and discounts, net 61 44 Provision for loan losses 159 71 Amortization of net deferred loan fees (64) (88) Decrease in trading account securities - 5,461 Loans sold 390 949 Realized investment securities losses 20 69 Writedowns on foreclosed real estate 20 126 Goodwill amortization 117 165 Increase (decrease) in accrued expenses (94) 156 Other items, net (1,683) 2,555 Net cash provided by operating activities 1,275 11,283 Investing activities Purchases of available-for-sale securities (62,238) (18,986) Proceeds from sale of available-for-sale securities 14 4,326 Proceeds from maturities of available-for-sale securities 25,463 2,016 Purchases of held-to-maturity securities - (1,265) Proceeds from maturities of held-to-maturity securities 8,157 3,173 Net increase in loans (11,644) (5,708) Purchases of premises and equipment, net (166) (244) Foreclosed real estate sold 255 617 Net cash used by investing activities (40,159) (16,071) Financing activities Net increase (decrease) in demand deposits, NOW accounts, savings accounts, and mortgagors' escrow accounts 5,803 (11,730) Net increase in time deposits 10,054 27,732 Net increase (decrease) in borrowings from the Federal Home Loan Bank of Boston 4,967 (14,320) Net increase in repurchase agreements 7,500 - Cash Dividends paid (861) (859) Acquisition of treasury stock (1,479) (721) Issuance of Common Stock 217 26 Net cash provided by financing activities 26,201 128 Decrease in cash and cash equivalents (12,683) (4,660) Cash and cash equivalents at January 1 28,162 19,414 Cash and cash equivalents at June 30 15,479 14,754 Non-cash investing and financing activities Increase (decrease) in net unrealized holding gains (losses) on securities carried at market (774) 2,037 Transfer of loans to foreclosed real estate 97 685 See notes to condensed consolidated financial statements. PEOPLE'S SAVINGS FINANCIAL CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS June 30, 1996 Note A - BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three and six month periods ended June 30, 1996 are not necessarily indicative of the results that may be expected for the year ending December 31, 1996 For further information, refer to the consolidated financial statements and footnotes thereto included in the Corporation's Annual Report on Form 10-K for the year ended December 31, 1995. Certain 1995 amounts have been reclassified to conform with the 1996 presentation. These reclassifications had no impact on net income. Note B - CHANGES IN ACCOUNTING PRINCIPLES On January 1, 1996, the Corporation adopted Statement of Financial Accounting Standards No. 121 "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of." The adoption of this accounting standard had no impact on the Corporation's financial condition or results of operations because, in the opinion of management, it did not hold any long- lived assets that were impaired. On January 1, 1996, the Corporation adopted Statement of Financial Accounting Standards No. 122 "Accounting for Mortgage Servicing Rights - an amendment of FASB Statement No. 65." The adoption of this accounting standard had an immaterial impact on the Corporation's financial condition and results of operations because it only originated for sale $1.30 million of loans during the six month period ended June 30, 1996 resulting in capitalized originated loan servicing rights of approximately $13,000. Note C - SECURITIES The amortized cost and estimated market values of investment securities for June 30, 1996 and December 31, 1995 are as follows. Net Estimated Gross Gross Unrealized (in thousands) Amortized Market Unrealized Unrealized Gains/ June 30, 1996 Cost Value Gains Losses (Losses) Available for sale United States Government and agency obligations $51,519 $50,738 $31 $812 ($781) Corporate securities 5,637 5,635 15 17 (2) Mortgage-backed securities 55,422 55,300 235 357 (122) Total debt securities 112,578 111,673 281 1,186 (905) Marketable equity securities 6,908 7,108 289 89 200 Mutual funds 8,241 8,506 344 79 265 $127,727 $127,287 $914 $1,354 ($440) Held to maturity United States Government and agency obligations $3,997 $3,959 $6 $44 ($38) Mortgage-backed securities 26,280 25,326 - 954 (954) $30,277 $29,285 $6 $998 ($992) Net Estimated Gross Gross Unrealized (in thousands), Amortized Market Unrealized Unrealized Gains/ December 31, 1995 Cost Value Gains Losses (Losses) Available for sale United States Government and agency obligations $44,506 $44,553 $159 $112 $47 State of Connecticut taxable obligations 1,250 1,251 1 - 1 Corporate securities 8,133 8,227 95 1 94 Mortgage-backed securities 21,480 21,523 163 120 43 Total debt securities 75,369 75,554 418 233 185 Marketable equity securities 9,915 10,002 112 25 87 Mutual funds 