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 Quarter Ended Commission file number 0-6216 June 30, 1994 BRENTON BANKS, INC. Incorporated in Iowa I.R.S. Employers Identification No. 42-0658989 Suite 300, Capital Square, 400 Locust, Des Moines, Iowa 50309 Registrant's telephone number, including area code: 515-237-5100 Former name, former address and former fiscal year, if changed since last report: Not applicable 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, August 5, 1994. 7,895,146 shares of Common Stock, $5.00 par value PART 1 -- Item 1. Financial Statements Brenton Banks, Inc. and Subsidiaries Consolidated Statements of Condition (Unaudited) June 30, December 31, 1994 1993 -------------- -------------- Assets Cash and due from banks $ 49,698,933 42,548,497 Interest-bearing deposits with banks 3,134,628 -- Federal funds sold and securities purchased under agreements to resell 11,025,000 41,875,000 Trading account securities 26,633 9,850 Investment securities: Available for sale 365,753,705 412,209,721 Held to maturity (approximate market value of $77,152,000 and $66,892,000 at June 31, 1994, and December 31, 1993, respectively 77,832,014 66,384,042 ______________ _____________ Investment securities 443,585,719 478,593,763 ______________ _____________ Loans held for sale 2,489,530 4,349,422 Loans 952,043,847 875,881,387 Allowance for loan losses (10,643,393) (9,817,864) ______________ _____________ Loans, net 941,400,454 866,063,523 ______________ _____________ Bank premises and equipment 24,836,473 23,147,521 Accrued interest receivable 12,459,552 12,815,884 Other assets 14,071,711 11,192,586 ______________ _____________ Total assets $ 1,502,728,633 1,480,596,046 ============== ============= Liabilities and stockholders' Equity: Deposits: Noninterest-bearing $ 125,784,276 127,131,654 Interest-bearing: Demand 224,969,002 232,005,404 Savings 300,954,684 307,615,814 Time 628,531,619 627,610,822 ______________ _____________ Total deposits 1,280,239,581 1,294,363,694 ______________ _____________ Federal funds purchased and securities sold under agreements to repurchase 58,685,848 37,664,328 Other short-term borrowings 4,000,000 -- Accrued expenses and other liabilities 13,251,667 11,688,256 Long-term borrowings 30,518,000 20,054,913 ______________ _____________ Total liabilities 1,386,695,096 1,363,771,191 ______________ _____________ Minority interest in consolidated subsidiaries 4,264,806 4,407,190 Redeemable preferred stock, $1 par; 500,000 shares authorized; issuable in series, none issued -- -- Common stockholders' equity: Common stock, $5 par; 25,000,000 shares authorized; 7,899,166 shares issued at June 30, 1994 and 5,253,151 shares issued at December 31, 1993 39,495,830 26,265,755 Capital surplus 5,694,590 5,598,027 Retained earnings 68,608,093 77,517,613 Unrealized gains (losses) on assets available for sale (2,029,782) 3,036,270 ______________ _____________ Total common stockholders' equity 111,768,731 112,417,665 ______________ _____________ Total liabilities and stockholders' equity $ 1,502,728,633 1,480,596,046 ============== ============= See accompanying notes to consolidated financial statements. PART 1 -- Item 1. Financial Statements Brenton Banks, Inc. and Subsidiaries Consolidated Statements of Operations (Unaudited) Six Months Ended Three Months Ended June 30* June 30* 1994 1993 1994 1993 --------------- --------------- --------------- --------------- Interest Income Interest and fees on loans $ 36,828,330 34,475,780 18,933,071 17,515,680 Interest and dividends on investments: Available for sale - taxable 6,656,096 785,833 3,292,517 394,255 Available for sale - tax-exempt 2,897,524 - 1,414,246 - Held to maturity - taxable 703,507 10,185,027 368,574 4,921,553 Held to maturity - tax-exempt 1,308,940 3,742,105 640,905 1,864,315 ______________ __________ __________ __________ Total interest and dividends on investments 11,566,067 14,712,965 5,716,242 7,180,123 ______________ __________ __________ __________ Interest on federal funds sold and securities purchased under agreements to resell 321,633 199,390 214,612 95,536 Other interest income 7,953 38,521 3,431 38,494 ______________ __________ __________ __________ Total interest income 48,723,983 49,426,656 24,867,356 24,829,833 ============== ========== ========== ========== Interest Expense Interest on deposits 19,766,445 21,319,018 9,915,877 10,558,228 Interest on federal funds purchased and securities sold under agreements to repurchase 640,665 410,563 421,884 196,637 Interest on other short-term borrowings 6,817 1,200 6,817 175 Interest on long-term borrowings 828,682 623,831 470,328 312,477 ______________ __________ __________ __________ Total interest expense 21,242,609 22,354,612 10,814,906 11,067,517 ============== ========== ========== ========== Net interest income 27,481,374 27,072,044 14,052,450 13,762,316 Provision for loan losses 829,162 738,827 426,749 295,001 ______________ __________ __________ __________ Net interest income after provision for loan losses 26,652,212 