UNITED STATES 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 quarterly period 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 0-20620 MIDWEST BANCSHARES, INC. - -------------------------------------------------------------------------------- (Exact name of small business issuer as specified in its charter) Delaware 42-1390587 - --------------------------------- ------------------------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification Number) 3225 Division Street, Burlington, Iowa 52601 - ---------------------------------------- ------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (319) 754-6526 ------------------------- Indicate by check mark whether the issuer (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 issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Transitional Small Business Format: Yes [ ] No [X] Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common Stock 339,311 ------------------------- -------------------------- Class Shares Outstanding as of October 30, 1997 MIDWEST BANCSHARES, INC. and SUBSIDIARIES INDEX ------------------- Page --------- Part I. Financial Information Item 1 Financial Statements Consolidated balance sheets September 30, 1997 and December 31, 1996 1 Consolidated statements of operations, for the three months and nine months ended September 30, 1997 and 1996 2 Consolidated statements of cash flows, for the nine months ended September 30, 1997 and 1996 3 Notes to consolidated financial statements 4 Item 2 Management's discussion and analysis of financial condition and results of operations 5 through 9 Part II. Other Information 10 Signatures 11 Exhibit 11 Computation of per share earnings Exhibit 27 Financial Data Schedule MIDWEST BANCSHARES, INC. and SUBSIDIARIES Consolidated Balance Sheets (Dollars in thousands) September 30, 1997 December 31, 1996 ------------------ ----------------- Assets Cash and cash equivalents $ 1,733 $ 3,998 Securities available for sale 29,497 23,784 Securities held to maturity (estimated fair value of $21,644 and $21,764) 21,462 21,811 Loans receivable, net 90,896 81,225 Real estate owned and in judgment, net 473 12 Federal Home Loan Bank stock, at cost 1,960 1,960 Office property and equipment, net 2,398 2,447 Accrued interest receivable 1,263 1,007 Other assets 168 181 --------- --------- Total assets $ 149,850 $ 136,425 ========= ========= Liabilities Deposits $ 105,826 $ 101,918 Advances from Federal Home Loan Bank 32,500 24,000 Advances from borrowers for taxes and insurance 214 378 Accrued interest payable 124 74 Accrued expenses and other liabilities 820 455 --------- --------- Total liabilities $ 139,484 $ 126,825 --------- --------- Stockholders' equity Serial preferred stock, $.01 par value, 500,000 shares authorized, none issued $ -- $ -- Common stock, $.01 par value, 2,000,000 shares authorized, 455,000 issued and outstanding 5 5 Additional paid-in capital 4,062 4,037 Retained earnings, substantially restricted 8,572 7,837 Treasury stock, at cost, 115,689 shares for 1997 and 105,621 shares for 1996 (2,527) (2,211) Employee stock ownership plan (120) (120) Unrealized appreciation on securities available for sale, net of taxes on income 374 52 --------- --------- Total stockholders' equity $ 10,366 $ 9,600 --------- --------- Total liabilities and stockholders' equity $ 149,850 $ 136,425 ========= ========= See accompanying notes to consolidated financial statements. Page 1 MIDWEST BANCSHARES, INC. and SUBSIDIARIES Consolidated Statements of Operations (In thousands, except per share data) Three Months Nine Months Ended September 30, Ended September 30, 1997 1996 1997 1996 ------- ------- ------- ------- Interest income: Loans receivable $ 1,817 $ 1,627 $ 5,218 $ 4,776 Securities available for sale 461 325 1,522 1,425 Securities held to maturity 412 556 1,058 1,263 Deposits in other financial institutions 15 13 59 41 Other interest-earning assets 35 36 103 103 ------- ------- ------- ------- Total interest income 2,740 2,557 7,960 7,608 ------- ------- ------- ------- Interest expense: Deposits 1,287 1,189 3,767 3,523 Advances from FHLB and other borrowings 437 402 1,188 1,136 ------- ------- ------- ------- Total interest expense 1,724 1,591 4,955 4,659 ------- ------- ------- ------- Net interest income 1,016 966 3,005 2,949 Provision for losses on loans 12 12 36 36 ------- ------- ------- ------- Net interest income after provision for losses on loans 1,004 954 2,969 2,913 ------- ------- ------- ------- Non-interest income: Fees and service charges 71 45 205 126 Gain on sale of securities available for sale 181 -- 181 -- Other 11 9 42 97 ------- ------- ------- ------- Total non-interest income 263 54 428 223 ------- ------- ------- ------- Non-interest expense: Compensation and benefits 313 284 940 860 Office property and equipment 95 89 284 259 Deposit insurance