FORM 10-QSB SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 [x] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 1996 OR [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to _________ Commission File Number 0-25486 St. Landry Financial Corporation (Exact name of small business issuer as specified in its charter) Delaware 72-1284436 (State or other jurisdiction of (IRS Employer Identification No.) incorporation or organization) Post Office Box 72, Opelousas, Louisiana 70571-0072 (Address of principal executive offices) (Zip Code) (318) 942-5748 (Issuer's telephone number, including area code) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15 of the Securities Exchange Act of 1934 during the past 12 months (or such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No X ----- ----- State the number of shares outstanding of each of the issuers classes of common equity, as of the latest practicable date: Common Stock, par value $.01 per share 459,093 - -------------------------------------- ---------------------------------- Class (Outstanding at December 31, 1996) Transitional Small Business Disclosure Format: Yes No X ----- ----- ST. LANDRY FINANCIAL CORPORATION INDEX Page Number PART I. FINANCIAL INFORMATION Item 1. Consolidated Financial Statements Consolidated Statement of Financial Condition, September 30, 1996 and December 31, 1996 1 Consolidated Statement of Operations, Quarters Ended December 31, 1995 and 1996 2 Consolidated Statement of Changes in Stockholder's Equity 3 Consolidated Statement of Cash Flows, Three months Ended December 31, 1995 and 1996 4-5 Notes to Consolidated Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7-13 PART II. OTHER INFORMATION Item 1. Legal Proceedings 14 Item 2. Changes Upon Securities 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 ST. LANDRY FINANCIAL CORPORATION OPELOUSAS, LOUISIANA STATEMENTS OF FINANCIAL CONDITION September 30, December 31, 1996 1996 ------------- ------------ ASSETS Cash and cash equivalents $ 385,363 $ 570,734 Investment securities - available for sale 1,773,450 1,825,679 Investment securities - held to maturity 989,595 990,498 Mortgage-backed securities - available for sale 9,484,872 9,719,022 Mortgage-backed securities - held to maturity 2,854,260 2,780,557 Federal Home Loan Bank stock 444,300 437,800 Loans receivable, net 39,856,672 40,300,321 Accrued interest receivable 264,365 280,084 Foreclosed real estate, net of allowance 97,827 71,537 Premises and equipment 605,178 628,591 Other assets 100,774 29,946 ----------- ----------- Total assets $56,856,656 $57,634,769 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities: Deposits $41,985,963 $42,889,146 Advances from Federal Home Loan Bank 7,561,322 7,551,622 Advances by borrowers for taxes and insurance 92,468 94,634 Federal income taxes: Currently payable --- --- Deferred payable 37,127 66,591 Accrued expenses and other liabilities 476,528 205,981 ----------- ----------- Total liabilities 50,153,408 50,807,974 ----------- ----------- Stockholders' Equity: Common stock, $.01 par value, 1,500,000 shares authorized; 459,093 shares outstanding 4,591 4,591 Preferred stock, $.01 par value, 500,000 shares authorized; 0 shares outstanding --- --- Additional paid in capital 3,347,621 3,347,621 Treasury Stock, 22,955 shares (350,561) (350,561) Unearned ESOP shares (228,624) (228,624) Unearned Recognition and Retention Plan shares (291,153) (291,153) Retained Earnings 4,049,776 4,116,128 Net unrealized gain on available-for-sale securities 171,598 228,793 ----------- ----------- Total stockholders' equity 6,703,248 6,826,795 ----------- ----------- Total liabilities and stockholders' equity $56,856,656 $57,634,769 =========== =========== 1 ST LANDRY FINANCIAL CORPORATION OPELOUSAS, LOUISIANA STATEMENTS OF INCOME Quarter Ended December 31 ----------------------------- 1995 1996 -------- -------- INTEREST INCOME Loans receivable First mortgage loans $727,611 $ 779,254 Savings account loans 14,141 11,909 Consumer loans 9,980 19,391 Investment securities 49,459 39,201 Mortgage-backed securities 175,575 194,937 -------- ---------- Total interest income 976,766 1,044,692 -------- ---------- INTEREST EXPENSE Deposits 489,617 501,877 Borrowed funds 45,891 104,610 Total interest expense 535,508 606,487 -------- ---------- Net interest income 441,258 438,205 -------- ---------- PROVISION FOR LOAN LOSSES 20,000 -- -------- ---------- Net interest income after provision for loan losses 421,258 438,205 -------- ---------- NON-INTEREST INCOME Service charges and other fees 3,647 5,210 Insurance commissions 6,525 6,168 REO operations 286 -- Other 383 181 -------- ---------- Total non-interest income 10,841 11,559 -------- ---------- NON-INTEREST EXPENSE General and administrative: Compensation and benefits 178,831 180,716 Occupancy and equipment 30,116 31,605 Marketing and other professional services 20,352 23,789 Deposit insurance premium 24,648 24,907 Net loss (gain) on foreclosed real estate --- 