UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 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 Number: 0-25808 ---------------------------------------- GREAT AMERICAN BANCORP, INC. ---------------------------- Delaware 52-1923366 - - ---------------------------------------------------------------- State or other jurisdiction of (I.R.S. Employer Incorporation or organization) Identification Number) 1311 S. Neil St., P.O. Box 1010, Champaign, IL 61824-1010 - - --------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (217) 356-2265 - - --------------------------------------------------------------- (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. (1) [X] Yes [ ] No (2) [X] Yes [ ] No The Registrant had 1,759,976 shares of Common Stock issued and outstanding as of April 30, 1997. These shares include 105,008 shares held by the Registrant's Employee Stock Ownership Plan ("ESOP") and 62,997 shares held by the Registrant's 1995 Incentive Plan that have not been committed to be released to participants. Table of Contents PART I -- FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Balance Sheets Consolidated Income Statements Consolidated Statements of Cash Flows Item 2. Management's Discussion and Analysis or Plan of Operation PART II -- OTHER INFORMATION Item 1. Legal Proceedings Item 2. Changes in Securities Item 3. Defaults Upon Senior Securities Item 4. Submission of Matters to a Vote of Security Holders Item 5. Other Information Item 6. Exhibits and Reports on Form 8-K SIGNATURES Great American Bancorp, Inc. and Subsidiary Consolidated Balance Sheets As of March 31, 1997 and December 31, 1996 (unaudited, in thousands) March 31, December 31, 1997 1996 Assets -------- -------- Cash and due from banks $ 4,272 $ 6,361 Interest-bearing demand deposits 21,413 20,049 -------- -------- Cash and cash equivalents 25,685 26,410 Interest-bearing time deposits -- 2,000 Investment securities Available for sale -- -- Held to maturity 6,296 3,400 -------- -------- Total investment securities 6,296 3,400 Loans 97,181 91,817 Allowance for loan losses (408) (374) -------- -------- Net loans 96,773 91,443 Premises and equipment 7,237 7,306 Federal Home Loan Bank stock 454 454 Other assets 1,453 1,356 -------- -------- Total assets $ 137,898 $ 132,369 ======== ======== Liabilities Deposits Noninterest bearing $ 4,618 $ 4,253 Interest bearing 102,746 96,461 -------- -------- Total deposits 107,364 100,714 Other liabilities 1,362 1,193 -------- -------- Total liabilities 108,726 101,907 -------- -------- (Continued) Great American Bancorp, Inc. and Subsidiary Consolidated Balance Sheets (Continued) As of March 31, 1997 and December 31, 1996 (unaudited, in thousands) Commitments and Contingent Liabilities Stockholders' Equity Preferred stock, $0.01 par value Authorized and unissued -- 1,000,000 shares -- -- Common stock, $0.01 par value Authorized -- 7,000,000 shares Issued -- 2,052,750 shares Outstanding -- 1,588,478 and 1,671,691 shares 21 21 Paid-in-capital 19,516 19,486 Retained earnings -- substantially restricted 15,964 15,938 -------- -------- 35,501 35,445 Less: Treasury stock -- 292,774 and 200,144 shares (4,343) (2,875) Unearned employee stock ownership plan shares -- 107,148 and 113,566 shares (1,071) (1,136) Unearned incentive plan shares -- 64,350 and 67,349 shares (915) (972) -------- -------- Total stockholders' equity 29,172 30,462 -------- -------- Total liabilities and stockholders' equity $ 137,898 $ 132,369 ======== ======== See notes to consolidated financial statements. Great American Bancorp, Inc. and Subsidiary Consolidated Income Statements For the Three Months Ended March 31, 1997 and 1996 (unaudited, in thousands except share data) 1997 1996 -------- -------- Interest income Loans $ 2,062 $ 1,678 Investment securities Taxable 82 96 Tax exempt 3 5 Deposits with financial institutions and other 288 298 -------- -------- Total interest income 2,435 2,077 -------- -------- Interest expense Deposits 1,052 741 Other 8 7 -------- -------- Total interest expense 1,060 748 -------- -------- Net Interest Income 1,375 1,329 Provision for loan losses 39 50 -------- -------- Net Interest Income After Provision for Loan Losses 1,336 1,279 -------- -------- Noninterest income Income from joint venture 5 15 Commissions 8 9 Service charges on deposit accounts 94 87 Other customer fees 34 12 Net gains on loan sales -- 19 Other income 17 23 -------- -------- 158 165 -------- -------- (Continued) Great American Bancorp, Inc. and Subsidiary Consolidated Income Statements (Continued) For the Three Months Ended March 