SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended September 30, 1997 OR [ ] 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 0-21687 IFB HOLDINGS, INC. - ----------------------------------------------------------------- (Exact name of Registrant as specified in its Charter) Delaware 43-1760023 - ----------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer Identification incorporation or organization) Number) 522 Washington Street, Chillicothe, Missouri 64601 - ----------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (660) 646-3733 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 common stock as of the latest practicable date. Class Outstanding at September 30, 1997 - ----------------------------------------------------------------- Common stock, $01 par value 592,523 IFB HOLDINGS, INC. FORM 10-QSB Index Part I. Financial Information Item 1 Financial Statements Page Consolidated Statements of Financial Condition as of September 30, 1997 (unaudited) and June 30, 1997 2 Consolidated Statements of Income for the Three Months ended September 30, 1997 and 1996 (unaudited) 3 Consolidated Statements of Changes in Stockholders' Equity for the Three Months ended September 30, 1997 (unaudited) 4 Consolidated Statements of Cash Flows for the Three Months ended September 30, 1997 and 1996 (unaudited) 5 Notes to Unaudited Consolidated Financial Statements 7 Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations 10 Part II. Other Information Item 1 Legal Proceedings 15 Item 2 Changes in Securities 15 Item 3 Default upon Senior Securities 15 Item 4 Submission of Matters to a Vote of Security Holders 15 Item 5 Other Information 15 Item 6 Exhibits and Reports on Form 8-K 15 Signature Page 16 IFB HOLDINGS, INC. Consolidated Statements of Financial Condition September 30, June 30, 1997 1997 (Unaudited) ASSETS (In thousands) Cash on hand and noninterest-earning deposits $ 508 $ 581 Interest-earning deposits in other institutions 1,492 2,422 Investment securities: Securities available-for-sale at fair value 5,834 4,760 Securities held-to-maturity at amortized cost 1,212 2,209 Mortgage-backed and related securities available-for-sale, at fair value 21,217 18,501 Loans receivable, net 31,702 29,962 Accrued interest receivable 555 446 Investment required by law: FHLB and FRB stock, at cost 1,118 897 Premises and equipment 405 357 Other assets 93 85 Total assets $ 64,136 $ 60,220 LIABILITIES AND STOCKHOLDERS' EQUITY Deposits $ 34,201 $ 34,980 Advances from Federal Home Loan Bank 20,696 16,265 Advances from borrowers for taxes and insurance 44 33 Income taxes payable 202 144 Accrued expenses and other liabilities 163 157 Total liabilities $ 55,306 $ 51,579 Preferred stock, $.01 par value; authorized 100,000 shares; none outstanding $ - $ - Common stock, $.01 par value; authorized 900,000 shares, issued 592,523 shares at September 30, 1997 and June 30, 1997 59 59 Additional paid-in capital 5,481 5,477 Retained earnings, substantially restricted 3,708 3,559 Less: Common stock acquired by the ESOP (410) (421) Unrealized loss on securities available-for-sale, net of applicable deferred income taxes (8) (33) Total stockholders' equity $ 8,830 $ 8,641 Total liabilities and stockholders' equity $ 64,136 $ 60,220 See accompanying Notes to Unaudited Consolidated Financial Statements IFB HOLDINGS, INC. Consolidated Statements of Income (Unaudited) Three Months Ended September 30, 1997 1996 (In thousands except share data) Interest income: Loans receivable $ 645 $ 585 Investment securities 109 62 Mortgage-backed and related securities 341 310 Other interest-earning assets 12 10 Total interest income 1,107 967 Interest expense: Deposits 398 409 FHLB Advances 268 210 Total interest expense 666 619 Net interest income 441 348 Provision for loan losses - - Net interest income after provision for loan losses 441 348 Noninterest income: Fees and service charges 55 53 Gain on sales or mortgage-backed securities 8 - Other 9 12 Total noninterest income 72 65 Noninterest expense: Compensation and benefits 170 136 Occupancy and equipment 26 19 SAIF deposit insurance premiums 5 251 Other 55 53 Total noninterest expense 256 459 Income (loss) before income taxes 257 (46) Income tax expense 108 (20) Net income (loss) 149 (26) Earnings per share: Primary and fully diluted $0.27 n/a Weighted average number of shares outstanding: Primary and fully diluted 547,333 n/a See accompanying Notes to Unaudited Consolidated Financial Statements IFB HOLDINGS, INC. Consolidated Statements of Changes in Stockholders' Equity (Unaudited) Unrealized Gain (Loss) Securities Available- For-Sale, Net of Common Applicable Additional Stock Deferred Common Paid-In Retained Acquired Income Stock Capital