================================================================================ Form 10-Q QUARTERY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1997 COMMISSION FILE NUMBER 0-27686 1st BERGEN BANCORP ----------------------------------------------------- (Exact name of registrant as specific in its charter) New Jersey 22-3409845 - ------------------------------- ------------------------------- State or other juridiction of IRS Employer Identification No. Incorporation or Organization 250 VALLEY BOULEVARD, WOOD-RIDGE, NJ 07075 ------------------------------------------ Address of Principal Executive Offices (201) 939-3400 -------------------------- Registrant's Telephone No. NOT APPLICABLE ------------------------------------------------------------------- Former Name, Address, and Fiscal year, if changed since last report 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 and Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required was required to file such reports), and (2) had 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 practible date. CLASS OUTSTANDING AT MARCH 31, 1997 ------------ ----------------------------- Common Stock 3,015,300 shares ================================================================================ 1ST BERGEN BANCORP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (UNAUDITED) (DOLLARS IN THOUSANDS) MARCH 31, DECEMBER 31, 1997 1996 -------- ------------ ASSETS: Cash and due from banks $ 11,509 $ 5,231 Interest-bearing deposits in other banks 6,500 2,500 -------- -------- Total cash and cash equivalents 18,009 7,731 Investment securities held to maturity 33,054 33,136 Investment securities available for sale 19,411 19,604 Mortgage-backed securities held to maturity 48,890 51,769 Mortgage-backed Securities available for sale 2,764 2,817 Loans receivable, net 121,908 123,825 Premises and equipment 3,049 2,699 Real estate owned 226 537 FHLB stock 1,627 1,487 Accrued interest and dividends receivable 1,282 1,466 Deferred income taxes 1,851 1,817 Other assets 223 185 -------- ------ TOTAL ASSETS $252,294 $247,073 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY LIABILITIES: Deposits $208,745 $204,154 Escrow 971 932 Accrued income taxes 881 592 Other liabilities 212 160 -------- -------- TOTAL LIABILITIES 210,809 205,838 TOTAL STOCKHOLDERS' EQUITY 41,485 41,235 -------- -------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $252,294 $247,073 ======== -------- See accompanying notes to (unaudited) consolidated financial statements 1ST BERGEN BANCORP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED) (DOLLARS IN THOUSANDS) THREE MONTHS ENDED MARCH 31, ------------------ 1997 1996 ------- ------ INTEREST INCOME Interest on loans $ 2,561 $ 2,369 Interest on securities held to maturity 709 633 Interest on securities available for sale 299 137 Interest on mortgage-backed securities held to maturity 810 828 Interest on mortgage-backed securities available for sale 43 32 ------- ------- Total interest income 4,422 3,999 INTEREST EXPENSE Deposits 2,213 2,359 Advances from FHLB NY 0 0 ------- ------- Total interest expense 2,213 2,359 NET INTEREST INCOME 2,209 1,640 Provision for loan losses 175 125 ------- ------- NET INTEREST INCOME AFTER PROVISION FOR LOAN LOSSES 2,034 1,515 NON-INTEREST INCOME: Loan fees and service charges 44 36 Other income 23 10 ------- ------- Total other income 67 46 NON-INTEREST EXPENSE: Compensation and employee benefits 712 576 Occupancy expense 72 77 Equipment 112 97 Advertising 52 47 Federal deposit insurance premiums 35 119 Net (gain) loss from real estate owned (9) 108 Insurance and bond premiums 34 29 Other 300 184 ------- ------- Total non-interest expense 1,308 1,237 Income before income taxes 793 324 Federal and state tax expense (benefit) 289 117 ------- ------- Net Income $ 504 $ 207 ======= ======= Earnings Per Share .18 N/A ------- ------- See accompanying notes to (unaudited) consolidated financial statements 1ST BERGEN BANCORP AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) FOR THE THREE MONTHS ENDED MARCH 31, 1997 AND 1996 (IN THOUSANDS) MARCH 31 ---------------------- 1997 1996 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net Income $ 504 $ 207 Adjustments to reconcile net income to net cash provided by operating activities Provision for loan loss 175 125 Net gain on sales of real estate owned (49) (23) Depreciation of premises and equipment 52 41 Net accretion of premiums and amortization of discounts 12 16 Net increase in deferred loan fees 10 13 Decrease (increase) in interest and dividends receivable 184 (75) (Increase) decrease in other assets (38) 374 Increase in other liabilities 52 32 Increase in deferred income taxes 50 -- Increase in income taxes payable 289 117 -------- -------- Net cash provided by operating activities $ 1,241 $ 827 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Net decrease in loans receivable $ 1,656 $ 1,555 Purchases of investment securities held to maturity -- (9,958) Purchases of investment securities available for sale -- (5,000) Proceeds from sales of real estate owned 436 391 Purchases of mortgage-backed securities held to maturity -- (2,942) Purchases of mortgage-backed securities available for sale -- (3,128) Investment securities held to maturity called -- 2,670 Principle payments on investment securities held to maturity 83 76 Principle payments on mortgage-backed securities held to maturity 2,867 3,236 Principle payments on mortgage-backed securities securities - AFS 2 3 Purchases of premises and equipment (402) (7) Purchases of FHLB-NY stock (140) (41) -------- -------- Net cash provided by (used in) investing activities $ 4,502 $(13,145) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Net increase in deposits $ 4,591 $ 1,146 Proceeds from issuance of common stock, net of ESOP loan -- 28,088 Stock subscriptions received -- 4,097 Net increase in advances by borrowers (taxes & insurance) 39 83 Dividends paid (95) -- -------- -------- Net cash provided by financing activities 4,535 33,414 Net increase in cash and cash equivalents 10,278 21,096 CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD 7,731 15,127 -------- -------- CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD $ 18,009 $ 36,223 ======== ======== SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: Cash paid during the period for: Interest 2,227 2,387 Income taxes -- -- Non-cash investing and financing activities: Transfer of loans to real estate owned $ 76 $ 442 See accompanying notes to (unaudited) consolidated financial statements 1ST BERGEN BANCORP AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. BASIS OF FINANCIAL STATEMENT PRESENTATION The Consolidated Financial Statements include the accounts of 1st Bergen Bancorp, (the Company) and its wholly owned subsidiary South Bergen Savings Bank, (the Bank), and the Bank's wholly owned subsidiary South Bergen Financial Services, Inc. All significant intercompany balances and transactions have been eliminated in consolidation. The Bank provides a full range of banking services to individuals and corporate customers through its branch system consisting of offices in Bergen, Morris and Passaic Counties. The Bank is subject to competition from other financial institutions and to the regulations of certain regulatory agencies and undergoes periodic examinations by those regulatory authorities. The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles ("GAAP") for interim financial information and in conformity with the instructions to form 10Q and Article 10 of Regulations S-X for the Company and its subsidiary. In the opinion of management, all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the financial condition, results of operations, and changes in cash flows have been made at and for the three month period ended March 31, 1997. The results of operations for the three months ended March 31, 1997 are not necessarily indicative of results that may be expected for the entire year ending December 31, 1997. During 1996, the Company changed its fiscal year end from September 30th to December 31st. This change enables the Company to conform to the financial reporting system of most publicly held companies. 2. ORGANIZATION OF THE HOLDING COMPANY AND CONVERSION TO STOCK FORM OF OWNERSHIP On November 28, 1995, 1st Bergen Bancorp (the Holding Company) was organized for the purpose of acquiring all of the capital stock of the Bank to be issued in the Bank's conversion from the mutual to stock form of ownership. On March 29, 1996, the Company completed an initial public offering. The offering resulted in the sale of 3,174,000 shares of common stock including the sale of 253,920 shares to the Bank's tax qualified Employee Stock Ownership Plan (the ESOP). In connection with the conversion from a mutual to a capital stock form, the Company established the ESOP for the benefit of the employees of the Company and the Bank. The ESOP purchased 253,920 shares, or 8% of the total stock sold in the subscription, for $2,539,200 which was financed by a loan from the Company. The ESOP was effective upon completion of the conversion. Full time employees of the Company or the Bank who have been credited with at least 1000 hours of service during a twelve month period and who have attained the age of 21 are eligible to participate in the ESOP. The loan to the ESOP will be repaid principally from the Bank's discretionary contributions to the ESOP over a period of ten years, and the collateral for the loan will be the Common Stock purchased by the ESOP that has not been committed to be released. 