31, 1997 and 1996 (unaudited, in thousands except share data) Noninterest Expenses Salaries and employee benefits 615 575 Net occupancy and equipment expenses 191 169 Data processing fees 53 49 Deposit insurance expense 14 51 Legal and professional fees 61 61 Director fees 25 35 Marketing and advertising expenses 42 32 Other expenses 164 166 -------- -------- Total noninterest expense 1,165 1,138 -------- -------- Income Before Income Tax 329 306 Income tax expense 138 134 -------- -------- Net income $ 191 $ 172 ======== ======== Per Share Data: Earnings per share Assuming no dilution Net income $ 0.12 $ 0.09 Average number ======== ======== of shares 1,642,221 1,900,366 ======== ======== Assuming full dilution: Net income $ 0.10 $ 0.08 Average number ======== ======== of shares 1,820,405 2,056,260 ======== ======== Dividends $ 0.10 $ 0.28 ======== ======== See notes to consolidated financial statements. Great American Bancorp, Inc. and Subsidiary Consolidated Statements of Cash Flows For the Three Months Ended March 31, 1997 and 1996 (unaudited, in thousands) 1997 1996 -------- -------- Operating Activities Net income $ 191 $ 172 Adjustments to reconcile net income to net cash provided by operating activities: Provision for loan losses 39 50 Depreciation 111 90 Amortization of deferred loan fees (7) (4) Deferred income tax (34) -- Investment securities accretion, net (1) -- Net gain on loan sales -- (19) Employee stock ownership plan compensation expense 100 95 Incentive plan expense 52 44 Loans originated for sale -- (2,285) Proceeds from sales of loans originated for resale -- 2,304 Net change in Other assets (97) (329) Other liabilities 209 25 -------- -------- Net cash provided by operating activities 563 143 -------- -------- (Continued) Great American Bancorp, Inc. and Subsidiary Consolidated Statements of Cash Flows (Continued) For the Three Months Ended March 31, 1997 and 1996 (unaudited, in thousands) Investing Activities Net change in interest-bearing time deposits 2,000 -- Purchase of securities held to maturity (2,995) (1,000) Proceeds from maturities of securities held to maturity 100 -- Proceeds from sale of Federal Home Loan Bank stock -- 29 Net change in loans (5,362) (549) Purchase of premises and equipment (42) (60) -------- -------- Net cash used by investing activities (6,299) (1,580) -------- -------- Financing Activities Net change in Noninterest-bearing, interest- bearing demand and savings deposit 1,809 1,675 Certificates of deposit 4,841 2,561 Cash dividends (171) (535) Purchase of stock for incentive plan -- (1,185) Purchase of stock under repurchase programs (1,468) -- -------- -------- Net cash provided by financing activities 5,011 2,516 -------- -------- Net Change in Cash and Cash Equivalents (725) 1,079 Cash and Cash Equivalents, Beginning of Period 26,410 25,037 -------- -------- Cash and Cash Equivalents, End of Period $ 25,685 $ 26,116 ======== ======== (Continued) Great American Bancorp, Inc. and Subsidiary Consolidated Statements of Cash Flows (Continued) For the Three Months Ended March 31, 1997 and 1996 (unaudited, in thousands) Additional Cash Flows Information Interest paid $ 1,067 $ 795 ======== ======== Income tax paid $ -- $ 251 ======== ======== See notes to consolidated financial statements. Great American Bancorp, Inc. and Subsidiary Notes to Consolidated Financial Statements 1. Background Information Great American Bancorp, Inc. (the "Company") was incorporated on February 23, 1995 and on June 30, 1995 acquired all of the outstanding shares of common stock of First Federal Savings Bank of Champaign-Urbana, ("the "Bank") upon the Bank's conversion from a federally chartered mutual savings bank to a federally chartered stock savings bank. The Company purchased 100% of the outstanding capital stock of the Bank using 50% of the net proceeds from the Company's initial stock offering which was completed on June 30, 1995. The Company sold 2,052,750 shares of common stock in the initial offering at $10 per share. The Company began trading on the NASDAQ Stock Market on June 30, 1995 under the symbol "GTPS". In November, 1995, the Company's Board of Directors voted to change the Company's fiscal year end from September 30 to December 31, beginning with December 31, 1995. 