26,333,217 13,625,701 13,467,315 ============== ========== ========== ========== Noninterest Income Service charges on deposit accounts 2,759,398 2,836,360 1,374,852 1,455,519 Insurance commissions and fees 1,011,736 903,415 506,068 448,070 Other service charges, collection and exchange charges, commissions and fees 1,772,793 1,756,460 881,619 1,017,526 Investment brokerage commissions 1,514,437 1,381,111 693,581 720,142 Fiduciary income 1,117,795 969,349 557,547 480,612 Net gains (losses) from securities available for sale 36,944 252,357 (6,617) 206,185 Other operating income 378,586 404,576 178,321 90,314 ______________ __________ __________ __________ Total noninterest income 8,591,689 8,503,628 4,185,371 4,418,368 ============== ========== ========== ========== Noninterest Expense Salaries and wages 11,891,964 11,142,368 5,935,821 5,700,736 Employee benefits 2,537,865 2,223,116 1,137,317 980,126 Occupancy expense of premises, net 2,273,757 2,056,088 1,132,783 998,829 Furniture and equipment expense 1,513,793 1,367,238 761,159 712,831 Data processing expense 1,310,082 1,255,865 636,755 560,735 FDIC deposit insurance assessment 1,449,955 1,351,138 724,978 674,388 Advertising and promotion 804,948 708,275 420,914 370,964 Other operating expense 5,234,834 5,077,527 2,752,359 2,602,428 ______________ __________ __________ __________ Total noninterest expense 27,017,198 25,181,615 13,502,086 12,601,037 ============== ========== ========== ========== Income before income taxes and minority interest 8,226,703 9,655,230 4,308,986 5,284,646 Income taxes 1,943,184 2,573,372 1,054,773 1,451,348 ______________ __________ __________ __________ Income before minority interest 6,283,519 7,081,858 3,254,213 3,833,298 Minority interest 283,128 308,623 147,400 169,129 ______________ __________ __________ __________ Net income $ 6,000,391 6,773,235 3,106,813 3,664,169 ============== ========== ========== ========== Per common and common equivalent share**: Net income $ 0.76 0.86 0.39 0.46 Cash dividends 0.22 0.19 0.11 0.10 ============== ========== ========== ========== *See accompanying notes to consolidated financial statements. **Restated for the 3-for-2 stock split in the form of a stock dividend effective May 1994. PART 1 -- Item 1. Financial Statements Brenton Banks, Inc. and Subsidiaries Consolidated Statements of Cash Flows (Unaudited) For the 6 months ended June 30 1994 1993 ------------- -------------- Operating Activities: Net income $ 6,000,391 6,773,235 Adjustments to reconcile net income to net cash provided by operating activities: Provision for loan losses 829,162 738,827 Depreciation and amortization 1,806,772 1,602,378 Net gains from securities available for sale (36,944) (252,357) Net decrease in loans held for sale 1,859,892 (1,229,947) Increase in accrued interest receivable and other assets 280,457 2,195,627 Decrease in accrued expenses, other liabilities and minority interest 1,614,365 (218,482) ____________ ____________ Net cash provided from operating activities 12,354,095 9,609,281 ============ ============ Investing Activities: Investment securities available for sale: Purchases (52,751,708) (2,944,802) Maturities 84,475,315 19,615,983 Sales 10,529,096 26,752,738 Investment securities held to maturity: Purchases (26,264,479) (147,854,941) Maturities 10,742,452 124,159,433 Net increase in loans (76,166,093) (47,987,892) Purchases of bank premises and equipment, net (3,244,052) (2,159,470) Purchase of common stock under repurchase plan (108,025) -- ____________ ____________ Net cash used by investing activities (52,787,494) (30,418,951) ============ ============ Financing Activities: Net increase (decrease) in noninterest- bearing, interest-bearing demand and savings deposits (15,044,910) (28,050,273) Net increase (decrease) in time deposits 920,797 (5,944,033) Net increase in federal funds purchased and securities sold under agreements to repurchase 21,021,520 15,367,790 Net increase (decrease) in other short-term borrowings 4,000,000 (119,784) Proceeds of long-term borrowings 11,660,000 1,012,000 Repayment of long-term borrowings (1,196,913) (1,838,679) Dividends on common stock (1,736,035) (1,514,099) Proceeds from issuance of common stock under the employee stock purchase plan -- 177,384 Proceeds from issuance of common stock under the stock option plan 265,088 314,818 Payment for fractional shares in 3-for-2 stock (4,301) -- ____________ ____________ Net cash provided from financing activities 19,885,246 (20,594,876) ============ ============ Net decrease in cash and cash equivalents (20,548,153) (41,404,546) Cash and cash equivalents at the beginning of the year 84,433,347 90,907,949 ____________ ____________ Cash and cash equivalents at the end of the period $ 63,885,194 49,503,403 ============ ============ Supplemental Cash Flow Information (Unaudited) Interest paid during the period $ 19,651,394 21,603,893 Income taxes paid during the period 2,309,137 2,647,877 Transfers from investment securities to assets held for sale 4,074,055 38,709,041 ============ ============ See accompanying notes to consolidated financial statements. PART 1 -- Item 1. Financial Statements BRENTON BANKS, INC. AND SUBSIDIARIES Notes to Consolidated Financial Statements (Unaudited) 1. Adjustments and Reclassifications The accompanying financial statements for the interim periods were prepared without audit. In the opinion of management, all adjustments which were necessary for a fair presentation of financial position and results of operations, have been made. These adjustments were of a normal recurring nature. 