5,615 5,572 - 43 (43) $90,899 $91,128 $530 $301 $229 Held to maturity United States Government and agency obligations $9,994 $10,026 $55 $23 $32 Mortgage-backed securities 28,467 28,233 35 269 (234) $38,461 $38,259 $90 $292 ($202) Note D - LOANS The following table shows the Corporation's loan distribution at the end of the six month period ended June 30, 1996 compared to December 31, 1995. June 30, 1996 December 31, 1995 ($ in thousands) Balance % of Total Balance % of Total Real Estate Loans: 1 to 4 family residential 200,682 80% 193,087 80% Multifamily (5 or more units) 3,874 2% 3,856 2% Home equity credit lines 4,344 2% 4,873 2% Construction and land development 4,573 2% 3,933 2% Second mortgages 23,198 9% 21,795 9% Commercial mortgages 7,429 3% 5,937 2% Total real estate loans 244,100 98% 233,481 97% Consumer installment 4,898 2% 4,718 2% Credit cards 1,162 0% 1,346 1% Commercial 532 0% 239 0% Total loans 250,692 100% 239,784 100% Less: Loans held for sale 1,809 927 Allowance for loan losses 1,516 1,578 Deferred fees 395 487 Net loans 246,972 236,792 Note E - NON-PERFORMING ASSETS The following table illustrates the composition of the non-performing assets as of June 30, 1996 and December 31, 1995. June 30, 1996 December 31, 1995 ($ dollars in thousands) # of loans Amount # of loans Amount Loans past due 90 days or more: Residential 22 $1,528 10 $711 Installment 1 11 3 10 Total non-performing loans 23 1,539 13 721 Foreclosed real estate: Residential - - 4 98 Commercial real estate - - 2 80 Total foreclosures - - 6 178 Repossessed assets - - - - Total non-performing assets $1,539 $899 Non-performing assets to total loans and OREO 0.62% 0.38% Allowance for loans losses to non-performing loans 98.51% 218.86% As a percent of total loans: Loans past due 90 days or more 0.62% 0.30% Allowance for loan losses 0.61% 0.66% Note F - LOAN LOSS RESERVE The following table summarizes the Corporation's loan loss reserve as of the six months ended June 30, 1996 and 1995. (in thousands) Six months ended June 30, 1996 1995 Beginning balance 1,578 1,791 Provision charged to expense 159 65 Net charge-offs 221 188 Ending balance $1,516 $1,668 The allowance for loan losses is maintained at a level believed adequate by management to absorb potential losses in the loan portfolio. The adequacy of the allowance is determined by management's evaluation of known and inherent risks in the loan portfolio and prevailing economic conditions and the Bank's loss experience. The allowance is increased by provisions for loan losses charged against income. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. General This section presents management's discussion and analysis of the consolidated results of operations for People's Savings Financial Corp. (the "Corporation") and The People's Savings Bank of New Britain (the "Bank") for the three and six month periods ended June 30, 1996 and 1995, and its financial condition as of June 30, 1996. In order to understand this section in context, it should be read in conjunction with the consolidated financial statements and notes thereto. Financial Condition At June 30, 1996 total assets were $437.03 million, an increase of $26.87 million (or 6.6%) from total assets of $410.16 million at December 31, 1995. Changes in assets consisted of an increase in investment securities available for sale and an increase in loans, partially offset by a decrease in cash and cash equivalents and investment securities held to maturity. The increase in total assets was funded by an increase in total deposits, borrowings from the Federal Home Loan Bank, and repurchase agreements. The increase in total deposits was primarily due to growth in the Bank's newer branches. During the six month period ended June 30, 1996 72,500 shares of treasury stock were purchased at a cost of $1.48 million. The Corporation had unrealized losses on securities available for sale, net of taxes, of $.26 million at June 30, 1996, a decrease of $.45 million from a gain of $.19 million at December 31, 1995, primarily due to the rise in interest rates at the end of the first quarter. CAPITAL The Corporation's and the Bank's Tier 1 leverage capital ratios at June 30, 1996 were 10.19% and 9.74% respectively. The Corporation's and the Bank's total risk-based capital ratios at June 30, 1996 were 20.12% and 19.28% respectively. The Corporation's and the Bank's Tier 1 risk-based capital ratios at June 30, 1996 were 19.41% and 18.57%, respectively. All of the Corporation's and the Bank's ratios as of June 30, 1996 were well above applicable minimums. As of June 30, 1996, the Corporation and the Bank fall within the highest capital category of "well capitalized" under the rules of the Federal Reserve Board and the