2. Statement of Information Furnished The accompanying unaudited consolidated financial statements have been prepared in accordance with Form 10-QSB instructions and Item 310(b) of Regulation S-B, and in the opinion of management contain all adjustments necessary to present fairly the financial position as of March 31, 1997 and December 31, 1996, the results of operations for the three months ended March 31, 1997 and 1996, and the cash flows for the three months ended March 31, 1997 and 1996. All adjustments to the financial statements were normal and recurring in nature. These results have been determined on the basis of generally accepted accounting principles. The results of operations for the three months ended March 31, 1997 are not necessarily indicative of the results to be expected for the entire fiscal year. The consolidated financial statements are those of the Company and the Bank. These consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company's 1996 Annual Report to Shareholders. PART I -- Item 2. GREAT AMERICAN BANCORP, INC. Management's Discussion and Analysis or Plan of Operation Great American Bancorp, Inc. (the "Company") is the holding company for First Federal Savings Bank of Champaign-Urbana (the "Bank"). The Bank operates a wholly owned subsidiary, Park Avenue Service Corporation ("PASC"). PASC engages in the sale of fixed-rate, tax deferred annuities and real estate development ventures. In August, 1996, PASC also began offering full service brokerage activities through Scout Brokerage Services, Inc., a subsidiary of United Missouri Bank. Financial Condition Total assets increased from $132,369,000 at December 31, 1996 to $137,898,000 at March 31, 1997, an increase of $5,529,000 or 4.2%. This growth was mainly due to increases in investment securities held to maturity and net loans offset by decreases in cash and due from banks and interest-bearing time deposits. Investment securities held to maturity increased by $2,896,000, from $3,400,000 at December 31, 1996 to $6,296,000 at March 31, 1997. The securities purchased were all callable Agency securities with maturities ranging from one to two years. Net loans increased by $5,330,000, or 5.8%, from $91,443,000 at December 31, 1996 to $96,773,000 at March 31, 1997. The growth in loans occurred mainly in one-to four-family, multi-family residential, and commercial loans. One-to four-family residential loans increased from $51,710,000 at December 31, 1996 to $52,692,000 at March 31, 1997, an increase of $982,000, or 1.9%. Multi family loans increased from $9,446,000 at December 31, 1996 to $13,284,000 at March 31, 1997, an increase of $3,838,000, or 40.6%. The majority of this increase related to one loan secured by several apartment buildings. Commercial loans increased $242,000 or 2.5% from $9,861,000 at December 31, 1996 to $10,103,000 at March 31, 1997. Security purchases and loan growth were funded by an increase in deposits and by the reduction in cash and due from banks and interest-bearing time deposits. Total deposits increased from $100,714,000 at December 31, 1996 to $107,364,000 at March 31, 1997, an increase of $6,650,000, or 6.6%. The increase in total deposits was due to increases in all categories: demand deposits, NOW accounts, passbook savings accounts, and certificates of deposit. Demand deposits, NOW accounts, and passbook savings accounts increased by $1,809,000, or 4.5% from $40,186,000 at December 31, 1996 to $41,995,000 at March 31, 1997. This increase was mainly the result of three new deposit products introduced in January, 1997 and increased marketing efforts to promote these products. Certificates of deposit increased by $4,841,000, or 8.0% from $60,529,000 at December 31, 1996 to $65,370,000 at March 31, 1997. The growth was mainly in certificates of deposits maturing in 18 months to 2 1/2 years. Total stockholders' equity decreased $1,290,000 from $30,462,000 at December 31, 1996 to $29,172,000 at March 31, 1997. Book value per share increased from $18.22 at December 31, 1996 to $18.36 at March 31, 1997. The decrease in stockholders' equity is summarized as follows (in thousands): Stockholders' equity, December 31, 1996 $ 30,462 Net income 191 Purchase of treasury stock (1,468) Dividends declared (165) Incentive plan shares allocated 52 ESOP shares allocated 100 ------ Stockholders' equity, March 31, 1997 $ 29,172 ====== On February 28, 1997, the Company completed the repurchase of 5% of the Company's common stock or 92,630 shares at an average price of $15.84 per share. The repurchased shares will be held as treasury shares to be used for general corporate purposes. Results of Operations Comparison of Three Month Periods Ended March 31, 1997 and 1996 Net income was $191,000 for the three months ended March 31, 1997, compared to $172,000 for the three months ended March 31, 1996. This represents a $19,000, or 11.1% increase. Primary