Earnings by ESOP Taxes Total (In thousands) Three Months Ended September 30, 1997 Balance at June 30, 1997 $59 $5,477 $3,559 $(421) ($33) $8,641 Additions (deductions) for the three months ended September 30, 1997 Net income - - 149 - - 149 Compensation expense related to ESOP - 4 - - - 4 Reduction of ESOP obligation - - - 11 - 11 Unrealized gain (loss) on securities available-for- sale, net of deferred Income tax of $13,000 - - - - 25 25 Balance, September 30, 1997 $59 $5,481 $3,708 ($410) ($8) $8,830 See accompanying Notes to Unaudited Consolidated Financial Statements IFB HOLDINGS, INC. Consolidated Statements of Cash Flows (Unaudited) Three Months Ended March 31, 1997 1996 (In thousands) Cash flow from operating activities: Net income (loss) $ 149 $ (26) Adjustments to reconcile net earnings to net cash provided by operating activities: Net loss (gain) on sale of investments (8) - Depreciation 12 10 Amortization of premiums and discounts 3 3 Compensation expense related to ESOP 15 - Decrease (increase) in interest receivable (109) (77) Decrease (increase) in other assets (8) (20) Increase (decrease) in income tax payable 58 (72) Increase (decrease) in other liabilities 6 179 Net cash provided by operating activities $ 118 $ (3) Cash flow from investing activities: Loans purchased (1,387) (213) (Increase) decrease in loans, net (353) (274) Proceeds from sales of available-for-sale investment securities 491 - Proceeds from maturities of investment securities 1,000 - Purchase of available-for-sale investment securities (1,544) (155) Purchase of available-for-sale mortgage-backed and related securities (3,437) (1,485) Principal collected on repayments and maturities of available-for-sale mortgage-backed and related securities 728 703 Purchase of FHLB and FRB stock (222) (49) Purchase of equipment (60) (4) Net cash provided (used) by investing activities ($4,784) ($1,477) Cash flows from financing activities: Net increase (decrease) in deposits (779) (303) Net increase (decrease) in advances from borrowers for taxes and insurance 11 13 Proceeds from FHLB advances 7,650 8,200 Principal payments on FHLB advances (3,219) (6,213) Net cash provided (used) by financing activities 3,663 1,697 Increase (decrease) in cash and cash equivalents (1,003) 217 Cash and cash equivalents at beginning of period 3,003 2,080 Cash and cash equivalents at end of period $2,000 $2,297 IFB HOLDINGS, INC. Consolidated Statements of Cash Flows (Unaudited) Three Months Ended September 30, 1997 1996 (In thousands) Supplemental cash flow disclosures: Cash paid for: Interest $339 $322 Income Taxes $ 65 $ 36 Noncash activity: Loans transferred to real estate owned $ - $ - See accompanying Notes to Unaudited Consolidated Financial Statements (1) Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with Generally Accepted Accounting Principles (GAAP) for interim financial information and with the instructions to Form 10-QSB and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of only normal recurring accruals) necessary for a fair presentation have been included. The results of operations and other data for the three month period ended September 30, 1997 are not necessarily indicative of results that may be expected for the entire fiscal year ending June 30, 1998. The unaudited consolidated financial statements include the amounts of IFB Holdings, Inc. (the "Holding Company") and its wholly-owned subsidiary, Investors Federal Bank, National Association, (the "Bank"), and the Bank's wholly-owned subsidiary, Investors Federal Service Corporation for the three months ended September 30, 1997. The consolidated financial statements for the prior periods include accounts of the Bank and its subsidiaries. Material intercompany accounts and transactions have been eliminated in consolidation. (2) Conversion to Stock Ownership and National Bank The Board of Directors of the Bank, on September 23, 1996, unanimously adopted a Plan of Conversion pursuant to which the Bank converted from a federally chartered mutual savings bank to a federally chartered stock savings bank, with the concurrent formation of the Holding Company. The Holding Company, on December 30, 1996, sold 592,523 shares of common stock at $10.00 per share during the subscription offering. The proceeds from the conversion, after recognizing conversion expenses and underwriting costs of approximately $403,000, were $5,522,000 and are recorded as common stock and additional paid in capital on the accompanying unaudited consolidated statement of financial condition. The Holding Company utilized approximately $2,762,000 of the net proceeds to purchase all of the capital stock of the Bank. On January 30, 1997, the Bank changed its charter