2. Additional Footnote Information In reviewing these financial statements, reference should be made to the 1993 Annual Report to Shareholders for more detailed footnote information. 3. Statements of Cash Flows In the statements of cash flows, cash and cash equivalents include cash and due from banks, interest bearing deposits with banks, and federal funds sold and securities purchased under agreements to resell. 4. Income Taxes Federal income tax expense for the six months ended June 30, 1994 and 1993, was computed using the consolidated effective federal income tax rates. For the first six months of 1994 and 1993, the Company also recognized income tax expense pertaining to state franchise taxes payable individually by the subsidiary banks. 5. Common Stock Transactions On April 11, 1994, the Board of Directors declared a 3-for-2 stock split in the form of a stock dividend, for shareholders of record on April 21, 1994. The stock certificates were issued on May 3, 1994. During the first six months of 1994, options on 25,150 shares of common stock were exercised under the Company's stock option plans. The exercise price on these options was the fair market value of the Company's common stock at the date of grant. This transaction added $265,088 to the equity of the Company. Part 1 -- Item 1 Page 2 of 2 5. Common Stock Transaction, cont. In 1992, the Company originated a long-term stock compensation plan for key management personnel. The plan provides for 240,000 shares of the Company's common stock to be reserved for grant over a four year period. Each grant of shares will cover a three year performance period, 35 percent of which will vest upon completion of employment for the performance period and 65 percent of which will vest based on a tiered achievement scale tied to financial performance goals established by the Board of Directors. Under the plan, 60,995 shares were granted covering the performance period from 1992 through 1994; 52,429 shares were granted covering the performance period from 1993 through 1995; and 60,195 shares were granted covering the performance period from 1994 through 1996. Compensation expense associated with this plan for the first six months of 1994 and 1993 was $0 and $193,202, respectively. 6. Income Per Share Income per common and common equivalent share computations are based on the weighted average number of shares of common stock outstanding during the period. The weighted average number of shares for 1994 and 1993 were 7,951,423 and 7,884,745, respectively, which included shares related to the Long-Term Stock Compensation Plan. Part 1 -- Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Capital Resources As of June 30, 1994 the Company's tier one leverage capital ratio, which measures capital excluding intangible assets, was 7.37% exceeding the regulatory minimum requirement range of 3.0% to 5.0%. This capital calculation includes unrealized losses on assets available for sale. The Company's risk based core capital ratio was 11.63% at June 30, 1994 and the total risk base capital ratio was 12.75%. These exceed the minimum regulatory requirements of 4.0% and 8.0%, respectively. Total common stockholders' equity totaled $111,768,731 as of June 30, 1994. This is down slightly from December 31, 1993, due primarily to the FASB 115 adjustment. Effective December 31, 1993 the Company adopted this Statement of Financial Accounting Standards No. 115. Under this new accounting standard, the method of classifying investment securities is based on the Company's intended holding period. Accordingly, securities which the Company may sell at its discretion prior to maturity are recorded at their fair value. The aggregate unrealized net gains or losses including the income tax and minority interest effect are recorded as a component of stockholders' equity. At June 30, 1994 aggregate unrealized losses from assets available for sale totaled $2,029,782, while at December 31, 1993 aggregate unrealized gains totaled $3,036,270, resulting in a net decline of $5,066,052 for the first six months of 1994. Net income for the first six months of 1994 totaled $6,000,391. The Company's annualized return on average assets was .84% compared to 1.01% for the same period of 1993. The Company's annualized return on average equity was 10.77% compared to 13.79% one year ago. The Company paid a dividend of $.22 per common share in the first half of 1994 compared to $.19 per common share for the first half