earnings per share were $0.12 for the three months ended March 31, 1997, compared to $0.09 for the three months ended March 31, 1996. Fully diluted earnings per share were $0.10 in 1997, compared to $0.08 in 1996. Net income for the three months ended March 31, 1997 was higher due to an increase in net interest income offset by a decrease in other income and an increase in other expenses. Net interest income was $1,375,000 for the quarter ended March 31, 1997 compared to $1,329,000 for the same quarter in 1996, an increase of $46,000 or 3.5%. Interest income was $2,435,000 for the three months ended March 31, 1997 compared to $2,077,000 for the same period in 1996, an increase of $358,000, or 17.2%. Interest income on loans for the three months ended March 31, 1997 was $2,062,000, $384,000 or 22.9%, greater than the $1,678,000 recorded for the same period in 1996. Interest income on investment securities for the three months ended March 31, 1997 was $85,000, $16,000, or 15.8%, lower than the $101,000 experienced for the same period in 1996. The increase in interest income on loans was due to higher average balances in 1997. Average total loans for the three months ended March 31, 1997 were $96,053,000 compared to $77,602,000 for the same period in 1996, an increase of $18,451,000, or 23.8%. While average balances of all loan categories increased, the majority of this increase was in mortgage loans and consumer loans. Total mortgage loans averaged $77,000,000 for the three months ended March 31, 1997, compared to $59,857,000 for the three months ended March 31, 1996, an increase of $17,143,000, or 28.6%. Average total consumer loans were $10,516,000 during the three months ended March 31, 1997, an increase of $880,000, or 9.1% over the $9,636,000 average balance during the same period in 1996. Average commercial loans increased by $428,000, or 5.3% from $8,109,000 for the three months ended March 31, 1996 to $8,537,000 during the same period in 1997. The growth in mortgage loans was primarily in one-to four-family and multi-family residential loans and was due to increased marketing efforts targeted toward these types of loans. The increase in consumer loans was due to several consumer loan promotions held during 1996. The average yield on loans was 8.59% for the three months ended March 31, 1997 compared to 8.65% for the three months ended March 31, 1996. The average yields on commercial and consumer loans were slightly lower in 1997 due to a decline in the prime rate in February, 1996. The average yield on mortgage loans for 1997 was unchanged from the average yield on mortgage loans for 1996. The average prime rate was 8.34% during the three months ended March 31, 1997, compared to 8.26% during the same period ended March 31, 1997. While interest income on loans was higher, interest income on investment securities and deposits with financial institutions and other decreased by $26,000, or 6.5% from $399,000 for the three months ended March 31, 1996 to $373,000 for the three months ended March 31, 1997. The decrease was mainly attributable to lower overall average balances due to the liquidation of $6,000,000 of available for sale securities in November, 1996. The average balance of investment securities and deposits with financial institutions and other declined from $29,429,000 for the three months ended March 31, 1996 to $28,260,000 for the three months ended March 31, 1997, a decrease of $1,169,000, or 4.0%. The average yield on investment securities and deposits with financial institutions and other declined from 5.41% for the three months ended March 31, 1996 to 5.35% for the same period ended in 1997. Interest expense increased by $312,000, or 41.7% from $748,000 for the three months ended March 31, 1996 to $1,060,000 for the same period in 1997. The increase was mainly attributable to growth in deposits during 1996 and in 1997. Average total deposits increased from $83,853,000 in the first three months of 1996 to $105,713,000 during the same period in 1997, an increase of $21,860,000, or 26.1%. Most of this growth occurred in higher rate certificates of deposit, mainly certificates maturing in 18 months to 2 1/2 years. The average rates on deposits were 4.07% and 3.60% for the three months ended March 31, 1997 and 1996, respectively. Net interest income as a percent of average interest earning assets was 4.49% for the three months ended March 31, 1997 versus 4.99% for the same period in 1996. The spread between the yield on interest earning assets and the rate on interest bearing liabilities was 3.78% and 4.15% for