689 Real estate owned expense --- 1,297 Other 40,795 84,409 -------- ---------- Total non-interest expense 294,742 347,412 -------- ---------- Income before income taxes 137,357 102,352 INCOME TAX EXPENSE 40,000 36,000 -------- ---------- NET INCOME $ 97,357 $ 66,352 ======== ========== EARNINGS PER COMMON SHARE $0.23 $0.17 ===== ===== See accompanying notes to unaudited consolidated financial statements 2 ST LANDRY FINANCIAL CORPORATION OPELOUSAS, LOUISIANA STATEMENTS OF CASH FLOWS Three Months Ended December 31, ------------------------------- 1995 1996 -------- -------- CASH FLOW FROM OPERATING ACTIVITIES Net income $ 97,357 $ 66,352 Adjustments to reconcile net income to net cash provided by operating activities: Amortization of premiums and discounts on loans and mortgage-backed and related securities 9,455 9,726 Provision for loan losses 20,000 -- Deferred loan fees (884) 1,670 Depreciation of premises and equipment 6,000 7,800 Net loss(gain) on sale of real estate owned 690 -- Net gain on fixed assets -- -- (Increase) decrease in accrued interest receivable (25,016) (15,719) (Increase) decrease in other assets 30,816 70,828 Increase (decrease) in income taxes payable 85,909 -- Increase (decrease) in accrued expenses and other liabilities (8,603) (270,547) -------- -------- Net cash provided (used) by operating activities 215,034 (129,200) -------- -------- CASH FLOW FROM INVESTING ACTIVITIES Loan originations net of principal repayments (936,304) (420,638) Maturity of investment securities - held to maturity -- -- Purchase of Federal Home Loan Bank stock 6,600 6,500 Purchase of mortgage-backed securities-available for sale -- (510,410) Principal repayments of mortgage-backed securities-available for sale 346,836 304,966 Principal repayments of mortgage-backed securities-held to maturity 212,424 73,425 Investment in foreclosed real estate (2,655) (6,958) Proceeds from sale of real estate -- 3,250 Purchases of premises and equipment (83,872) (31,213) --------- -------- Net cash provided (used) by investing activities (456,971) (581,078) --------- -------- CASH FLOWS FROM FINANCING ACTIVITIES Net increase (decrease) in deposits $(267,945) $903,183 Increase (decrease) in advances from FHLB 561,905 (9,700) Increase (decrease) in mortgage escrow funds (8,258) 2,166 Proceeds from sale of common stock -- -- Purchase of treasury stock -- -- Cash dividend paid -- -- --------- -------- Net cash provided (used) by financing activities 285,702 895,649 --------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 43,765 185,371 CASH AND CASH EQUIVALENTS, beginning of period 140,139 140,139 --------- -------- CASH AND CASH EQUIVALENTS, end of period 183,904 325,510 ========= ======== 3 ST LANDRY FINANCIAL CORPORATION OPELOUSAS, LOUISIANA STATEMENTS OF CASH FLOWS Three Months Ended December 31, ------------------------------- 1995 1996 -------- -------- SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING ACTIVITIES Loans originated to facilitate the sale of real estate owned $ -- $ 29,250 ======== ======== Loan principal reductions resulting from foreclosures on real estate owned $ 95,443 $ -- ======== ======== Increase in unrealized gain (loss) on securities available-for-sale, net of applicable deferred income taxes $ 59,599 $ 57,195 ======== ======== SUPPLEMENTAL SCHEDULE OF INTEREST AND TAXES PAID Interest paid $542,114 $619,093 ======== ======== Taxes paid $ -- $ -- ======== ======== See accompanying notes to unaudited consolidated financial statements 4 ST LANDRY FINANCIAL CORPORATION OPELOUSAS, LOUISIANA STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY December 31, 1996 ---------------------------------------------------------------------------------------- Unallocated Total Common Treasury Retained ----------------------- Unrealized Shareholders' Stock Stock Earnings ESOP Shares RRP Shares Gain (Loss) Equity --------- -------- ---------- ----------- ---------- ----------- --------- Balance October 1, 1996 3,352,212 (350,561) 4,049,776 (228,624) (291,153) 171,598 6,703,248 Net change in unrealized gain (loss) on available-for-sale securities -- -- -- -- -- 57,195 57,195 Net income for the three months ended December 31, 1996 -- -- 66,352 -- -- 66,352 66,352 --------- -------- --------- -------- -------- ------- --------- Balance December 31, 1996 3,352,212 (350,561) 4,116,128 (228,624) (291,153) 228,793 6,826,795 ========= ======== ========= ======== ======== ======= ========= 5 ST. LANDRY FINANCIAL CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1--Basis of Presentation The financial statements included in this report have been prepared by St. Landry Financial Corporation (the "Company") pursuant to the rules and regulations of the Securities and Exchange Commission for interim reporting and include all adjustments which are, in the opinion of management, necessary for fair presentation. These financial statements have not been audited by an independent accountant. Certain information and note disclosures