Federal Deposit Insurance Corporation. RESULTS OF OPERATIONS Net income for the three month period ended June 30, 1996 was $1,209,000, an increase of $502,000 as compared to $707,000 for the comparable period in 1995. The increase in income for the three month period was primarily due to the Bank's settlement of a tax claim against the State of Connecticut which added approximately $304,000 or $.16 per share to net income. Net interest income for the three month period ended June 30, 1996 increased by $275,000 primarily due to increased income on loans and investments and reduced interest expense on borrowings offset by an increase in interest expense on deposits. The increase in net income for the three month period ended June 30, 1996 was also due to increased trust fees, decreases in FDIC deposit insurance and other real estate expense, offset by losses on loans held for sale and increases in salaries and employee benefits, and other operating expenses. These increases in salaries and benefit expenses relate to our recent expansion efforts. Net income for the six month period ended June 30, 1996 was $2,097,000, an increase of $554,000 or 35.9%, from net income of $1,543,000 for the six month period ended June 30, 1995. The increase in net income for the six month period ended June 30, 1996 was due primarily to the tax settlement mentioned above, increased net interest income, trust fees, and lower expenses related to FDIC deposit insurance and other real estate expenses. These increases were partially offset by unrealized losses on loans held for sale and increases in salaries and benefits, and other operating expenses relating to our expansion efforts. AVERAGE BALANCES, INTEREST, YIELDS AND RATES The following table presents condensed daily average statements of condition, which include non-accrual loans, the components of net interest income and selected statistical data. Three months ended June 30, (dollars in thousands) Annualized Variance Average Balance Average rate Interest Inc. due to 1996 1995 1996 1995 1996 1995 (dec) Vol. Rate Loans $248,096 $231,061 7.81% 7.75% $4,844 $4,477 $367 $332 $35 Investment secur- ities(a) 150,000 157,438 6.40% 5.91% 2,351 2,296 55 (95) 150 Total(a) 398,096 388,499 7.28% 7.01% 7,195 6,773 422 237 185 Other assets 15,085 14,560 Total assets $413,181 $403,059 Deposits $343,574 $330,284 4.13% 4.02% 3,545 3,317 228 136 92 Borrowings 15,298 21,313 5.78% 5.67% 221 302 (81) (87) 6 Total 358,872 351,597 4.20% 4.12% 3,766 3,619 147 49 98 Demand deposits 6,559 5,473 Other liabilities 3,754 3,309 Stockholders' equity 43,996 42,680 Total liabilities and stock- holders' equity $413,181 $403,059 Net interest income $3,429 $3,154 $275 $188 $87 Net interest rate spread(a) 3.08% 2.89% Net interest rate margin(a) 3.50% 3.28% (a) tax adjusted yield Six months ended June 30, (dollars in thousands) Annualized Variance Average Balance Average rate Interest Inc. due to 1996 1995 1996 1995 1996 1995 (dec) Vol. Rate Loans $244,392 $230,557 7.88% 7.66% $9,625 $8,828 $797 $540 $257 Investment secur- ities(a) 149,043 155,170 6.34% 5.79% 4,629 4,450 179 (162) 341 Total(a) 393,435 385,727 7.29% 6.91% 14,254 13,278 976 378 598 Other assets 15,289 14,939 Total assets $408,724 $400,666 Deposits $339,533 $325,119 4.18% 3.81% 7,102 6,197 905 283 622 Borrowings 14,985 25,227 5.82% 5.68% 436 717 (281) (298) 17 Total 354,518 350,346 4.25% 3.95% 7,538 6,914 624 (15) 639 Demand deposits 5,867 4,985 Other liabilities 3,915 3,245 Stockholders' equity 44,424 42,090 Total liabilities and stock- holders' equity $408,724 $400,666 Net interest income $6,716 $6,364 $352 $393 ($41) Net interest rate spread(a) 3.04% 2.96% Net interest rate margin(a) 3.46% 3.32% (a) tax adjusted yield The average balances, interest, yields and rates table shows that for the three month period ended June 30, 1996 compared to the same period in 1995 there was an increase in interest income caused primarily by increased volume of loans and yield on loans, and yield on investments offset by lower investment balances. Interest income for the six month period ended June 30, 1996 increased when compared to the same period last year primarily due to increased volume and rate on loans, and increased yield on investments offset by lower average balance on investments. The comparison of interest expense for the three month period ended June 30, 1996 compared to the same period in 1995 shows that interest expense increased primarily due to increased volume of deposits, and to a lesser extent increased rates on deposits, partially offset by a decrease in the volume of borrowings. Interest expense for the six month period ended June 30, 1996 increased when compared to the same period last year primarily due to