of 1993, a 15.8% increase. Dividends for the first half of 1994 totaled $1,736,035. In July of 1994, the Board declared a dividend of $.11 per share compared to a dividend of $.10 per share paid in the third quarter of 1993. During the second quarter of 1994, the Board of Directors authorized a plan to repurchase up to $2 million of the Company's common stock. As of June 30, 1994 the Company had purchased 5,500 shares for a total of $108,025. Also during the first half of 1994, the Company had an increase in common stockholders' equity of $265,088 relating to the exercise of outstanding options on 25,150 shares of common stock. Part I -- Item 2 Page 2 of 7 The debt-to-equity ratio of Brenton Banks, Inc. (the Parent Company) was 11.2% at June 30, 1994. The Parent Company also had $7,246,000 of cash and short-term investments at the end of June 1994. In addition, the Parent Company has a $2 million line of credit with a regional bank that was unused at the end of June. The Parent Company has sufficient liquid assets and additional borrowing capacity should an acquisition or expansion opportunity arise. Brenton Banks, Inc. common stock closed June 1994 at $19.75 per share, which is 140% of book value per share of $14.15. This closing stock price represents a price to trailing twelve months earnings multiple of 11.6 times. Liquidity The Company actively monitors and manages its liquidity position with the objective of maintaining sufficient cash flows to fund operations and meet customer commitments. Federal funds sold, trading account securities, loans held for sale, and investments available for sale are readily marketable assets. Maturities of all investment securities are managed to meet the Company's normal liquidity needs. Other marketable assets may be sold prior to maturity to meet liquidity needs, to respond to market conditions or to adjust the Company's asset/liability management position. Readily marketable assets at June 30, 1994 comprised 25.2% of the Company's total assets. Another general indicator of liquidity is the loan-to-deposit ratio. At June 30, 1994 the loan-to-deposit ratio was 74.4%, up from 64.8% at June 30, 1993. While this is a significant increase in loans and does tighten the liquidity position, it is not high enough to cause liquidity concerns. The Company also has a stable deposit base and relatively low levels of large deposits which results in a low dependence on volatile liabilities. The combination of the high level of marketable assets and the low dependence on volatile liabilities provides sufficient liquidity for the Company at June 30, 1994. Results of Operations The six months ended June 30, 1994, compared to the six months ended June 30, 1993. Net Income Brenton Banks, Inc. recorded net income for the first six months of 1994 of $6,000,391, which is a decline of 11.4% from net Part I -- Item 2 Page 3 of 7 income for the first half of 1993 of $6,773,235. On a per common and common equivalent share basis, net income was $.76 per share for the first half of 1994 compared to $.86 one year ago. This decline was caused primarily by low growth in net interest income as a result of a decline in the net interest margin, modest growth in noninterest income, coupled with normal growth of operating expense. While the results of the first half of 1994 are disappointing, a number of positive actions occurred that will provide future earnings growth for the Company. These include the following: - Strong loan growth which totaled 19.1% growth in average loans. This was due mainly to growth in the consumer and commercial loan portfolios. The Company continues to expand efforts to provide loan origination throughout the state of Iowa. - Continued focus on nontraditional sources of noninterest income. The Company is committed to continued expansion of investment brokerage and insurance activities. In the first half of 1994 the Company opened an additional investment brokerage office in Des Moines and Newton. At June 30, 1994, the Company had 29 on-site brokers at 19 of the Brenton Bank offices throughout the state. - Expansion in key growth communities within the state. Through the Brenton Savings Bank, FSB an office was opened in Ankeny, Iowa during the first half of 1994. Plans are underway to open an additional office in Iowa City within the next six months. - Additional office locations. Brenton announced plans to open our first banking office in a major supermarket to be located in Cedar Rapids. This is a pilot project looking at other distribution systems for Brenton products and services. In addition, a new banking office will be opened in a developing area in Davenport, Iowa. - Expansion of Brenton's corporate and cash management services. In the past year Brenton has expanded its corporate and cash management services dramatically. Sale activities of these products are expanding and have been well received by customers. Net Interest Income Average earnings assets increased 6.4% from the first half of 1993 to the first half of 