from a federally chartered savings bank to a national bank. The Bank has established for eligible employees an Employee Stock Ownership Plan ("ESOP") in connection with the conversion. The ESOP borrowed $474,010 from the Holding Company and purchased 47,401 common shares issued in the conversion. The Bank is making the scheduled discretionary cash contributions to the ESOP sufficient to service the amount borrowed. To date, the Bank has made payments of $91,823 ($64,449 principal) to the Holding Company. The $409,561 ESOP obligation ($474,010 in stock issued by the Holding Company on December 30, 1996 less the principal payments made by the Bank) is reflected in the accompanying consolidated financial statements as a charge to unearned compensation and a credit to common stock and paid-in capital. The unamortized balance of unearned compensation is shown as a deduction of stockholders' equity. The unpaid balance of the ESOP loan is eliminated in consolidation. (3) Earnings Per Share On December 30, 1996, 592,523 shares of the Company's stock were issued, including 47,401 shares issued to the ESOP. Earnings per share amounts for the three month period ended September 30, 1997 are based upon 547,333 shares, exclusive of unallocated shares issued to the ESOP, as though those shares were outstanding for the entire period. (4) Commitments and Contingencies Commitments to originate and purchase mortgage loans of $537,000 at September 30, 1997, represent amounts which the Bank plans to fund within the normal commitment period of sixty to ninety days. As of September 30, 1997, the Bank had no commitments to purchase mortgage-backed securities, CMOs or investment securities. The Bank had no commitments outstanding to sell mortgage loans, mortgage-backed securities, CMOs or investment securities at September 30, 1997. (5) Reclassification None. (6) Recent Accounting Developments The Financial Accounting Standards Board (the "FASB") recently adopted or issued proposals and guidelines which may have a significant impact on the accounting practices of commercial enterprises in general and financial institutions in particular. SFAS No. 123, Accounting for Stock-Based Compensation, is effective for fiscal years beginning after December 15, 1995. This statement established financial accounting and reporting standards for stock-based employee compensation plans, including stock option plans. These plans include all arrangements by which employees receive shares of stock or other equity investments of the employer or where an employer incurs liabilities to employees in amounts based on the price of the employer's stock. This statement also applies to transactions in which an entity issues its equity instruments to acquire goods and services from nonemployees. SFAS 128, "Earnings Per Share", will be adopted for the three months ending December 31, 1997 as required by the statement. This statement revises the method of computing "basic" and "diluted" earnings per share, which replaces the current "primary" and "fully diluted" earnings per share. Basic earnings per share does not include the effect of common stock equivalents such as stock options, which were included in primary earnings per share. The Company has a simple capital structure since it has no convertible securities or options; therefore, it will present only basic earnings per share. SFAS No. 130, "Reporting Comprehensive Income," will be adopted July 1, 1998. This statement provides accounting and reporting standards to report a measure of all changes in equity of an enterprise that results from recognized transactions and economic events of the period. The major component of comprehensive income for the Company will be unrealized gains and losses on certain investments in debt and equity securities. Management has not determined the effect on the financial position or the results of operations that adoption of SFAS 123, 128, and 130 will have. (7) Subsequent Event-Officer, Director and Employee Plans The Company's Board of Directors has approved a stock option and incentive plan and a recognition and retention plan (RRP) which are to be submitted to the Company's shareholders for their approval at the Annual meeting in November, 1997. Stock Option and Incentive Plan If approved, the plan will be implemented for the benefit of directors, officers and employees of the Company and its affiliates. The maximum number of shares to be issued from authorized but not currently outstanding shares under the plan is 59,252 or 10% of the total shares issued in the conversion. The exercise price of the options shall not be less than the common stock market value at the date the options are granted. Recognition and Retention