UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (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, 2002 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 0-25172 FIRST BELL BANCORP, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 251752651 - -------------------------------------------------------------------------------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 300 DELAWARE AVENUE, SUITE 1704, WILMINGTON, DELAWARE 19801 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (302) 427-7883 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) Not Applicable - -------------------------------------------------------------------------------- (Former name, former address and former 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 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. X Yes No --- --- APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: 4,774,436 shares of common stock, par value $.01 per share, were outstanding as of May 7, 2002. FIRST BELL BANCORP, INC. FORM 10-Q INDEX PAGE ---- PART I FINANCIAL INFORMATION Item 1 Financial Statements.............................................. 1 Consolidated Balance Sheet March 31, 2002 and December 31, 2001 (unaudited)................................. 2 Consolidated Statement of Income for the Three Months Ended March 31, 2002 and 2001 (unaudited)....................................................... 3 Consolidated Statement of Comprehensive Income for the Three Months Ended March 31, 2002 and 2001 (unaudited)............ 4 Consolidated Statement of Changes in Stockholders' Equity for the Three Months Ended March 31, 2002 and 2001 (unaudited).... 5 Consolidated Statement of Cash Flows for the Three Months Ended March 31, 2002 and 2001 (unaudited)......................... 6 Notes to Unaudited Consolidated Financial Statements for the Three Months Ended March 31, 2002 and 2001.............................. 7 Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations..................... 9 Item 3 Quantitative and Qualitative Disclosure About Market Risk......... 13 PART II OTHER INFORMATION Item 1 Legal Proceedings................................................. 14 Item 2 Changes in Securities and Use of Proceeds......................... 14 Item 3 Defaults Upon Senior Securities................................... 14 Item 4 Submission of Matters to a Vote of Security Holders............... 14 Item 5 Other Information................................................. 14 Item 6 Exhibits and Reports on Form 8-K.................................. 14 SIGNATURES....................................................................... 15 PART I -- FINANCIAL INFORMATION Item 1. Financial Statements 1 FIRST BELL BANCORP,INC CONSOLIDATED BALANCE SHEET (unaudited, in thousands) March 31, 2002 December 31, 2001 -------------- ----------------- ASSETS Cash and cash equivalents: Cash on-hand $ 883 $ 1,103 Non-interest bearing deposits 12,271 2,299 Interest-bearing deposits 42,428 28,796 --------- --------- Total cash and cash equivalents 55,582 32,198 Fed funds sold 1,650 4,150 Investment securities available-for-sale, at fair value (cost of $292,969 and $283,857, respectively) 291,313 281,430 Mortgage-backed securities available-for-sale at fair value (cost of $62,827 and $56,004, respectively) 62,715 55,995 Loans - Net of allowance for loan losses of $925 415,413 436,473 Properties and equipment, net 3,349 3,417 Federal Home Loan Bank stock, at cost 10,400 10,400 Bank owned life insurance 21,273 21,012 Other assets 10,633 10,128 --------- --------- Total Assets $ 872,328 $ 855,203 ========= ========= LIABILITIES AND STOCKHOLDERS' EQUITY Deposits: Passbook, club and other accounts $ 101,744 $ 85,318 Money market and NOW accounts 71,295 69,625 Certificate accounts 400,263 406,409 --------- --------- Total deposits 573,302 561,352 Borrowings 213,000 214,250 Advances by borrowers for taxes and insurance 11,910 9,471 Other liabilities 5,488 3,689 --------- --------- Total liabilities 803,700 788,762 Stockholders' equity: Preferred Stock, ($0.01 par value, 2,000,000 shares authorized; no shares issued or outstanding) -- -- Common Stock, ($0.01 par value, 20,000,000 shares authorized: 8,596,250 issued; 4,774,436 and 4,758,360 outstanding, respectively; one stock right per share) 86 86 Additional paid in capital 62,905 62,854 Retained earnings 74,393 72,914 Unearned ESOP shares (466,590 and 459,999 shares, respectively) (3,207) (3,254) Unearned MRP (180,845 shares) (2,521) (2,521) Treasury stock (3,821,814 and 3,837,890 shares, respectively) (61,859) (62,030) Accumulated other comprehensive loss, net of taxes (1,169) (1,608) --------- --------- Total Stockholders' Equity 68,628 66,441 Total Liabilities and Stockholders' Equity $ 872,328 $ 855,203 ========= ========= See notes to unaudited consolidated financial statements 2 FIRST BELL