normally included in financial statements in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. It is suggested that these financial statements be read in conjunction with the financial statements and notes presented in Form 10-KSB filed for the fiscal year ended September 30, 1996. St. Landry Financial Corporation believes that the disclosures are adequate to make the information presented not misleading. The financial data and results of operations for the interim periods presented may not necessarily reflect the results to be anticipated for the complete year. NOTE 2--Earnings Per Share For purpose of calculating earnings per common share the weighted average number of shares outstanding, excluding unallocated ESOP shares and unallocated Recognition and Retention Plan shares, was used. The weighted average number of shares outstanding for the period ended December 31, 1996 was 426,024 (459,093 of outstanding shares reduced by 33,069 unallocated ESOP shares). The weighted average number of shares outstanding for the period ended December 31, 1996 presented was 389,196 (436,138 of the weighted average number of outstanding shares reduced by 28,578 unallocated ESOP shares and 18,364 unallocated Recognition and Retention Plan shares). 6 ITEM 2--MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL The principle business of the Company is that of a community-oriented financial intermediary attracting deposits from the general public and using such deposits to originate one-to-four family residential loans, and to a lesser extent, commercial real estate, one-to-four family construction, multi-family and consumer loans. These funds have also been used to purchase mortgage-backed securities, U.S. government and agency obligations and other permissible securities. The Company's results of operations are dependent primarily on net interest income, which is the difference between the income earned on its loan and investment portfolios and the interest paid on deposits and borrowings. Results of operations are also dependent upon the Company's provision for loan losses, the level of non-interest income, including fee income and service charges, and the level of its non-interest expenses, including employee compensation, occupancy expenses, federal insurance premiums and other general and administrative expenses. The Company's results of operations are also significantly affected by general economic and competitive conditions, particularly changes in interest rates, government policies and actions of regulatory authorities. The Company's cost of funds is influenced by interest rates on competing investments and general market rates of interest. Lending activities are influenced by the demand for real estate loans and other types of loans, which is in turn affected by the interest rates at which such loans are made, general economic conditions affecting loan demand, the availability of funds for lending activities, and changes in real estate values. FINANCIAL CONDITION The Company's total assets were $56.9 million at September 30, 1996 as compared to $57.6 million at December 31, 1996. The 1.0% increase in assets over the three month period is a direct result of increased cash and cash equivalents, loan originations exceeding principal repayments and purchases of mortgage backed securities. Net loans receivable increased by $444,000 from $39.8 million at September 30, 1996 to $40.3 million at December 31, 1996. The increase was due to an increase in originations, in conjunction with a decrease in principal repayments. Total investment securities increased by $53,000 from $2.7 million at September 30, 1996 to $2.8 million at December 31, 1996. The increase was due to an increase in the unrealized gain on investment securities-available for sale totaling $52,000 and a $1,000 accretion of discounts paid on investment securities. The total gain in stock in Federal Home Loan Mortgage Corporation was $413,000 and the loss on stock in adjustable rate mortgage portfolio was $2,000, which is included in investment securities-available for sale. 7 The Association experienced a $160,000 increase in mortgage-backed securities during the three month period ending December 31, 1996. Unrealized losses recorded in the mortgage-backed securities-available for sale portfolio amounted to $98,000 and $64,000, for September 30, 1996 and December 31, 1996, respectively. The loss declined by $34,000 over the three month period. Additional mortgage-backed securities were purchased totalling $510,000, during the period, partially offset by principal repayments, amortization of premiums, and accretion of discounts. Deposits increased by $903,000 from $41.9 million at September 30, 1996 to $42.8 million at December 31, 1996. The increase was due to additional monies deposited in time deposit certificates emphasizing six to twelve month maturities. Federal Home Loan Bank advances remained constant at $7.5 million at September 30, 1996 and at December 31, 