1994. However, this growth was off set by a decline in the net interest margin, which fell from 4.34% for the first half of 1993 to 4.16% for 1994. The decline in the Part I -- Item 2 Page 4 of 7 margin was primarily due to lower interest rates on earning assets which fell further than the rates on interest-bearing liabilities. Anticipating a tightened net interest margin, the Company focused on growth in loans. This emphasis produced a 19.1% increase in average loans compared to one year ago. However, due to the interest environment the average yield of the loan portfolio declined by 93 basis points from the previous year. The net interest margin for the second quarter of 1994 was 4.22% compared to 4.10% for the first quarter of 1994. During the last two years the Company has improved the sophistication of its asset/liability management system. This simulation process is used to project the results of various interest rate scenarios and alternative investment decisions. Management performs analysis to manage interest rate risk and the Company's net interest margin. At the end of June 1994 the Company's static gap position was negative, meaning that fewer assets are scheduled to reprice within one year than liabilities. This situation would suggest that a decline in interest rates would benefit the Company and that a rise in interest rates would negatively impact net interest margin. The Company believes that this negative impact could partly be neutralized by controlling the timing of rate change on interest- bearing liabilities. This would be more difficult if interest rates rose quickly over a short period of time. Provision for Loan Losses and Asset Quality Brenton's solid loan quality was again demonstrated as nonperforming loans dropped to $3,688,000 at June 30, 1994 from $4,271,000 one year ago. This low level of nonperforming loans is reflected in the nonperforming loan to total loan ratio of .39% at June 30, 1994 compared to .53% one year ago. In comparing to industry averages these ratios are both very good. The Company's reserve for loan losses as a percentage of nonperforming loans was a strong 288.6% at the end of June 1994, and represented 1.12% of total loans at that date. For the first six months of 1994, the provision for loan losses expense was $829,162 compared to $738,827 for the same period one year ago. These provisions are quite low given the size of the loan portfolio and are indicative of the high quality within the portfolio. Noninterest Income Generating noninterest income is crucial to the Company's earning performance, particularly when compressed net interest margins cause modest growth in net interest earnings. For the first half of 1994 total noninterest income (excluding securities transactions) rose to $8,554,745 from $8,251,271 one year ago. Contributing to this improvement were a 9.7% increase in investment Part I -- Item 2 Page 5 of 7 brokerage commissions, a 12.0% growth in insurance commissions and a 15.3% rise in fiduciary income. Two noteworthy declines in noninterest income were experienced in the first half of 1994. The first was service charges on deposit accounts which declined about $77,000 or 2.7%. This decline is a result of lower fees associated with checking accounts. This may be a trend that will continue in the future and is being recognized throughout the industry. The second was a significant decline in secondary market real estate loan fees. The rise in interest rates over the past six months has caused real estate mortgage activity to decline from levels experienced in 1993 when mortgage rates hit a twenty-five year low. Fees associated with secondary market loan activity declined 23.8% from one year ago or $187,000. Over the last two years the Company has expanded its real estate loan origination capability and despite the recent decline in activity, the Company is originating four times the volume of secondary market loans as it did four years ago. The Company will continue to focus on expansion of real estate mortgage banking activities. Noninterest Expense For the first half of 1994 noninterest expense totaled $27,017,198, an increase of 7.3% from one year ago. Salaries and related benefits comprise 58.0% of this total increase due partly to commissions related to increased investment brokerage, insurance and real estate sales activities. In addition, normal salary increases and related fringe benefits added in this increase. Another component of the increase in noninterest expense was occupancy and furniture and equipment expense which rose 10.6% over one year ago due primarily to banking office remodeling associated with our mission to provide premier facilities for our banking customers. The Company's net noninterest margin, which measures operating efficiency, and is a major improvement goal of the Company was 2.48% for the first half of 1994 compared to 2.41% one year ago. Income Taxes The Company's income tax strategies include reducing income taxes by purchasing securities and originating loans which