BANCORP, INC. CONSOLDATED STATEMENT OF INCOME (unaudited, in thousands except per share amounts) THREE MONTHS ENDED MARCH 31, 2002 MARCH 31, 2001 -------------- -------------- Conventional mortgage loans $ 7,493 $ 9,164 Interest-bearing deposits 151 593 Mortgage-backed securities 599 136 Federal funds sold 28 93 Investment securities - taxable 902 654 Investment securities - exempt from federal income tax 2,043 2,119 Other loans 11 17 Federal Home Loan Bank stock 116 178 -------- -------- Total interest income 11,343 12,954 Interest expense on deposits 5,519 7,534 Interest expense on borrowings 3,022 3,179 -------- -------- Total interest expense 8,541 10,713 -------- -------- Net interest income 2,802 2,241 Provision for loan losses -- -- -------- -------- Net interest income after provision for loan losses 2,802 2,241 Other income: Loan fees and service charges 301 285 Gain on sale of investments, net -- 340 Gain on sale of loans -- 62 Other income 262 164 -------- -------- Total other income 563 851 General and administrative expenses: Compensation, payroll taxes and fringe benefits 585 657 Office occupancy expense, excluding depreciation 146 148 Depreciation 76 76 Computer services 82 80 Other expenses 329 276 -------- -------- Total general and administrative expenses 1,218 1,237 -------- -------- Net income before taxes 2,147 1,855 Provision for income taxes: Current: Federal 1,171 290 State 107 205 Deferred credit (1,106) (315) -------- -------- Total provision for income taxes 172 180 Net income $ 1,975 $ 1,675 ======== ======== Basic earnings per share $ 0.48 $ 0.41 Diluted earnings per share $ 0.47 $ 0.40 Weighted average shares outstanding-Basic 4,122 4,055 Weighted average shares outstanding-Diluted 4,225 4,186 See notes to unaudited consolidated financial statements 3 FIRST BELL BANCORP, INC. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (unaudited, in thousands) Three Months Ended March 31, 2002 March 31, 2001 -------------- -------------- Net income $ 1,975 $ 1,675 Unrealized gains/(losses)on securities: Unrealized holding gains (losses) arising during the period 870 2,798 Less: reclassification adjustment for gains realized in net income -- 330 ------- ------- Other comprehensive income, before taxes 870 2,468 Tax expense (431) (962) ------- ------- Other comprehensive income, net of taxes $ 2,414 $ 3,181 ======= ======= See notes to unaudited consolidated financial statements 4 FIRST BELL BANCORP, INC. CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY THREE MONTHS ENDED MARCH 31, 2002 AND 2001 (unaudited, in thousands) Number Accumulated Common Additional Unearned Comprehensive Stock Common Paid-in ESOP Treasury MRP Income, Net Retained Shares Stock Capital Shares Stock Stock of Taxes Earnings Total - ---------------------------------------------------------------------------------------------------------------------------------- Balance at December 31, 2000 4,758 $ 86 $62,556 $(3,507) $(62,030) $(2,937) $(1,067) $68,519 $61,620 Allocation of ESOP shares 80 58 138 Dividend payable ($0.12) (549) (549) Change in unrealized gain or -- loss, net of taxes 1,506 1,506 Net income 1,675 1,675 ------ ------ ------- ------- -------- ------- ------- ------- ------- Balance at March 31, 2001 4,758 $ 86 $62,636 $(3,449) $(62,030) $(2,937) $ 439 $69,645 $64,390 ===== ====== ======= ======= ======== ======= ======= ======= ======= Balance at December 31, 2001 4,758 $ 86 $62,854 $(3,254) $(62,030) $(2,521) $(1,608) $72,914 $66,441 Allocation of ESOP shares 51 47 98 Exercise of options 16 171 171 Dividend payable ($0.12) (496) (496) Change in unrealized gain or loss, net of taxes 439 439 Net income 1,975 1,975 ------ ------ ------- ------- -------- ------- ------- ------- ------- Balance at March 31, 2002 4,774 $ 86 $62,905 $(3,207) $(61,859) $(2,521) $(1,169) $74,393 $68,628 ===== ====== ======= ======= ======== ======= ======= ======= ======= See notes to unaudited consolidated financial statements 5 FIRST BELL BANCORP, INC. STATEMENT OF CASH FLOWS (unaudited, in thousands) CASH FLOWS FROM OPERATING ACTIVITIES: MARCH 31, 2002 MARCH 31, 2001 -------------- -------------- Net income 1,975 1,675 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 76 76 Deferred income taxes (1,106) (315) Amortization of premiums and accretion of discounts 307 (15) Compensation expense-allocation of ESOP and MRP shares 98 138 Loss on sale of real estate owned -- 21 Gain on sale of mortgage-backed securities, available for sale -- (325) Gain on sale of investment securities, available for sale -- (15) Gain on sale of mortgage loans -- (62) Increase in the value of BOLI insurance (261) Increase or decrease in assets and liabilities: Accrued interest receivable (267) (407) Accrued interest on deposits 1,531 2,652 Accrued interest on borrowings (16) (43) Accrued income taxes 242 59 Other, net 686 1,732 ------ ------ Net