1996. Borrowing proceeds are used to fund a portion of loan originations, and purchase mortgage-backed securities. Total stockholders' equity increased by $123,000 from $6,703,000 at September 30, 1996 to $6,827,000 at December 31, 1996. Stockholders' equity increased by $57,000, as a result of an after-tax net unrealized gain on investment securities-available for sale and mortgage-backed securities-available for sale. In addition to the unrealized gain reflected in equity, net income for the three month period increased total stockholders' equity by $66,000. ASSET QUALITY Non-performing Loans and Investments in Real Estate The table below sets forth the amounts and categories of non-performing assets in the Company's loan portfolio, rounded to the thousands. Loans are placed on non-accrual status when the collection of principal and/or interest becomes doubtful. At the dates presented, the Company had no accruing loans which were contractually past due 90 days or more and no troubled debt restructuring (which involve forgiving a portion of interest or principal on any loans or making loans at a rate materially less than that of market rates). Foreclosed assets include assets acquired in settlement loans. 8 September 30, December 31, 1996 1996 ------------- ------------ Non-Performing Assets Non-accruing loans: One-to four-family $623 $522 Consumer 184 148 Total 807 670 Foreclosed assets: One-to four-family 131 105 Total non-performing assets 938 775 Total as a percentage of total assets 1.65% 1.34% Non-performing assets decreased by $163,000 over the three month period ended December 31, 1996, due to a decline in non-accruing loans of $137,000 and a decrease of $26,000 in real estate owned. Allowance for Losses on Loans and Real Estate Owned The allowance for loan losses is established through a provision for loan losses based on management's evaluation of the risk inherent in its loan portfolio and changes in the nature and volume of its loan activity, including those loans which are being specifically monitored by management. Such evaluation, which includes a review of loans for which full collectibility may not be reasonably assured, considers among other matters, the estimated fair value of the underlying collateral, economic conditions, historical loan loss experience and other factors that warrant recognition in providing for an adequate loan loss allowance. Real estate properties acquired through foreclosure are recorded at lower of cost or fair value, less estimated disposition costs. If fair value at the date of foreclosure is lower than the balance of the related loan, the difference will be charged-off to the allowance for loan losses at the time of transfer. Valuations are periodically updated by management and if the value declines, a specific provision for losses on such property is established by a charge to operations. The Company's allowance for loan losses totaled $580,000 and $556,000, for September 30, 1996 and December 31, 1996, respectively. Allowance for loan losses as a percentage of net loans receivable equaled 1.46% at September 30, 1996 and 1.38% at December 31, 1996. 9 RESULTS OF OPERATIONS Comparison of Operating Results for the Quarters Ended December 31, 1995 and 1996 General. The Company had net income of $97,000 for the three months ended December 31, 1995, as compared to $66,000 for the three months ended December 31, 1996. The decrease in net income of $31,000 was primarily due to an increase in total non-interest expense of $53,000. This increase was partially offset by an increase in net interest income of $17,000, an increase in total non-interest income of $1,000 and a decrease in income taxes of $4,000. Interest Income. Interest income increased by $68,000 from $977,000 for the three months ended December 31, 1995 to $1,045,000 for the three months ended December 31, 1996. The $68,000 increase was due primarily to the increase in loans receivable of approximately 1.6 million, resulting in an increase in interest on loans of $59,000. The increase of $19,000 in interest earned on mortgage backed securities was due to an increase of $1.0 million. This increase was partially offset by a decrease of $10,000 on investment securities which decreased by $330,000 over the comparable periods. Interest Expense. Interest expense increased by $70,000 from $536,000 for the three months ended December 31, 1995 to $606,000 for the three months ended December 31, 1996. This was due primarily to the increased cost of funds. Cost of funds increased because of increased Federal Home Loan Bank borrowings outstanding during the three months at a cost higher than deposit accounts, and the overall increase in interest rates paid on deposits as compared to the prior year. Total interest-bearing liabilities increased from $46.2 million during the three months ended December 31, 1995 to $50.6 million at December 31, 1996. The weighted average cost of funds was 4.70% and 4.95% at December 31, 1995 and 