premiums 17 63 37 183 Deposit insurance special assessment -- 671 -- 671 Data processing 43 43 122 125 Other 147 151 512 487 ------- ------- ------- ------- Total non-interest expense 615 1,301 1,895 2,585 ------- ------- ------- ------- Earnings (loss) before taxes on income 652 (293) 1,502 551 Taxes on income 235 (106) 548 202 ------- ------- ------- ------- Net earnings (loss) $ 417 ($ 187) $ 954 $ 349 ======= ======= ======= ======= Earnings (loss) per share - primary $ 1.15 ($ 0.51) $ 2.59 $ 0.93 ======= ======= ======= ======= Earnings (loss) per share - fully diluted $ 1.14 ($ 0.51) $ 2.57 $ 0.93 ======= ======= ======= ======= See accompanying notes to consolidated financial statements. Page 2 MIDWEST BANCSHARES, INC. and SUBSIDIARIES Consolidated Statements of Cash Flows (In thousands) Nine months ended September 30, 1997 1996 -------- -------- Cash flows from operating activities: Net earnings $ 954 $ 349 Adjustments to reconcile net earnings to net cash provided by operating activities: Provision for losses on loans 36 36 Gain on sale of securities (181) -- Depreciation 120 102 Amortization of recognition and retention plan benefits -- 10 ESOP expense 41 32 Amortization of loan fees, premiums and discounts (3) 72 Increase in accrued interest receivable (256) (257) Increase in other assets (36) (90) Increase in accrued interest payable 50 51 Increase in accrued expenses and other liabilities 198 417 -------- -------- Net cash provided by operating activities 923 722 -------- -------- Cash flows from investing activities: Purchase of securities (6,281) (7,605) Proceeds from sale of securities 502 -- Proceeds from maturities of securities -- 6,543 Loans purchased (6,955) (5,046) Purchase of mortgage-backed securities (3,484) (2,014) Repayment of principal on mortgage-backed securities 4,599 4,593 Increase in loans receivable (3,253) (2,126) Proceeds from sale of real estate owned, net 37 102 Purchase of office property and equipment (71) (262) -------- -------- Net cash used in investing activities (14,906) (5,815) -------- -------- Cash flows from financing activities: Increase (decrease) in deposits 3,908 (38) Proceeds from advances from FHLB 8,500 7,500 Repayment of advances from FHLB -- (2,100) Treasury stock acquired (393) (511) Stock options exercised 23 -- Payment of cash dividends (156) (139) Net decrease in advances from borrowers for taxes and insurance (164) (197) -------- -------- Net cash provided by financing activities 11,718 4,515 -------- -------- Net decrease in cash and cash equivalents (2,265) (578) Cash and cash equivalents at beginning of year 3,998 2,305 -------- -------- Cash and cash equivalents at end of period $ 1,733 $ 1,727 ======== ======== Supplemental disclosures: Cash paid during the nine months for: Interest $ 4,905 $ 4,609 Taxes on income 340 532 Transfers from loans to real estate owned 497 109 ======== ======== See accompanying notes to consolidated financial statements. Page 3 MIDWEST BANCSHARES, INC. and SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS Note 1. Significant Accounting Policies The consolidated financial statements for the three and nine months ended September 30, 1997, and 1996 have not been audited and do not include information or footnotes necessary for a complete presentation of financial condition, results of operations and cash flows in conformity with generally accepted accounting principles. However, in the opinion of management, the accompanying consolidated financial statements contain all adjustments, which are of a normal recurring nature, necessary for a fair presentation. The results of operations for the interim periods are not necessarily indicative of the results which may be expected for an entire year. The accounting policies followed by the Company are set forth in Note 1 to the Company's consolidated financial statements contained in the 1996 Annual Report to stockholders and are incorporated herein by reference. Note 2. Reclassifications Certain items on the consolidated financial statements as of, and for the three and nine months ended September 30, 1996, have been reclassified to conform to the presentation as of, and for the three and nine months ended September 30, l997. Note 3. Stock Split Effected in the Form of a 200% Stock Dividend On October 20, 1997, the Company declared a 3-for-1 stock split in the form of a 200% dividend payable on or about November 18, 1997, to shareholders of record on November 4, 1997. Under the terms of this dividend, shareholders will receive two shares for every one share held on the record date. The dividend will be paid out of treasury shares and authorized but unissued shares of common stock of the Company. The par value of the Company's stock will not be affected and will remain at $0.01 per share. The Company anticipates that the number of outstanding