increased rate on deposits and to a lesser extent volume of deposits partially offset by decreased borrowings. This activity is consistent with the changes in the Corporation's balance sheet and continued increases in short-term interest rates. During the period the Bank took advantage of an arbitrage opportunity by borrowing approximately $20 million, currently at a rate of 6.31% and purchasing approximately $20 million in mortgage-backed securities with coupon rates of 8%. Net interest rate spreads increased during the three and six month periods ended June 30, 1996 when compared to the same periods last year, because the Bank's yield on earning assets increased greater than the rate the Bank paid on its interest bearing liabilities. The increase in the yield on earning assets was due primarily to increased yield on investments and to a lesser extent increased yield on loans. The rate the Bank pays on its interest bearing liabilities increased primarily due to higher interest rates on the Bank's deposits, which includes a shift in deposits to higher interest rate certificate of deposits from lower interest rate deposit accounts and also to a lesser extent higher rates on borrowings. The net interest rate margin increased for the three and six month periods ended June 30, 1996 when compared to the same periods of 1995, primarily due to reasons mentioned above. Net interest income for the three and six month periods ended June 30, 1996 increased primarily due to the increase in the net interest rate margin. OTHER INCOME, OTHER EXPENSE, AND TAXES The following table details the significant increases and decreases in other income for the three and six month periods ended June 30. Three Months ended Other income June 30, (dollars in thousands) 1996 1995 Inc(dec) % Service charges and fees $260 $264 $ (4) (1.5)% Trust fees 353 280 73 26.1 Net investment securities gains (losses) - (73) 73 (100.0) Unrealized losses on loan held for sale (52) 5 (57) N/M Other operating income 69 34 35 102.9 Total other income $630 $ 510 $ 120 23.5% Six Months ended Other income June 30, (dollars in thousands) 1996 1995 Inc(dec) % Service charges and fees $507 $517 $(10) (1.9)% Trust fees 671 539 132 24.5 Net investment securities gains (losses) (20) (69) 49 (71.0) Trading account gains (losses) - 49 (49) (100.0) Unrealized losses on loan held for sale (121) 5 (126) N/M Other operating income 159 66 93 140.9 Total other income $1,196 $1,107 $ 89 8.0% Other income for the three month period ended June 30, 1996 increased by $120,000 as compared to the same period in 1995. The increase was primarily due to a decrease in investment securities losses and increased trust income partially offset by unrealized losses on loans held for sale. The unrealized losses on loans held for sale was due to the rise in interest rates which decreased the market value of these loans. Trust assets under management at June 30, 1996 totaled $364,000,000.00 compared to $241,000,000.00 at June 30, 1995. Other operating income increased by $35,000 for the quarter as compared to the same quarter last year. Other income for the six month period ended June 30, 1996 increased by $89,000 as compared to the same period in 1995. The increase was primarily due to increased trust fees, increased other operating income, and a decrease in losses on investment securities. The increases were partially offset by a decrease in trading account gains and unrealized losses on loans held for sale caused by the increase in interest rates mentioned above. The trading account was liquidated during the first quarter of 1995. The following table details the significant increases and decreases in other expenses for the three and six month periods ended June 30. Three Months ended Other expenses June 30, (dollars in thousands) 1996 1995 Inc(dec) % Salaries and benefits $1,224 $1,109 $115 10.4% Occupancy 267 228 39 17.1 Furniture and equipment 252 223 29 13.0 FDIC deposit insurance 1 182 (181) (99.5) Other real estate expenses 18 109 (91) (83.5) Other operating expenses 744 624 120 19.2 Total other expenses $2,506 $2,475 $ 31 1.3% Six Months ended Other expenses June 30, (dollars in thousands) 1996 1995 Inc(dec) % Salaries and benefits $2,473 $2,147 $326 15.2% Occupancy 535 476 59 12.4 Furniture and equipment 473 447 26 5.8 FDIC deposit insurance 2 364 (362) (99.5) Other real estate expenses 17 162 (145) (89.5) Other operating expenses 1,374 1,237 137 11.1 Total other expenses $4,874 $4,833 $ 41 0.9% Non-interest expense increased slightly for the three month period ended June 30, 1996, from the comparable period of 1995. The increase was primarily due to increased salaries and benefit expenses and increased other operating expenses, caused primarily by