3. NET INCOME PER SHARE The Company earned $0.18 cents per share for the quarter ended March 31, 1997, as compared to $0.16 cents per share for the preceding quarter. The Company completed its initial public offering on March 29, 1996, and accordingly, per share data is not applicable for the quarter ended March 31, 1996. 4. STOCKHOLDERS' EQUITY The components of stockholders' equity were as follows: MARCH 31, 1997 DECEMBER 31, 1996 -------------- ----------------- (dollars in thousands) Preferred Stock, no par value, 2,000,000 shares authorized: No shares issued -- -- Common Stock, no par value, 6,000,000 shares authorized: 3,174,000 shares issued $30,621 30,621 (3,015,300 shares outstanding) Retained earnings, substantially restricted 16,365 $15,957 Unearned ESOP Shares (2,539) (2,539) Net unrealized loss on securities available for sale, net of tax (1,068) (910) Treasury stock at cost (158,700 shares) (1,894) (1,894) ------- ------- Total stockholders' equity $41,485 $41,235 ======= ======= 5. NON PERFORMING LOANS AND THE ALLOWANCE FOR LOAN LOSS. Non-performing loans were as follows: MARCH 31, 1997 DECEMBER 31, 1996 -------------- ----------------- (dollars in thousands) Loans delinquent 90 days or more and other non-performing loans $1,631 $1,522 Loans delinquent 90 days or more and other non-performing loans as a percentage of gross loans 1.30% 1.20% An analysis of the allowance for loan losses for the three month periods ended March 31, 1997 and 1996 follows: MARCH 31, 1997 MARCH 31, 1996 -------------- ----------------- (dollars in thousands) Balance at the beginning of the period $3,126 $4,747 Provision charged to operations 175 125 Charge-offs, net 296 1,011 ------ ------ Balance at end of period $3,005 $3,861 ====== ====== 6. RECENT ACCOUNTING PRONOUNCEMENTS Statement of Financial Accounting Standards No. 128, "Earnings per Share" (SFAS 128) establishes standards for computing and presenting earnings per share (EPS) and applies to entities with publicly held common stock or potential common stock. SFAS 128 replaces the presentation of primary EPS with a presentation of basic EPS and requires dual presentation of basic and diluted EPS on the face of the income statement for all entities with complex capital structures. SFAS 128 requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. SFAS 128 is effective for financial statements issued for periods ending after December 15, 1997, including interim periods, earlier application is not permitted. SFAS 128 also requires restatement of all prior period EFS data presented. SFAS 128 is not expected to have a material effect on the Bank's consolidated financial statements. 1ST BERGEN BANCORP SUBSIDIARIES MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FINANCIAL CONDITION OVERVIEW 1st Bergen Bancorp, the holding company for South Bergen Savings Bank, earned net income for the quarter ended March 31, 1997 of $504,000 compared to $207,000 for the same period last year and an increase of $42,000, or 9.09% over the $462,000 earned for the prior quarter. The $297,000 increase in earnings over the prior year is primarily attributable to a $569,000 increase in net interest income partially offset by a $50,000 increase in the provision for loan losses and increases in non-interest expense and tax expense of $71,000 and $172,000, respectively. ASSETS AND LIABILITIES Total assets increased $5.2 million, or 2.1%, to $252.3 million at March 31, 1997 from $247.1 million at December 31, 1996. Cash and Cash equivalents increased $10.3 million, or 133.8%, to $18.0 million as of March 31, 1997 from $7.7 million at December 31, 1996, primarily due to mortgage-backed securities amortization of $2.9 million and an increase in deposits of $4.6 million, or 2.2%, to $208.7 million at March 31, 1997 from $204.2 million st December 31, 1996. Funds from these amortizations and deposits were invested in short-term cash equivalents pending deployment. These funds will be used to fund loan commitments and security purchases. Loans receivable, net decreased $1.9 million, or 1.5%, to $121.9 million at March 31, 1997 from $123.8 million at December 31, 1996. The decrease