produce tax exempt income. The goal is to maintain the maximum level of tax exempt assets in order to benefit the Company on both a tax equivalent interest yield basis and in income tax savings. The effective rate of income tax expense as a percent of income before income tax and minority interest was 23.6% for the first half of 1994 compared to 26.7% one year ago. Part I -- Item 2 Page 6 of 7 Economy At the end of May 1994 and for the third consecutive month, Iowa's unemployment rate remained a low 3.6%. For the month of May, non-farm employment grew to 1.32 million from 1.29 million one year ago. Additionally, the average manufacturing work week topped 41 hours for the 10th straight month. Iowa's hearty economy was also revealed in May when the value of housing permits issued in major Iowa communities spiraled to $57.8 million, a dramatic increase from the $43.6 million one year earlier. Further, consumer spending was up with sales tax receipts growing to $88.3 million from $87.7 million one year ago. Additional good news came in Iowa's agriculture front as record crops were predicted for both corn and soybeans. This should create a positive attitude towards purchases among Iowa's farmers and ag related businesses. Results of Operations The three months ended June 30, 1994 Compared to the three months ended June 30, 1993. Net Income For the three months ended June 30, 1994, net income totaled $3,106,813 compared to $3,664,169 one year ago. Earnings per common and common equivalent share totaled $.39 for the second quarter of 1994 compared to $.46 for the second quarter of 1993. In analyzing the results of operation there is much similarity in the analysis of the second quarter and the first six months. Primary factors for the earnings decline include modest growth in net interest income, a lack of growth in noninterest income, coupled with normal growth in noninterest expense. Net Interest Income Net interest income for the second quarter of 1994 grew a modest 2.1% compared to second quarter of 1993. Net interest income for the quarter totaled $14,052,450. Growth in earning assets was offset by a decline in the net interest margin, which was 4.22% in 1994 compared to 4.38% in 1993. The decline in the interest margin was due primarily to yields on earning assets falling further than rates paid on interest-bearing liabilities. Provision for Loan Losses The provision for loan losses for the second quarter of 1994 totaled $426,749 an increase of 44.7% over the same period of 1993. While this appears to be a significant increase, provisions for both years are modest in light of the high quality of the loan portfolio. Part I -- Item 2 Page 7 of 7 Noninterest Income Noninterest income in total declined by $232,997 from the second quarter of 1993 to the second quarter of 1994. The major cause of this was a decrease in securities gains in 1994 compared to 1993. In 1994 securities losses of $6,617 were taken in the second quarter compared to gains of $206,185 in the second quarter of 1993. The trends mentioned above in the results of the first half of the year were true for the second quarter. Service charges on deposit accounts declined by 5.5% and fees on secondary market real estate loans were down $202,000 from the second quarter of 1993. Insurance commission and fees increased 12.9% from the prior year's quarter and fiduciary income was up 16.0%. Noninterest Expense As with the results of the first half of the year, noninterest expense grew 7.2% from the prior year's quarter. Salary and related fringe benefit costs were up 5.9% and comprised 43.5% of the total noninterest expense increase. Occupancy expense and furniture and equipment expense were up a combined 10.6%, again relating to new facilities and facility remodeling as part of our mission to provide premier facilities for Brenton customers. The Company's net noninterest margin was 2.49% for the second quarter of 1994 compared to 2.38% for the second quarter of 1993. Looking Ahead Diversifying financial products and services remains a key Company strategy to increase noninterest income, compliment traditional banking products and services and better serve Brenton customers. Management is committed to expanding the financial products and services to include new and emerging financial services. In addition, the Company continues to investigate acquisition opportunities in economic centers throughout Iowa and surrounding states that fit into our growth strategy. PART 2 -- Item 6. Exhibits and Reports on Form 8-K (b) Reports on Form 8-K -- There were no reports on Form 8-K filed for the six months ended June 30, 1994. 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. BRENTON BANKS, INC. ----------------------------------- (Registrant) - - ----------------------------------------------------------------- Dated /s/ Robert L. DeMeulenaere President - - ---------------------------------------------------------------- Dated /s/ Steven T. Schuler Chief Financial Officer and Vice President/Treasurer/Secretary