the three months ended March 31, 1997 and 1996, respectively. The provision for loan losses was $39,000 for the three months ended March 31, 1997, compared to $50,000 for the same period in 1996. The lower provision for 1997 reflects management's decision to decrease the monthly provision for loan losses as a result of a decrease in non-performing loans and decreased charge-off activity occurring in the first three months of 1997. Non-performing loans, which are loans past due 90 days or more and non accruing loans, totaled $217,000 at March 31, 1997, compared to $548,000 at March 31, 1996. Non-performing loans at March 31, 1997 were comprised of five residential mortgage borrowers with balances totaling $94,000, four consumer borrowers with secured balances totaling $39,000 and unsecured balances totaling $27,000, and one commercial borrower with a secured balance totaling $57,000. All of these loans are 90 days or more past due, with $20,000 of the total in non-accrual status at March 31, 1997. Loans charged-off in 1997 totaled $5,000, with no recoveries. Total charge-offs in the first three months of 1996 were $25,000 with no recoveries. The ratios of the Company's allowance for loan losses to total loans and allowance for loan losses to nonperforming loans were .42% and 188.02%, respectively, at March 31, 1997, compared to .37% and 53.28%, respectively, at March 31, 1996. Noninterest income totaled $158,000 for the three months ended March 31, 1997, compared to $165,000 for the same period in 1996. The decrease in noninterest income was due to loans sold during 1996 which generated net gains of $19,000. There were no loans sold during 1997. Other customer fees were $34,000 in 1997 compared to $12,000 in 1996 due to increases in ATM fees, credit card fees and safety deposit box rentals. Noninterest expense was $1,165,000 for the three months ended March 31, 1997, compared to $1,138,000 recorded for the three months ended March 31, 1996, an increase of $27,000, or 2.4%. The increase was mainly due to higher salaries and employee benefits and net occupancy and equipment expenses, offset by a decrease in deposit insurance expense. Salaries and employee benefits expense was $40,000, or 7.0% higher in the first three months ended March 31, 1997 as compared to the same period in 1996, due to normal pay increases and higher compensation expense recorded for stock based benefit plans implemented in February, 1996. Net occupancy and equipment expenses were $22,000, or 13.0% higher in the first three months of 1997 due to an increase in depreciation expense mainly related to the purchase of check processing and imaging equipment in January, 1997. The Bank began to process checks in-house in January, 1997. Previously, a correspondent bank provided this service. Total income taxes increased by $4,000, or 3.0% from $134,000 for the three months ended March 31, 1997 to $138,000 for the same period in 1996. The increase in income taxes was mainly due to the increased earnings. The effective tax rates for the three months ended March 31, 1997 and 1996, were 41.95% and 43.79%, respectively. Liquidity and Capital Resources The Bank's primary sources of funds are deposits and principal and interest payments on loans. While maturities and scheduled amortization of loans are predictable sources of funds, deposit flows and mortgage prepayments are greatly influenced by general interest rates, economic conditions, and competition. The Company's initial stock offering, which was completed on June 30, 1995, contributed substantially to the Company's overall liquidity levels. The Office of Thrift Supervision ("OTS"), the Company's and the Bank's primary regulator, requires the Bank to maintain minimum levels of liquid assets. Currently, the required ratio is 5%. The Bank's liquidity ratios were 25.56% and 18.87% at March 31, 1997 and December 31, 1996, respectively, well above the required minimum. A review of the Consolidated Statements of Cash Flows included in the accompanying financial statements shows that the Company's cash and cash equivalents ("cash") decreased $725,000 for the three months ended March 31, 1997, compared to an increase of $1,079,000 for the three months ended March 31, 1996. During the three months ended March 31, 1997, cash was primarily provided from earnings, matured time deposits, and increases in demand and savings deposits and certificates of deposit. During 1997, cash was primarily used to fund loan originations, purchase securities held to maturity, purchase treasury stock under repurchase programs, and to pay