shares of stock after the split will increase from 339,311 to 1,017,933 shares. Page 4 MIDWEST BANCSHARES, INC. and SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Forward-looking Statements When used in this Form 10-QSB, the words or phrases "will likely result", "are expected to", "will continue", "is anticipated", "estimate", "project", or similar expressions are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties including changes in economic conditions in the Company's market area, changes in policies by regulatory agencies, fluctuations in interest rates, demand for loans in the Company's market area and competition, that could cause actual results to differ materially from historical earnings and those presently anticipated or projected. The Company wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as to the date made. The Company wishes to advise readers that the factors listed above could affect the Company's financial performance and could cause the Company's actual results for future periods to differ materially from any opinions or statements expressed with respect to future periods in any current statements. The Company does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions which may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events. Results of Operations Midwest Bancshares, Inc. (the "Company") had net earnings of $417,000, or $1.14 per share, and $954,000, or $2.57 per share, respectively, for the three months and nine months ended September 30, 1997, compared to a net loss of $187,000, or $0.51 per share, and net earnings of $349,000, or $0.93 per share, for the same periods in 1996, respectively. The increases in net earnings were primarily due to (i) reduced operating expenses as a result of the $671,000 FDIC special assessment in the 1996 periods, and subsequent reduction in FDIC insurance premiums; (ii) increased net interest income, due to earning asset growth; and (iii) increased non-interest income, primarily due to a pre-tax gain of $181,000 on the sale of marketable equity securities and increased fee income due to a revised fee structure, partially offset by a $59,000 pre-tax gain distribution from the Company's data processor reported in the nine-month period ended September 30, 1996 compared to $9,000 in the nine-month period ended September 30, 1997. These and other comparisons are discussed in more detail below. Net Interest Income Net interest income increased $50,000 and $56,000, respectively, for the three months and nine months ended September 30, 1997, over the comparable periods in 1996. The Company's net interest rate spread was 2.59% and 2.62%, respectively, for the three months and nine months ended September 30, 1997, compared to 2.60% and 2.68% for the comparable periods in 1996. The Company's net interest margin on interest-earning assets was 2.85% and 2.89%, respectively, for the three months and nine months ended September 30, 1997, compared to 2.87% and 2.95% for the comparable periods in 1996. Interest income increased by $183,000 and $352,000 for the three months and nine months ended September 30, 1997, respectively, over the comparable periods in 1996. Average interest-earning assets increased by approximately $7.9 million and $5.2 million for the three months and nine months ended September 30, 1997, respectively, compared to the same periods in 1996. The increases in average interest-earning assets were primarily due to increases in loans outstanding, a combined result of loan originations and purchases. The average yield on interest-earning assets increased by nine basis points and Page 5 MIDWEST BANCSHARES, INC and SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations (continued) Net Interest Income (continued) six basis points, respectively, for the three months and nine months ended September 30, 1997, over the comparable periods in 1996. The slight increases in average yield were primarily due to the origination and purchase of loans yielding higher market interest rates and due to adjustable-rate loans, some of which have below-market initial teaser rates, and mortgage-backed securities adjusting to higher rates in response to higher market interest rates. Yield adjustments on the Company's adjustable-rate portfolio occur periodically over time and may tend to lag behind the changes experienced in the market. These adjustments may also be limited by periodic and lifetime caps on such adjustments. Interest expense increased by $133,000 and $296,000, respectively, for the three months and nine months ended September 30, 1997, over the comparable periods in 1996. Average interest-bearing liabilities increased by approximately $7.8 million and $5.2 million for the three months and nine months, respectively, primarily due to increases of $4.8 million and $3.6 million in average interest-bearing