cash provided by operating activities 3,265 5,171 CASH FLOWS FROM INVESTING ACTIVITIES: Sale of investments securities, available for sale -- 27,946 Sale of mortgage-backed securities, available for sale -- 20,870 Purchase of mortgage-backed securities, available for sale (10,098) -- Purchase of investment securities, available for sale (15,476) (56,644) Maturity of Federal Funds 2,500 -- Principal repayments on mortgage-backed securities, available for sale 3,178 401 Principal repayments on investment securities, available for sale 6,149 817 Net decrease in conventional loans 21,015 11,197 Proceeds from the sale of conventional loans -- 20,207 Purchase of bank owned life insurance -- (20,000) Net (increase)/decrease in other loans 45 (17) Net proceeds from sale of real estate owned -- 8 Purchase of premises and equipment (8) (2) ------ ------ Net cash used in investing activities 7,305 4,783 CASH FLOWS FROM FINANCING ACTIVITIES: Net increase in demand deposits, NOW accounts and savings accounts 18,096 6,066 Net increase (decrease) in certificate accounts (6,146) 4,125 Net increase in advances by borrowers for taxes and insurance 2,439 540 Net decrease in borrowings (1,250) (1,250) Dividend paid (496) (490) Exercise of stock options 171 -- ------ ------ Net cash provided by financing activities 12,814 8,991 NET INCREASE IN CASH AND CASH EQUIVALENTS 23,384 18,945 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 32,198 40,509 ------ ------ CASH AND CASH EQUIVALENTS AT END OF PERIOD 55,582 59,454 ====== ====== SUPPLEMENTAL DISCLOSURES: Cash paid for: Interest on deposits and advances by borrowers for taxes and insurance 1,319 4,882 Interest on borrowings 3,037 3,222 Income taxes 48 925 Noncash Transactions: Transfers from conventional loans to real estate acquired through foreclosure -- -- Increase in additional paid-in capital-ESOP allocation 51 80 Unrealized appreciation on securities available for sale 870 2,798 See notes to unaudited consolidated financial statements 6 FIRST BELL BANCORP, INC. NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001 1. Principles of Consolidation --------------------------- The consolidated financial statements include the accounts of First Bell Bancorp, Inc. ("First Bell" or the "Company") and its wholly-owned subsidiary, Bell Federal Savings and Loan Association of Bellevue ("Bell Federal Savings" or the "Association") and the Association's wholly-owned subsidiary, 1891 Associates, Inc. All significant intercompany transactions have been eliminated in consolidation. The investment in the Association on First Bell's financial statements and the investment in 1891 Associates, Inc. on the Association's financial statements are carried at the parent company's equity in the underlying net assets. The consolidated balance sheet as of March 31, 2002 and related consolidated statements of income, comprehensive income, cash flows and changes in stockholders' equity for the three months ended March 31, 2002 and 2001 are unaudited. In the opinion of management, all adjustments necessary for a fair presentation of such financial statements have been included. Such adjustments consisted of normal recurring items. Interim results are not necessarily indicative of results for a full year. The financial statements and notes are presented as permitted by Form 10-Q. The interim statements are unaudited and should be read in conjunction with the financial statements and notes thereto contained in First Bell's annual report for the fiscal year ended December 31, 2001. 2. Establishment of a Delaware Holding Company ------------------------------------------- In June, 2001 Bell Federal Savings established a Delaware Holding Company subsidiary to hold a portion of the investment securities previously owned exclusively by the Association. Bell Federal Savings provided a $100 million line of credit to the subsidiary. The proceeds from the line of credit were used to purchase $100 million of Bank Qualified Municipal Securities which were previously held as "available for sale" securities by Bell Federal Savings. The securities are also classified as "available for sale" by the Delaware Holding Company subsidiary. 