dividends. During the three months ended March 31, 1996, cash was primarily provided from earnings, proceeds from the sale of loans, and increases in demand and savings deposits and certificates of deposit. During the first three months of 1996, cash was primarily used to fund loan originations, purchase securities held to maturity, purchase stock for stock based benefit plans, and to pay dividends. The Bank's primary investment activities during the three months ended March 31, 1997 was the origination of loans, and the purchase of securities held to maturity. During the three months ended March 31, 1997 and March 31, 1996, the Bank originated mortgage loans in the amounts of $15,695,000 and $7,166,000, respectively, commercial loans in the amounts of $2,277,000 and $3,145,000, respectively, and consumer loans in the amounts of $2,588,000 and $2,885,000, respectively. Approximately $8,800,000 of the total mortgage loans originated was participated to other financial institutions at the time of origination. As of March 31, 1997, the Bank had outstanding commitments (including undisbursed loan proceeds) of $1,242,000. The Bank anticipates it will have sufficient funds available to meet its current loan origination commitments. Certificates of deposit which are scheduled to mature in one year or less from March 31, 1997 totaled $40,697,000. Management believes a significant portion of such deposits will remain with the Bank. The OTS capital regulations require savings institutions to meet three capital standards: a 1.5% tangible capital standard; a 3% leverage (core capital) ratio and an 8% risk-based capital standard. The core capital requirement is effectively 4%, since OTS regulations stipulate that, effective December 19, 1992, an institution with less than 4% core capital will be deemed to be "undercapitalized." As of March 31, 1997, the Bank's capital percentages for tangible capital of 18.59%, core capital of 18.59%, and risk-based capital of 33.45% significantly exceed the regulatory requirement for each category. PART II -- OTHER INFORMATION Item 1. Legal Proceedings The Company is involved in various legal actions incident to its business, none of which is believed by management to be material to the financial condition of the Company. Item 2. Changes in Securities 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 a. Exhibits 3.1 Certificate of Incorporation of Great American Bancorp, Inc.* 3.2 By-laws of Great American Bancorp, Inc.* 11.0 Computation of earnings per share (filed herewith) b. Report on Form 8-K 1. On January 17, 1997, the Registrant filed a Current Report on Form 8-K reporting information under Items 5 and 7, incorporating by reference a press release dated January 17, 1997 relating to the Registrant's fiscal year 1996 unaudited results and the Registrant's annual meeting date. 2. On March 12, 1997, the Registrant filed a Current Report on Form 8-K reporting information under Items 17 & 22 relating to the Registrant's completion of a stock repurchase program and the appointment by the Company's subsidiary First Federal Savings Bank of three new directors. _______________ * Incorporated herein by reference into this document from Form S-1 Registration Statement, as amended, filed on March 24, 1995, Registration No. 33-90614. 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. Great American Bancorp, Inc. Dated: May 15, 1997 /s/ George R. Rouse --------------------- ---------------------------- George R. Rouse President and Chief Executive Officer Dated: May 15, 1997 /s/ Jane F. Adams --------------------- ---------------------------- Jane F. Adams Chief Financial Officer, Secretary and Treasurer Exhibit 11.0 Statement Regarding Computation of Earnings Per Share For the Three Months Ended March 31, 1997 and 1996 (unaudited) 1997 1996 --------- --------- Assuming no dilution: Net income (in thousands) $ 191 $ 172 ========= ========= Weighted average number of shares: Average shares outstanding 1,622,306 1,896,856 Average incremental shares related to stock options 19,915 3,510 --------- --------- 1,642,221 1,900,366 ========= ========= Earnings per share assuming no dilution $ 0.12 $ 0.09 ========= ========= Assuming full dilution: Net income (in thousands) $ 191 $ 172 ========= ========= Weighted average number of shares: Average shares issued 2,052,750 2,052,750 Average incremental shares related to stock options 19,915 3,510 Average treasury shares (252,260) -- --------- --------- 1,820,405 2,056,260 ========= ========= Earnings per share assuming full dilution $ 0.10 $ 0.08 ========= =========