Plan If approved, the RRP would award shares authorized but not currently outstanding to directors and to employees in key management positions in order to provide them with a proprietary interest in the Company in a manner designed to encourage such employees to remain with the Company. The maximum number of shares authorized under the plan is 23,700 or 4% of the total shares issued in the conversion. Under the terms of the stock option and incentive plan, the effective date of the plan would be January 1, 1998. The term of the plan would be ten years. The future impact of the plan would be to increase (1) the number of outstanding shares of common stock, and (2) compensation expense, and decrease (1) net income per share, and (2) book value per share. It is not possible to quantify the effect on the financial position or results of operations from implementing the plan at this time. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS General IFB Holdings, Inc. was organized, as a Delaware corporation, in October 1996 at the direction of the Bank's Board of Directors to acquire all of the capital stock that the Bank issued upon its conversion from mutual to stock form of ownership. The business of the Holding Company consists primarily of the business of the Bank. There are no current arrangements, understandings or agreements to expand its business activities or make any business acquisitions. Investors Federal Bank, National Association was originally founded in 1934 as a federally chartered savings and loan association located in Chillicothe, Missouri under the name Chillicothe Federal Savings and Loan Association. In 1974, the Bank changed its name to Investors Federal Savings and Loan Association, and in 1988 the Bank changed its name to Investors Federal Bank and Savings Association. On December 30, 1996, the Bank completed a conversion from mutual to stock ownership. On January 30, 1997, the Bank changed its charter to a national bank charter and its name to Investors Federal Bank, National Association. Its deposits are insured up to the maximum allowable amount by the Federal Deposit Insurance Corporation (the "FDIC"). The Bank serves Livingston, Caldwell, and Daviess Counties, Missouri. The Bank conducts business through its main office and two branches located in Hamilton and Gallatin, Missouri. The Bank's business strategy is to operate as a well- capitalized, profitable and independent community financial institution dedicated to home-mortgage lending and to providing quality service to its customers. The Bank intends to implement this strategy by (i) closely monitoring the needs of its customers and providing quality service; (ii) maintaining asset quality; (iii) utilizing investments in mortgage-backed securities and other investment securities to invest excess funds and to increase net interest income; (iv) maintaining capital in excess of the regulatory requirements; (v) attempting to increase the Bank's earnings; and (vi) managing interest rate risk by attempting to match asset and liability maturities and rates. The earnings of the Bank depend primarily on its net interest income, which is the difference between interest earned on its loans and investments and the interest paid on its interest-bearing liabilities, consisting of deposits and FHLB advances. The Bank, like other financial institutions, is subject to interest-rate risk to the degree that its interest- earning assets mature or reprice at different times, or on different bases, than its interest-bearing liabilities. The Bank's operating results are also affected by the amount of its noninterest income, including gain on the sales of investments, service charges, and other income. Non-interest expense consists primarily of employee compensation, occupancy expenses, FDIC insurance premiums and other general and administrative expenses. The Bank's operating results are significantly affected by general economic and competitive conditions, in particular, the changes in market interest rates, government policies and actions by regulatory authorities. Liquidity and Capital Resources The Company's most liquid assets are cash and cash equivalents, which includes short-term investments. The levels of these assets are dependent on the Bank's lending, investing, operating, and deposit activities during any given period. At September 30, 1997 and June 30, 1997, cash and cash equivalents totalled $2 million and $3 million, respectively. The Bank's primary sources of funds are deposits, FHLB advances, repayments on loans, the maturity of investment securities and income from operations. While maturity and scheduled amortization of loans and investment securities are predictable sources of