in loans receivable, net, resulted from loan payoffs and amortizations in excess of new loan closings. Mortgage-backed securities held to maturity decreased $2.9 million, or 5.6%, to $48.9 million at March 31, 1997 from $51.8 million at December 31, 1996. The decrease in mortgage-backed securities held to maturity was due to normal amortization. Securities and mortgage-backed securities available for sale, net, decreased $246,000, or 1.1%, due to a decline in the market price of the available for sale portfolio. The Company, consistent in keeping with its franchise expansion program, opened its fourth retail office on March 22nd, which is located at 339 Route 202, Montville, Morris County. The Company intends to continue its program to develop the Bank's franchise by establishing additional retail banking locations in areas which it believes can successfully market its products and services. STOCKHOLDERS EQUITY Stockholders equity increased $250,000, or .61%, to $41.5 million at March 31, 1997 from $41.2 million at December 31, 1996. The increase in stockholders equity is due to net income of $504,000 for the quarter ended March 31, 1997 partially offset by an increase in unrealized loss on available for sale securities of $158,000 and the payment of a cash dividend totalling $95,000. LIQUIDITY AND CAPITAL RESOURCE Liquidity is a measure of a bank's ability to fund loans and withdrawals of deposits in a cost effective manner. The Company's principal sources of funds are deposits, scheduled amortization and prepayments of loan principal and mortgage-backed securities, maturities of investment securities and funds provided by operations. Liquidity is also available through borrowings from the Federal Home Loan Bank of New York. While loan repayments and maturing investment securities are a relatively predictable source of funds, deposit flows, prepayments and calls of investment securities and prepayment of mortgage-backed securities are influenced by interest rates, general economic conditions and competition in the marketplace. At March 31, 1997, total liquid assets, consisting of cash, interest bearing deposits in other banks, investment securities and mortgage-backed securities, all with final maturities of five years or less, were $ 62.7 million, or 24.9% of total assets. This amount includes $29.3 million scheduled to mature within one year, which represented 11.6% of total assets and 14.0% of total deposits at March 31, 1997. At March 31, 1997, the Company had commitments to originate loans totalling $2.0 million and outstanding unused lines of credit of $5.2 million. The Company is committed to maintaining a strong liquidity position and anticipates that it will have sufficient funds to meet its current funding commitments. The Company does not have any balloon or other payments due on any long-term obligations or any off-balance sheet items other than the loan commitments and unused lines of credit noted above. The OTS requires that the Bank meet minimum tangible, core and risk-based capital requirements. As of March 31, 1997, the Bank exceeded all regulatory capital requirements. The Bank's required and actual capital levels as of March 31, 1997 are as follows: TO BE WELL CAPITALIZED FOR CAPITAL UNDER PROMPT ACTUAL ADEQUACY PURPOSE CORRECTION ACTION ---------------- ----------------- ---------------------- AMOUNT RATIO AMOUNT RATIO AMOUNT RATIO ------ ----- ------ ----- ------- -------- As of March 31, 1997: Tangible capital $28,591 11.3% $3,794 1.5% $ 3,794 1.5% Core capital $28,591 11.3% $7,587 3.0% $12,645 5.0% Tier 1 risk-based capital $28,591 27.6% $4,144 4.0% $ 6,215 6.0% Risk-based capital $29,902 28.9% $8,288 8.0% $10,359 10.0% AS OF DECEMBER 31, 1996: Tangible capital $28,151 11.4% $3,712 1.5% $ 3,712 1.5% Core capital $28,151 11.4% $7,425 3.0% $12,374 5.0% Tier 1 risk-based capital $28,151 26.9% $4,194 4.0% $ 6,051 6.0% Risk-based capital $29,477 28.1% $8,387 8.0% $10,484 10.0% COMPARISON OF OPERATING RESULTS FOR THE THREE MONTHS ENDED MARCH 31, 1997 NET INCOME For the three months ended March 31, 1997, net income increased $297,000 to $504,000 from $207,000 for the same period last year. The $297,000 increase in earnings over the prior year is primarily attributable to a $569,000 increase in net interest income partially offset by a $50,000 increase in the provision for loan losses and increase in non-interest expense and tax expense of $71,000 and $172,000, respectively. INTEREST INCOME Interest on loans increased $192,000, or 8.1%, to $2.6 million for the three months ended March 31, 1997 from $2.4 