3. Recent Accounting Pronouncements -------------------------------- In July 2001, FASB issued SFAS No. 141, Business Combinations, effective for all business combinations initiated after June 30, 2001, as well as all business combinations accounted for by the purchase method that are completed after June 30, 2001. The new statement requires that the purchase method of accounting be used for all business combinations and prohibits the use of the pooling-of- interests method. The adoption of Statement No. 141 did not have a material effect on the Company's financial position or results of operations. In July 2001, the FASB issued SFAS No. 142, Goodwill and Other Intangible Assets, effective for fiscal years beginning after December 15, 2001. The statement changes the accounting for goodwill from an amortization method to an impairment-only approach. Thus, amortization of 7 goodwill, including goodwill recorded in past business combinations, will cease upon adoption of this statement. However, the new statement did not amend SFAS No. 72, Accounting for Certain Acquisitions of Banking or Thrift Institutions, which requires recognition and amortization of unidentified intangible assets relating to the acquisition of financial institutions or branches thereof. The FASB has decided to undertake a limited scope project to reconsider the provisions of SFAS No. 72 in 2002. Therefore, the adoption of Statement No. 142 did not have a material effect on the Company's financial position or results of operations. In August 2001, the FASB issued SFAS No. 143, Accounting for Asset Retirement Obligations, which requires that the fair value of a liability be recognized when incurred for the retirement of a long-lived asset and the value of the asset be increased by that amount. The statement also requires that the liability be maintained at its present value in subsequent periods and outlines certain disclosures for such obligations. The adoption of this statement, which is effective January 1, 2003, is not expected to have a material effect on the Company's financial statements. In October 2001, the FASB issued SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets. SFAS No. 144 supercedes SFAS No. 121 and applies to all long-lived assets (including discontinued operations) and consequently amends APB Opinion No. 30, Reporting Results of Operations-Reporting the Effects of Disposal of a Segment of a Business. SFAS No. 144 requires that long-lived assets that are to be disposed of by sale be measured at the lower of book value or fair value less costs to sell. SFAS No. 144 is effective for financial statements issued for fiscal years beginning after December 15, 2001 and, generally, its provisions are to be applied prospectively. The adoption of this statement did not expected to have a material effect on the Company's financial statements. 8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Private Securities Litigation Reform Act Safe Harbor Statement - -------------------------------------------------------------- In addition to historical information, this 10-Q includes certain forward- looking statements based on current management expectations. Examples of this forward-looking information can be found in, but are not limited to, the discussion of the expected effects of recent accounting pronouncements, the allowance for loan losses discussion and the quantitative and qualitative disclosure about market risk. The Company's actual results could differ materially from those of management expectations. Factors that could cause future results to vary from current management expectations include, but are not limited to, general economic conditions, legislative and regulatory changes, monetary and fiscal policies of the federal government, changes in tax policies, rates and regulations of federal, state and local tax authorities, changes in interest rates, deposit flows, the cost of funds, demand for loan products, demand for financial services, competition, changes in the quality or composition of the Company's loan and investment portfolios, changes in accounting principles, policies or guidelines, and other economic, competitive, governmental and technological factors, including war or terrorist activities affecting the Company's operations, markets, products, services and prices. 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. Comparison of Financial Condition at March 31, 2002 and December 31, 2001. - -------------------------------------------------------------------------- Assets. Total assets were $872.3 million at March 31, 2002 in comparison to $855.2 million at December 31, 2001. Increases in mortgage-backed securities- available for sale, investment securities-available for sale and cash and cash equivalents were offset by decreases in conventional mortgage loans. Mortgage- backed securities at March 31, 2002 were $62.7 million compared to $56.0 million at December 31, 2001. The increase was the result of the purchase of $10.1 million in mortgage-backed securities offset principal repayments of $3.2 million. Investment securities, available for sale, at March 31, 2002 were $291.3 million compared to $281.4 million at December 31, 2001. The increase was the result of the purchase of $15.5 million in investment securities offset by principal repayments of $6.1 million. Cash increased by $23.4 million to $55.6 million at March 31, 2002 from $32.2 million at December 31, 2001. The Association had outstanding commitments to purchase investment securities of $30.0 million as of March 