deposits and increases of $3.0 million and $1.6 million in average borrowings from the FHLB, respectively. The increases in average deposits were primarily the result of more aggressive pricing subsequent to the passage of the Deposit Insurance Funds Act of 1996 which reduced FDIC deposit insurance assessments. The average rates paid on interest-bearing liabilities increased eleven basis points for both the three months and nine months ended September 30, 1997, over the comparable periods in 1996. The increases in average rates paid were primarily due to deposits responding to higher rates being offered by the Company. Provision for Losses on Loans The provision for losses on loans was $12,000 and $36,000 for the three months and nine months ended September 30, 1997, and 1996. The amount of provision was a result of the determination by management to maintain the allowance for losses on loans at an adequate level to absorb potential loan losses. At September 30, 1997, and 1996, the Company's allowance for losses on loans totaled $722,000 and $674,000, respectively, or 0.79% and 0.82% of total loans, excluding mortgage-backed securities, and 96.78% and 110.67% of total non-performing loans. The latter ratio was impacted by a $137,000 increase in non-performing loans from $609,000 at September 30, 1996, to $746,000 at September 30, 1997, primarily due to two multi-family loans totaling $399,000 which were placed on non-accrual status. The Company had no net charge-offs during the three months or nine months ended September 30, 1997, compared to $1,000 and $38,000 for the three months and nine months ended September 30, 1996, respectively. Non-interest income Total non-interest income increased by $209,000 and $205,000, respectively, for the three months and nine months ended September 30, 1997, compared to the same periods in 1996. The increases were primarily due to a $181,000 gain on the sale of marketable equity securities and due to increases of $26,000 and $79,000 for the three months and nine months, respectively, in fees and service charges, primarily as a result of a revised fee structure on certain deposit services and ATM usage. The increase for the nine month period was partially offset by a $59,000 distribution from the sale of the Company's data processor recognized in the nine months ended September 30, 1996, with only a $9,000 similar distribution received in the nine months ended September 30, 1997, which represented the final distribution on this sale. Page 6 MIDWEST BANCSHARES, INC and SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Non-interest expense Total non-interest expense decreased by $686,000 and $690,000 for the three months and nine months ended September 30, 1997, respectively, compared to the same periods in 1996. The decreases were primarily due to the one-time FDIC special assessment of $671,000 in the 1996 periods, as well as the subsequent reductions of $49,000 and $146,000 in deposit insurance premiums for the three months and nine months, respectively, as a result of the Deposit Insurance Funds Act of 1996 which was passed on September 30, 1996, to recapitalize the SAIF insurance fund. The decreases in deposit insurance premiums were partially offset by increases for the three months and nine months, respectively, of $29,000 and $80,000 in compensation and benefits, and $6,000 and $25,000 in office property and equipment, and an increase for the nine months of $25,000 in other non-interest expense. The increases in compensation and benefit expense were primarily due to the hiring of additional staff and normal cost of living increases. The increases in office property and equipment expense were primarily due to the Company's expanded ATM network and computer equipment. The increase in other non-interest expenses was primarily due to increased marketing and supplies expenses related to the expansion of the Company's ATM network and the introduction of a new product, the home equity line of credit. Beginning in the three months ending December 31, 1997, the Company expects operating expenses to increase as a result of opening a branch office in a Wal-Mart Supercenter in West Burlington, Iowa. The Company anticipates hiring six full-time equivalent employees to staff the branch. Also, operating expenses will increase as a result of adding another ATM at the branch in addition to office furnishings and computer equipment. Taxes on Income Taxes on income increased by $341,000 and $346,000 for the three months and nine months ended September 30, 1997, respectively, compared to the same periods in 1996 primarily due to increased taxable income as the effective combined federal and state tax rate remained constant at approximately 37%, less the effect of the dividends received deduction for equity investments of the Company and interest earned on