funds, deposit inflows and mortgage prepayments are greatly influenced by local conditions, general interest rates and regulatory changes. The primary investment activity of the Bank is the origination and purchase of mortgage loans. Another investment activity of the Bank is the investment of funds in U.S. agency bonds, mortgage-backed securities, collateralized mortgage obligations and FHLB overnight funds. During periods when the Bank's loan demand is limited, the Bank may purchase short-term investment securities to obtain a higher yield than otherwise available. At September 30, 1997, the Bank had outstanding loan commitments of $537,000. The Bank anticipates it will have sufficient funds available to meet its commitments. Certificates of deposit that were scheduled to mature in one year or less at September 30, 1997 were $13.2 million. Management believes that a significant portion of such deposits will remain with the Bank. Under federal law, the Bank is required to meet certain leverage and risk-based capital requirements. The leverage ratio requires a minimum ratio of "Tier 1 capital" to adjusted total assets. At September 30, 1997, the Bank exceeded both of the capital requirements. The Bank's capital ratios were: 10.05% leverage capital and 25.76% risk-based capital. The Bank had "Tier 1 capital" of $6 million at September 30, 1997 and risk- based capital of $6.3 million. Financial Condition Total assets increased $3.9 million, or 6.5%, to $64.1 million at September 30, 1997 from $60.2 million at June 30, 1997. This was primarily due to increases of $2.7 million, or 14.7%, in mortgage-backed and related securities, $1.7 million, or 5.8%, in loans receivable, and $221,000, or 24.6%, in FHLB stock. The increases were funded primarily from an increase in FHLB advances of $4.4 million which reflected management's asset/liability strategy of seeking to earn the spread between the yield earned on adjustable-rate earning assets and the rates paid on the FHLB advances. In addition, interest-earning deposits in other institutions decreased $930,000 or 38.4%, from $2.4 million at June 30, 1997, to $1.5 million at September 30, 1997. Total liabilities increased $3.7 million, or 7.2%, from $51.6 million at June 30, 1997, to $55.3 million at September 30, 1997. The increase was a result of the increases in FHLB advances and a decrease in deposits of $779,000, or 2.2% from $35 million at June 30, 1997, to $34.2 million at September 30, 1997. Total equity increased $189,000, or 2.2%, from $8.6 million at June 30, 1997 to $8.8 million at September 30, 1997. The increase was due primarily to net income for the first quarter ended September 30, 1997, of $149,000 and a decrease in unrealized loss on securities available-for-sale, net of deferred income tax of $25,000. Asset Quality The Bank regularly reviews interest earning assets to determine proper valuation. Management's monitoring of the asset portfolio includes reviews of historical loss experience, known and inherent risks in the portfolio, the value of any underlying collateral, prospective economic conditions and the regulatory environment. The Bank's non-accrual mortgage loans increased from $203,000 at June 30, 1997 to $229,000 at September 30, 1997. The table on the following page sets forth information regarding the Bank's non-accrual loans and foreclosed real estate at the dates indicated. The Bank discontinues accruing interest on delinquent loans no later than ninety days past due. At September 30, 1997, the Bank had no restructured loans within the meaning of Financial Accounting Standards Board Statement of Financial Accounting Standards No. 15. IFB HOLDINGS, INC. Asset Quality September 30, June 30, 1997 1997 Non-accrual mortgage loans delinquent more than 90 days $ 229 $ 203 Non-accrual other loans delinquent more than 90 days 55 21 Total non-performing loans $ 284 $ 224 Real estate owned and in- substance foreclosed loans, net of allowance 0 0 Total non-performing assets $ 284 $ 224 Non-performing loans to total loans 0.90% 0.75% Non-performing assets to total assets 0.44% 0.37% Allowance for loan losses to non-performing loans 100% 127.23% Results of Operations Comparisons of quarterly results in this section are between the three month periods ended September 30, 1997, and September 30, 1996. General Net income for the first quarter ended September 30, 1997 was $149,000, an increase of $175,000 from the $26,000 net loss for the first quarter ended September 30, 1996. Interest Income Interest income for the first quarter ended September 30, 1997, was $1.1 million an increase of $140,000, or 14.5%, compared to the $967,000 for the first quarter ended September 30, 1996. Interest on loans receivable