31, 2002. These commitments were fulfilled in April, 2002. Liabilities. Total liabilities increased to $803.7 million at March 31, 2002 compared to $788.8 million at December 31, 2001. Increases in deposits, advances by borrowers for taxes and insurance and other liabilities were offset by decreases in borrowings. Deposits increased by $12.0 million to $573.3 million at March 31, 2002 from $561.4 million at December 31, 2001. The increase was the net result of increases of $16.4 million in passbook, club and other accounts and $1.7 million in money market and NOW accounts offset by decreases in certificates of deposit of $6.1 million. Other liabilities increased by $1.8 million while advances by borrowers for taxes and insurance increased $2.4 million. These increases were the result of the timing of payments for accrued expenses and customer payments in relation to the actual tax payment of 9 property taxes and insurance payments. Borrowings decreased by $1.3 million to $213.0 million at March 31, 2002 from $214.3 million at December 31, 2001. The decrease was the result of normal quarterly principal repayments. Capital. Total stockholders' equity increased by $2.2 million to $68.6 million at March 31, 2002 from $66.4 million at December 31, 2001. The increase was the result of an increase in the value of the Company's investment securities, net of taxes and an increase in retained earnings. Accumulated other comprehensive gain (loss), net of taxes improved by $439,000 during the three month period ended March 31, 2002. Retained earnings increased by $1.5 million to $74.4 million at March 31, 2002 from $72.9 million at December 31, 2001. The increase was the result of net income of $1.98 million reduced by dividends of $496,000. Liquidity and Capital Resources. The Company's primary sources of funds on a consolidated basis are deposits, borrowings, and principal and interest payments on mortgages, mortgage-backed securities and investments. While maturities and scheduled amortization of loans are predictable sources of funds, deposit flows and mortgage prepayments are strongly influenced by changes in general interest rates, economic conditions and competition. The primary use of funds by the Company for the three months ended March 31, 2002 was the purchase of $10.1 million of mortgage-backed securities available- for-sale, investment securities available-for-sale of $15.5 million and mortgage loan originations of $33.8. Sources of funds for the three months ended March 31, 2002 were $43.6 million in principal and interest payments on conventional mortgage loans and increases in savings deposits of $12.0 million. At March 31, 2002, the Association's capital exceeded all of the capital requirements of the Office of Thrift Supervision ("OTS"). The Association's Tangible, Tier I (core) capital (to adjusted total assets), Tier I capital (to risk-weighted assets) and Total capital (to risk-weighted assets) ratios were 9.20%, 9.20%, 23.82% and 24.09%, respectively. The Association is considered a "well capitalized" institution under the prompt corrective action regulations of the OTS. Dividend payments by the Association have primarily been used to pay dividends to stockholders, interest on borrowings and other operating expenses of the company. The ability of the Association to pay dividends and other capital distributions to the Company is generally limited by the OTS regulations. Additionally, the OTS may prohibit the payment of the dividends that are otherwise permissible by regulation for safety and reasons. As of March 31, 2002, the Association had $15.2 million of dividends that could be paid to the Company without regulatory approval and $1.0 million in cash or cash equivalents. Any dividend by the Association beyond its current year net income combined with retained net income of the preceding two years would require notification to or approval of the OTS. To the extent the Association were to apply for a dividend distribution to the Company in excess of the regulatory permitted dividend amounts, no assurances can be made such application would be approved by the regulatory authorities. Comparison of Results of Operation for the Three Months ended March 31, 2002 and - -------------------------------------------------------------------------------- 2001. - ----- General. Net income for the three months ended March 31, 2002 was $1.98 million in comparison to $1.68 million for the three months ended March 31, 2001. The increase can be attributable to a increase in net interest income, decreases in general administrative expenses, 10 increases in other income offset by decreases in gains on the sale of loans and investments and a decrease in income taxes. Interest Income. Interest income discussed in this section is tax equivalent interest income. Tax equivalent interest income is being used because