tax-free municipal securities. Financial Condition The Company's total assets at September 30, 1997, were $149.8 million, increasing from $136.4 million at December 31, 1996. The increase was due to an intentional increase in interest-earning assets in an effort to increase net interest income. The increase of approximately $13.4 million was primarily due to the purchase of $6.3 million of securities available for sale, the purchase of $3.5 million of mortgage-backed securities to be held to maturity, and the net increase in loans receivable of $9.7 million through the purchase of $7.0 million in loans receivable and the net origination of loans receivable of $3.2 million, less $473,000 transferred to real estate in judgment, partially offset by principal repayments of $4.6 million from mortgage-backed securities, a net decrease in cash and cash equivalents of $2.3 million, and proceeds from the sale of securities of $0.5 million. The increase in total assets was primarily funded by an increase in deposits of $3.9 million, an increase of $8.5 million in advances from the FHLB, and $0.9 million in cash provided by operating activities. Total stockholders' equity increased $766,000 due to $954,000 in net earnings for the period less $165,000 in dividends declared during the period and the $322,000 increase in net unrealized gains on investments available for sale (due to decreased market rates of interest) less the purchase of $393,000 in Page 7 MIDWEST BANCSHARES, INC and SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Financial Condition (continued) treasury stock. The exercise of stock options increased stockholders' equity by the exercise amount of $23,000 and the increase in additional paid in capital of $25,000 due to income tax benefit due to the exercise. Subsequent to the balance sheet date, the Company declared a 3-for-1 stock split in the form of a 200% dividend payable on or about November 18, 1997, to shareholders of record on November 4, 1997. Under the terms of this dividend, shareholders will receive two shares for every one share held on the record date. The dividend will be paid out of treasury shares and authorized but unissued shares of common stock of the Company. The par value of the Company's stock will not be affected and will remain at $0.01 per share. The Company anticipates that the number of outstanding shares of stock after the split will increase from 339,311 to 1,017,933 shares. Liquidity and Capital Resources The Company's principal sources of funds are deposits and advances from FHLB, amortization and prepayment of loan principal (including mortgage-backed securities), sales or maturities of investment securities, mortgage-backed securities and short-term investments and operations. While scheduled loan repayments and maturing investments are relatively predictable, deposit flows and early loan repayments are more influenced by interest rates, general economic conditions and competition. The Company generally manages the pricing of its deposits to maintain a steady deposit balance, but has from time to time decided not to pay deposit rates that are as high as those of its competitors, and, when necessary, to supplement deposits with longer term and/or less expensive alternative sources of funds. Federal regulations require the Association to maintain minimum levels of liquid assets consisting of cash and other eligible investments. The required percentage is currently 5% of net withdrawable savings deposits and borrowings payable on demand or in one year or less during the preceding calendar quarter. For September 1997, the Association's liquidity ratio was 8.3% compared to 9.8% for December 1996. The decrease was primarily due to increased utilization of liquidity through loan purchases and originations. Assuming market interest rates are stable or decrease, a high level of liquidity may have a negative effect on the Association's interest rate spread due to a larger amount of the Association's assets earning the then-current lower rates of interest. However, a high level of liquidity positions the Association to respond to possible higher interest rates by providing the Association with the ability to deploy liquid assets into higher yielding assets as rates increase. The Association intends to deploy liquid assets by increasing its loan portfolio; however, its ability to do so depends on the loan demand in its market areas, competition for such loans, to the extent they meet the Association's underwriting guidelines, and opportunities for participating in loans in nearby markets. Liquidity management is both a daily and long-term responsibility of management. The Association adjusts its investments in liquid assets based upon management's assessment of (i) expected loan demand, (ii) expected deposit flows, (iii) yields available on interest-bearing