increased $60,000, or 10.3%, from $585,000 for the first quarter ended September 30, 1996, to $645,000 for the same period ended September 30, 1997. Interest on investment securities increased $47,000, or 75.8%, from $62,000 for the three months ended September 30, 1996, to $109,000 for the three months ended September 30, 1997. Interest on mortgage-backed and related securities increased $31,000, or 10%, from $310,000 for the quarter ended September 30, 1996, to $341,000 for the quarter ended September 30, 1997. The increases are a result of the increases in the amount of investment securities, mortgage-backed and related securities, and loans receivable outstanding at September 30, 1997, as compared to September 30, 1996. Interest Expense Interest expense for the quarter ended September 30, 1997 was $666,000 as compared to $619,000 for the quarter ended September 30, 1996, an increase of $47,000, or 7.6%. Interest on advances from FHLB was $268,000 for the three months ended September 30, 1997, as compared to $210,000 for the same period ended September 30, 1996, an increase of $58,000 or 27.6%. The increase was due to an increase in the amount of advances outstanding during the three month period ended September 30, 1997, as compared to the three month period ended September 30, 1996. Interest on deposits decreased $11,000 from $409,000 for the quarter ended September 30, 1996 to $398,000 for the quarter ended September 30, 1997 as a result of a decrease in the amount of deposits. Net Interest Income Net interest income before provisions for loan losses was $441,000 for the quarter ended September 30, 1997, as compared to $348,000 for the quarter ended September 30, 1996, an increase of $93,000 or 26.7%. Noninterest Income Noninterest income was $72,000 for the quarter ended September 30, 1997 as compared to $65,000 for the quarter ended September 30, 1996, an increase of $7,000 or 10.8% primarily due to an increase in gains on the sales of mortgage-backed and related securities of $8,000 for the quarter ended September 30, 1997, as compared to the quarter ended September 30, 1996. Noninterest expense Noninterest expense for the quarter ended September 30, 1997 decreased $203,000, or 44.2%, from $459,000 for the quarter ended September 30, 1996 to $256,000 for the quarter ended September 30, 1997. The decrease was due to a decrease of $246,000, or 98%, in the amount of SAIF insurance premiums as compared to the same period ended September 30, 1996. On September 30, 1996, the Bank incurred a one time SAIF assessment of approximately $226,000. Compensation and benefit expense increased $34,000, or 25%, from $136,000 for the quarter ended September 30, 1996, to $170,000 for the quarter ended September 30, 1997. The increase was due in part to compensation expense related to the Employee Stock Ownership Plan of $16,000. In addition, the three month period ended September 30, 1997, included one additional pay period compared to the period ended September 30, 1996. Provision for Loan Losses For the three months ended September 30, 1997 and 1996, the provision for loan losses was not increased. Income Tax The provision for income taxes increased $128,000, from a tax benefit of $20,000 for the quarter ended September 30, 1996, to $108,000 in expense for the quarter ended September 30, 1997. The increase is due to an increase in income for the quarter. IFB HOLDINGS, INC. Part II -- Other Information Item 1 Legal Proceedings The Holding Company and the Bank are not involved in any pending legal proceedings other than legal proceedings incident to the business of the Holding Company and the Bank, which involve amounts in the aggregate which management believes are immaterial to the financial condition and results of operations of the Holding Company and the Bank. Item 2 Changes in Securities Not applicable. Item 3 Default upon Senior Securities Not applicable. Item 4 Submission of Matters to a Vote of Security Holders Not applicable. Item 5 Other Information None. Item 6 Exhibits and Reports on Form 8-K (A) Exhibits; Financial Data Schedule--Exhibit 27 (B) Reports on Form 8-K; No reports on Form 8-K have been filed during the quarter for which this report is filed. IFB HOLDINGS, INC. Signatures Pursuant to the requirement 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. IFB Holdings, Inc. ---------------------------------------- (Registrant) Dated November 6, 1997 /s/ Earle S. Teegarden, Jr. ----------------------------------- Earle S. Teegarden, Jr. President and Chief Executive Officer (Duly Authorized Officer) Dated November 6, 1997 /s/ Sherri Williams ----------------------------------- Sherri Williams Chief Accounting Officer (Principal Financial Officer)