interest on investment securities includes tax-exempt securities. Tax-exempt securities carry pre-tax yields lower than comparable assets. Therefore, it is more meaningful to analyze interest income on a tax equivalent basis. Tax equivalent increases of $850,000 and $823,000 were made for the three months ended March 31, 2002 and 2001, respectively. Tax equivalent interest income for the three months ended March 31, 2002 decreased by $1.6 million or 11.5% to $12.2 million from $13.8 million for the three months ended March 31, 2001. The net decrease was the result of decreases in interest earned on conventional mortgage loans, interest bearing deposits, and federal funds sold while interest earned on mortgage-backed securities and investment securities increased. Interest earned on conventional mortgage loans decreased $1.7 million or 18.3% to $7.5 million for the three months ended March 31, 2002 from $9.2 million for the three months ended March 31, 2001. The decrease was the result of the average balance and the average rate earned on conventional mortgage loans declining for the three months ended March 31, 2002 from the comparable 2001 period. The decreases in the average balance and the average rate were primarily due to mortgage refinancing and Company's desire to reduce its interest rate risk associated with the long-term mortgage portfolio. The average rate earned and the average balance for the three months ended March 31, 2002 were 7.05% and $426.0 million, respectively. For the three months ended March 31, 2001, the average rate earned and the average balance were 7.11% and $516.5 million, respectively. Interest on interest bearing deposits was $151,000 for the three months ended March 31, 2002 compared to $593,000 for the three months ended March 31, 2001. The $422,000 decrease is the net result of a $8.6 million decrease in the average balance and a decrease in the average rate from 5.11% to 1.60%. Interest earned on federal funds sold decreased by $65,000 to $28,000 for the three months ended March 31, 2002 from $93,000 for the comparable 2001 period. The decrease was the result of decreases in the federal funds sold average balance and decreases in the average rate earned on the investment. Interest on mortgage-backed securities for the three months ended March 31, 2002 was $599,000 compared to $136,000 in the prior year. The $463,000 increase can be attributable to an increase in the average balance from $6.98 million to $58.6 million offset by a decrease in the average rate earned on the securities to 4.09% from 7.80%. Tax equivalent interest on investment securities for the three months ended March 31, 2002 was $3.8 million compared to $3.6 million in the prior year. The $200,000 increase can be attributable to an increase in the average balance from $224.9 million to $283.2 million offset by a decrease in the average rate earned on the securities to 5.36% from 6.40%. Interest Expense. Interest expense for the three months ended March 31, 2002 decreased by $2.2 million or 20.3% to $8.5 million from $10.7 million for the three months ended March 31, 2001. The decrease was due to decreases in interest expense on deposits and in the cost of borrowings. Interest expense on deposits decreased by $2.0 million or 26.7% to $5.5 million for the three months ended March 31, 2002 from $7.5 million for the three months ended March 31, 2001. The average rate paid on deposits for the three months ended March 31, 2002 and 2001 was 3.83% and 5.44%, respectively. The average balance on deposits, which includes borrower's deposits for taxes and insurance, was $575.8 million and $554.3 million for the three months ended March 31, 2002 and 2001, respectively. Interest expense on borrowings decreased by $157,000 to $3.0 million for the three months ended March 31, 2002 from $3.2 million for the three months ended March 31, 2001. The average rate paid on borrowings for the three months 11 ended March 31, 2002 and 2001 was 5.66% and 5.82%, respectively. The average balance on borrowings was $213.4 million and $218.5 million for the three months ended March 31, 2002 and 2001, respectively. Net Interest Income. Net interest income increased to $3.7 million for the three months ended March 31, 2002 from $3.1 million for the three months ended March 31, 2001. The increase was the result of interest expense decreasing by $2.2 million while interest income decreased by $1.6 million. Provision for Loan Losses. The provisions for loan loss was zero for the three months ended March 31, 2002 and 2001, respectively. At March 31, 2002, non- performing assets were $1.1 million compared to $1.1 million at December 31, 2001. The allowance for loan losses equaled 83% of total non-performing assets as of March 31, 2002. There were no loans charged off during the three months ended March 31, 2002 and 2001. Management believes that