deposits, and (iv) the objectives of its asset/liability management strategy. Excess liquidity is invested generally in interest-bearing overnight deposits and other short-term government and agency obligations. If the Association requires funds beyond its ability to generate them internally, it has additional borrowing capacity with the Federal Home Loan Bank. The Association anticipates that it will have sufficient funds available to meet current loan and purchase commitments. At September 30, 1997, the Association had outstanding commitments to extend Page 8 MIDWEST BANCSHARES, INC and SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Liquidity and Capital Resources (continued) credit totaling $2.5 million and commitments to purchase loans of $339,000. The Association has also committed approximately $400,000 to start up costs for its new branch office in Wal-Mart. At September 30, 1997, the Association had tangible and core capital of $9.1 million, or 6.09% of total adjusted assets which exceeded the regulatory requirements of 1.5% and 3.0%, respectively, by $6.8 million and $4.6 million, respectively. The risk-based capital requirement is currently 8% of risk-weighted assets. As of September 30, 1997, the Association had risk-weighted assets of $68.8 million, a risk-based requirement of $5.5 million and risk-based capital of $9.8 million, or 14.23%, which exceeds the requirement by $4.3 million. The following table shows the Association's regulatory capital information. Regulatory Capital Table (In thousands) Tangible Core Risk-based Capital Capital Capital ----------------------------------------- Association's capital $9,063 $9,063 $9,063 Additional capital - general allowances --- -- 722 ------ ------ ------ Regulatory capital $9,063 $9,063 $9,785 Minimum capital requirement 2,232 4,464 5,503 ------ ------ ------ Excess regulatory capital $6,831 $4,599 $4,282 ====== ====== ====== Market Value Component of Stockholders' Equity The unrealized appreciation on securities available for sale, which is a component of stockholders' equity, is a result of the implementation of Statement No. 115 of the Financial Accounting Standards Board. At September 30, 1997, the net unrealized gain of $374,000, up from a net gain of $52,000 at December 31, 1996, consisted primarily of the net unrealized market gain, net of tax, due to decreased market interest rates, on certain GNMA mortgage-backed securities, U.S. Agency securities, and marketable equity securities which have been identified as available for sale by management. Page 9 MIDWEST BANCSHARES, INC. PART II. Other Information Item 1. Legal Proceedings ----------------- None. Item 2. Changes in Securities --------------------- None. Item 3. Defaults Upon Senior Securities ------------------------------- None. Item 4. Submission of Matters to a Vote of Security Holders --------------------------------------------------- None. Item 5. Other Information ----------------- None. Item 6. Exhibits and Reports on Form 8-K -------------------------------- (a) Exhibits: Exhibit 11 Computation of Per Share Earnings Exhibit 27 Financial Data Schedule (b) There were no reports on Form 8-K filed during the quarter for which this report is filed. Page 10 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. MIDWEST BANCSHARES, INC. Registrant Date: October 30, 1997 /s/ William D. Hassel ---------------- ------------------------------ William D. Hassel President and Chief Executive Officer (Principal Executive Officer) Date: October 30, 1997 /s/ Robert D. Maschmann ---------------- ------------------------------ Robert D. Maschmann Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) Page 11 Index to Exhibits Sequentially Numbered Page Exhibit Where Attached Number Exhibits are Located - -------------- ------------------------- 11 Computation of Per Share Earnings 27 Financial Data Schedule EXHIBIT 11 Midwest Bancshares, Inc. Statement Regarding Computation of Per Share Earnings Periods ended September 30, 1997 Three Months Nine Months Net earnings $ 417,722 $ 954,488 ========== ========== Primary earnings per share: Weighted average shares outstanding 339,338 345,645 Average option shares granted 36,400 36,400 Less assumed purchase of shares using treasury method (12,314) (14,226) ---------- ---------- Common and common equivalent shares outstanding 363,424 367,819 ========== ========== Earnings per common share -- primary $ 1.15 $ 2.59 ========== ========== Fully-diluted earnings per share: Weighted average shares outstanding 339,338 345,645 Average option shares granted 36,400 36,400 Less assumed purchase of shares using treasury method (10,792) (10,792) ---------- ---------- Common and common equivalent shares outstanding 364,946 371,253 ========== ========== Earnings per common share -- fully-diluted $ 1.14 $ 2.57 ========== ==========