the continued growth of our trust department, our new commercial loan department, and . This increase was partially offset by a reduction in FDIC deposit insurance premiums. The Bank paid a rate of $.23 per year for every $100 during the second quarter ended June 30, 1995, compared to a rate of $.00 per year for every $100 in deposits during the second quarter of 1996. The Bank will continue to pay a rate of $.00 plus a flat $500.00 fee per quarter until such time that the FDIC changes the rate. Other real estate expenses decreased when compared to 1995 due to gains on sales of foreclosed real estate record during the second quarter of 1996 and a reduced number of foreclosed properties. Non-interest expense increase slightly for the six months ended June 30, 1996 as compared to the same period last year. The increase was primarily due to increased salaries and benefits, and increased other operating expenses, partially offset by a decrease in FDIC deposit insurance premiums and other real estate expenses. The reasons for the changes in the six month period are consistent with the changes in the three month period explained above. The effective tax rate for the three month period ended June 30, 1996 decreased to 17.1% from 38.7% for the same period in 1995. The effective tax rate for the six month period ended June 30, 1996 decreased to 27.2% from 39.9% for the same period in 1995. The decrease was primarily due to the Bank's settlement of a tax claim against the State of Connecticut mentioned previously, an increase in dividend income which qualifies for the Federal dividend received deduction and a decrease in the State of Connecticut tax rate to 10.75% from 11.25% PEOPLE'S SAVINGS FINANCIAL CORP. Part II Other Information Item 1. Legal Proceedings There are no material pending legal proceedings to which the Corporation or its subsidiary is a party, or of which any of their property is the subject, other than ordinary routine litigation in the normal course of business. Item 2. Changes in Securities During the second quarter of 1996, there were no changes which would materially modify the rights of the holders of the Corporation's registered securities. Item 3. Defaults Upon Senior Securities The Corporation and its subsidiary are not in default with respect to the payment of principal or interest related to any outstanding borrowing. Item 4. Submission of Matters to a Vote of Securities Holders The annual meeting of stockholders was held on April 23, 1996. The following proposals were presented and voted on: Proposal 1: Election of Directors: AGAINST OR BROKER FOR WITHHELD ABSTAIN NON-VOTE Henry Poplaski 1,169,241 123,843 0 0 A. Richard Puskarz 1,164,763 128,320 0 0 The following individuals continued to serve as directors of the Corporation after the annual meeting: Walter D. Blogoslawski Stanley P. Filewicz, M.D. Roland L. LeClerc Chester S. Sledzik, Esquire Robert A. Gryboski, M. D. Walter J. Liss Richard S. Mansfield Robert A. Story Joseph A. Welna, M.D. Proposal 2: Ratification of the appointment of Coopers & Lybrand LLP as independent auditors for the fiscal year ending December 31, 1996. AGAINST OR BROKER FOR WITHHELD ABSTAIN NON-VOTE Coopers & Lybrand LLP 1,275,699 5,689 11,696 0 Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K (A) Exhibits 11.1 Computation of net income per common share. 27 Financial data schedule. (B) Reports on Form 8-K: None. 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. PEOPLE'S SAVINGS FINANCIAL CORP. Date: August 6, 1996 By: /s/ Richard S. Mansfield Richard S. Mansfield President and Chief Executive Officer Date: August 6, 1996 By: /s/ John G. Medvec John G. Medvec Executive Vice President and Treasurer Exhibit 11.1 PEOPLE'S SAVINGS FINANCIAL CORP. COMPUTATION OF NET INCOME PER COMMON SHARE (in thousands except per share amounts) Three months ended Six months ended June 30, June 30, 1996 1995 1996 1995 Net income - primary and fully diluted $1,209 $707 $2,097 $1,543 Weighted Average Common Stock and Common Equivalent Stock Weighted average common stock outstanding 1,901 1,951 1,917 1,957 Assumed conversion (as of the beginning of each period or upon issuance during a period) of stock options outstanding at the end of each period 34 28 31 27 Weighted average common stock outstanding - primary 1,935 1,979 1,948 1,984 Weighted average common stock outstanding 1,901 1,951 1,917 1,957 Assumed conversion (as of the beginning of each period or upon issuance during a period) of stock options outstanding at the end of each period 45 28 45 27 Weighted average common stock outstanding - fully diluted 1,946 1,979 1,962 1,984 Earnings Per Common and Common Equivalent Share Primary $0.62 $0.36 $1.08 $.78 Fully diluted $0.62 $0.36 $1.07 $.78