the current level of loan loss reserve is adequate to cover losses inherent in the portfolio as of March 31, 2002. There can be no assurance, however, that the Company will not sustain losses in future periods which could be substantial in relation to the size of the allowance as of March 31, 2002. Other Income. Other income for the three months ended March 31, 2002 decreased by $288,000 or 33.8% to $563,000 from $851,000 for the three months ended March 31, 2001. The decrease was the net result of increases in miscellaneous income, loan fees and service charges offset by a decrease in gains on sale of securities and loans. Loan fees and service charges increased by $16,000 to $301,000 for the three months ended March 31, 2002 from $285,000 for the comparable 2001 period. Other income increased by $98,000 to $262,000 for the three months ended March 31, 2002 from $164,000 for the comparable 2001 period largely due to earnings on the BOLI. Gains on sales of loans and investments were $402,000 for the three months ended March 31, 2001. There were no sales of loans or securities during the quarter ended March 31, 2002. General and Administrative Expenses. General and administrative expenses for the three months ended March 31, 2002 decreased by $19,000 or 1.5%. The decrease was mainly the result of declines in compensation, payroll taxes and fringe benefits offset by a increase in other expenses. Compensation, payroll taxes and fringe benefits decreased by $72,000 or 11.0% to $585,000 for the three months ended March 31, 2002 from $657,000 from the three months ended March 31, 2001. The decrease was the result of a temporary reduction in employees. Other expenses increased by $53,000 for the three months ended March 31, 2002. All other general and administrative expenses remained consistent when comparing the two quarterly periods ended March 31, 2002 and 2001. Income Taxes. Tax equivalent income taxes for the three months ended March 31, 2002 remained unchanged at $1.0 million when compares to the three months ended March 31, 2001. The percentage of non-taxable income in proportion to taxable income earned during the respective periods increased slightly. Tax equivalent adjustments of $850,000 and $823,000 were made during the respective quarters. 12 Item 3. Quantitative and Qualitative Disclosure About Market Risk The Company's interest rate sensitivity is monitored by management through selected interest rate risk measures produced internally and by the OTS. Based on internal reviews, management does not believe that there has been a material change in the Company's interest rate sensitivity from December 31, 2001 to March 31, 2002. However, the OTS results are not yet available for the quarter ended March 31, 2002. All methods used to measure interest rate sensitivity involve the use of assumptions. Management cannot predict what assumptions are made by the OTS, which can vary from management's assumptions. Therefore, the results of the OTS calculations can differ from management's internal calculations. The Company's interest rate sensitivity should be reviewed in conjunction with the financial statements and notes thereto contained in First Bell's Annual Report for the fiscal year ended December 31, 2001. The Company saw a widening of its interest margin due to the general decrease in interest rates that occurred during 2001. 13 PART II -- OTHER INFORMATION Item 1. Legal Proceedings. There are various claims and lawsuits in which the Company is periodically involved incidental to the Company's business, which in the aggregate involve amounts which are believed by management to be immaterial to the financial condition and results of operations of the Company. Item 2. Changes in Securities and Use of Proceeds. 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) The following exhibits are filed as part of this report. Exhibit 3.1 - Certificate of Incorporation of First Bell Bancorp, Inc.* Exhibit 3.2 - Bylaws of First Bell Bancorp, Inc.* Exhibit 4.0 - Stock Certificate of First Bell Bancorp, Inc.* Exhibit 11.0 - Computation of Earnings Per Share (filed herewith) Exhibit 99.0 - Independent Accountants Review Report, dated April 16, 2002 *Incorporated herein by reference into this document from the Exhibits to Form S-1, Registration Statement, filed on November 9, 1994, as amended, Registration No. 33-86160. (b) Reports on Form 8-K None 14 SIGNATURES ---------- Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned thereunto duly authorized. FIRST BELL BANCORP, INC. (Registrant) Date: May 15, 2002 /s/ Albert H. Eckert, ------------------------------------------ Albert H. Eckert, II President and Chief Executive Officer Date: May 15, 2002 /s/ Jeffrey M. Hinds ------------------------------------------ Jeffrey M. Hinds Executive Vice President and Chief Financial Officer (Principal Accounting Officer) 15