million for the same period in 1996. The increase in the interest on loans was primarily due to an increase in the average balance of loans outstanding during the period to $123.0 million for the three months ended March 31, 1997 from $107.3 million for the same period in 1996. This was offset by a decrease in the average yield from 8.83% to 8.32%, reflecting current market rates of interest which are below the average yield on the Bank's existing portfolio. Interest on mortgage-backed securities held to maturity decreased $18,000, or 2.17%, to $810,000 for the three months ended March 31, 1997 from $828,000 for the same period in 1996. The decrease was primarily due to an decrease in the average balance of mortgage-backed securities held to maturity to $50.5 million from $55.6 million for the same period in 1996, partially offset by an increase in the average yield from 5.95% to 6.41%. Interest on investments held to maturity increased $76,000, or 12.0%, to $709,000 for the three months ended March 31, 1997 from $633,000 for the same period in 1996. The increase was primarily due to an increase in the average yield to 6.94% from 5.86%. Interest income on securities available for sale increased $162,000, or 118.2%, to $299,000 for the three months ended March 31, 1997, compared to $137,000 for the same period in 1996. The increase was primarily due to an increase in the average balance of securities available for sale outstanding during the period to $19.6 million for the three months ended March 31, 1997 from $9.1 million for the same period in 1996. This was coupled with an increase in the average yield to 6.12% for the three months ended March 31, 1997 from 6.03% for the same period in 1996. Interest income on mortgage-backed securities available for sale increased $11,000, or 34.4%, to $43,000 for the three months ended March 31, 1997 compared to $32,000 for the same period in 1996. The increase was primarily due to an increase in the average balance of mortgage-backed securities available for sale outstanding during the period to $2.8 million for the three months ended March 31, 1997 from $2.0 million for the same period in the prior year, partially offset by a decrease in the average yield to 6.22% from 6.27%, reflecting market rates of interest. INTEREST EXPENSE Interest expense decreased $146,000, or 6.2%, to $2.2 million for the three months period ended March 31, 1997, compared to $2.4 million for the same period in 1996. The decrease was primarily due to a decrease of $4.9 million in the average balance of deposits outstanding to $205.4 million during the three months ended March 31, 1997 from $210.3 million for the same period in 1996, combined with a decrease in the average rate paid on deposits to 4.31% from 4.49% reflecting decreasing market rates of interest. PROVISION FOR LOAN LOSSES The provision for loan losses increased $50,000, or 40.0%, to $175,000 for the three months ended March 31, 1997 from $125,000 for the same period in 1996. Non-performing loans, defined as non-accrued loans and accruing loans delinquent 90 days or more, decreased $2.8 million, or 63.6%, to $1.6 million, or 1.3% of gross loans at March 31, 1997 from $4.4 million, or 4.0% of gross loans at March 31, 1996. Real estate owned decreased by $311,000, or 57.9% to $226,000 at March 31, 1997 from $537,000 at March 31, 1996. Management is continuing its efforts to sell these properties and reinvest the proceeds in interest bearing assets. At March 31, 1997 and 1996, the allowance for loan losses was $3.0 million and $3.9 million, respectively. The Company's ratio of non-performing assets to total assets was .74% at March 31, 1997, compared to 2.47% at March 31, 1996. NON-INTEREST INCOME AND NON-INTEREST EXPENSE Non-interest income for the three months ended March 31, 1997 increased $21,000, or 45.7%, to $67,000 from $46,000 for the same period last year. This increase was due primarily to an increase in loan late charges and NOW service charges, as well as income received on safe deposit box rental fees. Non-interest expense increased $71,000, or 5.7%, to $1.3 million for the three months ended March 31, 1997 from $1.2 million or the same period in 1996. The increase was primarily due to an increase in compensation and employee benefits of $136,000 as the Company opened its two new retail offices in Passaic and Morris Counties. Coupled with an increase in other expenses, these increases were partially offset by a reduction in FDIC Insurance Premium of $84,000, compared to the first quarter of 1996 as FDIC Insurance Premiums for SAIF insured institutions were reduced in connection with the recapitalization of the SAIF. In connection with the Company's expansion, establishment of additional branches and implementation of certain stock based benefit plans, management anticipates that certain non-interest expenses such as compensation, occupancy, equipment and other expenses may increase in future periods. INCOME TAX EXPENSE Income tax expense increased $172,000, or 147.0%, to $289,000 for the three months ended March 31, 1997 from $117,000 for the same period in 1996. The increase was due to the Company's increased net income for the quarter ended March 31, 1997, compared to the same period in the prior year. PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS. There are various claims and lawsuits in which the Registrant is periodically involved incidental to the Registrant's business. In the opinion of management, no material loss is expected from any of such pending claims and lawsuits. 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. None ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. (a) Exhibits (27) Financial Data Schedule (b) Reports of Form 8-K The Registrant filed a current report on February 9, 1997 announcing the Registrant's earnings for the period ending December 31, 1996. The Registrant filed a current report on March 4, 1997 announcing the payment of a cash dividend. 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. 1ST BERGEN BANCORP Date: By: William M. Brickman President and Chief Executive Officer Date: By: Albert E. Gossweiler Executive Vice President and Chief Financial Officer APPENDIX C TO ITEM 601(C) OF REGULATION S-K (ARTICLE 9 OF REGULATION S-X BANK HOLDING COMPANIES AND SAVINGS & LOAN HOLDING COMPANIES) THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE REGISTRANTS INTERIM FINANCIAL STATEMENTS AT AND FOR THE PERIOD ENDED MARCH 31, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. (IN THOUSANDS) ITEM NUMBER ITEM DESCRIPTION $ AMOUNT - ----------- ---------------- -------- 9-03(1) Cash and due from banks 18,009 9-03(2) Interest-bearing deposits 6,500 9-03(3) Federal funds sold-purchased securities for resale "0" 9-03(4) Trading account assets "0" 9-03(6) Investment & mortgage backed securities held for sale 22,175 9-03(6) Investment & mortgage backed securities held to maturity - carrying value 81,944 9-03(6) Investment & mortgage backed securities held to maturity - market value 81,944 9-03(7) Loans 121,908 9-03(7)(2) Allowance for losses 3,005 9-03(11) Total Assets 252,294 9-03(12) Deposits 208,745 9-03(13) Short-term borrowings "0" 9-03(15) Other liabilities 212 9-03(16) Long-term debt "0" 9-03(19) Preferred stock - mandatory redemption "0" 9-03(20) Preferred stock - no mandatory redemption "0" 9-03(21) Common stocks 30,621 9-03(22) Other stockholders' equity 10,864 9-03(23) Total liabilities & stockholders' equity 252,294 9-04(1) Interest and fees on loans 2,605 9-04(2) Interest and dividends on investments 1,861 9-04(4) Other interest income "0" 9-04(5) Total interest income 4,422 9-04(6) Interest on deposits 2,213 9-04(9) Total interest expense 2,213 9-04(10) Net interest income 2,034 9-04(11) Provision for loan losses 175 9-04(13)(h) Investment securities gains/losses "0" 9-04(14) Other expenses 1,308 9-04(15) Income/loss before income tax 793 9-04(17) Income/loss before extraordinary items 793 9-04(18) Extraordinary items, less tax "0" 9-04(19) Cumulative change in accounting principles "0" 9-04(20) Net income or loss 504 9-04(21) Earnings per share - primary .18 9-04(21) Earnings per share - fully diluted .18 APPENDIX C TO ITEM 601(C) OF REGULATION S-K (CONTINUED) (INDUSTRY GUIDE 3) BANK HOLDING COMPANIES AND SAVINGS & LOAN HOLDING COMPANIES THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE REGISTRANT INTERIM FINANCIAL STATEMENTS AT AND FOR THE PERIOD ENDED MARCH 31, 1997 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. (IN THOUSANDS) GUIDE NUMBER ITEM DESCRIPTION AMOUNT ($)(%) - ------------ ---------------- ------------- I.B.5 Net yield - interest earning assets - actual 7.47% III.C.1(a) Loans on non-accrual 1,631 III.C.1(b) Accruing loans past due 90 days or more 1,631 III C.1(c) Troubled debt restructuring 1,273 III.C.2 Potential problem loans "0" IV.A.1 Allowance for loan loss - beginning of period 3,126 IV.A.2 Total chargeoffs 285 IV.A.3 Total recoveries "0" IV.A.4 Allowance for loan loss - end of period 3,005 IV.B.1 Loan loss allowance allocated to domestic loans 3,005 IV.B.2 Loan loss allowance allocated to foreign loans "0" IV.B.3 Loan loss allowance - unallocated "0"