1996, respectively. Consequently, increased interest-bearing liabilities, in conjunction with increased funding cost, caused an incline of interest expense for the quarter ended December 31, 1996, as compared to the quarter ended December 31, 1995. Net Interest Income. The Company's net income is dependent upon net interest income. Net interest income is the difference between the yield on interest-earning assets and the cost of interest-bearing liabilities. Net interest income decreased by $3,000 from $441,000 for the three months ended December 31, 1995 to $438,000 for the three months ended December 31, 1996. The decrease was due to the increase in the cost of interest-bearing liabilities which was in excess of increased earnings in interest-earning assets. Provision for Loan Losses. The provision for loan losses was $20,000 for the three months ended December 31, 1995. Additional provision for loan losses was not deemed necessary for the three months ended December 31, 1996. Non-performing assets were $938,000 and $775,000 at December 31, 1995 and 1996, respectively. Non-performing assets as a percentage of total assets were 1.65% and 1.34% at December 31, 1995 and 1996, respectively. Management and the Board of Directors review the loan loss reserve monthly to determine sufficiency. The allowance for loan losses is established through a provision for loan losses based on management's evaluation of the risk inherent in its loan portfolio and changes 10 in the nature and volume of its loan activity, including those loans which are being specifically monitored by management. Such evaluation, which includes a review of loans for which full collectibility may not be reasonably assured, considers among other matters, the estimated fair value of the underlying collateral, economic conditions, historical loan loss experience and other factors that warrant recognition in providing for an adequate loan loss allowance. Non-interest Income. Non-interest income increased by $1,000 from $11,000 for the quarter ended December 31, 1995 to $12,000 for the quarter ended December 31, 1996. The increase was due to more service charges and partially offset by a decrease in insurance commissions and REO operations. Non-interest Expense. Total non-interest expense increased by $53,000 from $295,000 for the three months ended December 31, 1995 to $348,000 for the three months ended December 31, 1996. There were increases in employee compensation of $2,000, occupancy and equipment of $1,000, marketing and other professional services of $4,000, real estate owned of $2,000 and other expenses of $43,000. The increase in other expenses was due primarily to an additional $26,000 in property taxes as a result of being a stock company. Income Tax Provision. Income tax expense decreased by $4,000 for the quarter ended December 31, 1996 as compared to the quarter ended December 31, 1995 due to a decrease in pre-tax income. Liquidity and Capital Resources The Company's primary sources of funds are deposits, borrowings, principal and interest payments on loans, mortgage-backed securities, and investment securities. In the event that the Company should require funds beyond its ability to generate them internally, additional sources of funds are available through the use of FHLB advances. 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. Federal regulations have required the Company to maintain minimum levels of liquid assets. The required percentage has varied from time to time based upon economic conditions and savings flows and is currently 5% of net withdrawable savings deposits and borrowings payable on demand or in one year or less during the preceding calendar month. Liquid assets for purposes of this ratio include cash, certain time deposits, government agency and other securities and obligations generally having remaining maturities of less than five years. The Association's most liquid assets are cash and cash equivalents, short-term investments and mortgage-backed and related securities. The levels of these assets are dependent on the Company's operating, financing, lending and investing activities during any given period. At September 30, 1996 and December 31, 1996 liquidity eligible assets totaled $3.2 million and $3.6 million, respectively. At those same dates, the Association's liquidity ratios were 6.5% and 7.2%, respectively, all in excess of the 5% minimum regulatory requirement. Management anticipates a somewhat lower liquidity ratio in future periods, due to funding needs for outstanding loan commitments. 11 The Association uses its liquid resources principally to meet ongoing commitments, to fund maturing certificates of deposit and deposit withdrawals, to invest, to fund existing and future loan commitments, to maintain liquidity and to meet operating expenses. At December 31, 1996 the Association had outstanding commitments to extend credit which amounted to $358,000. Management believes that loan repayments and other sources of funds will be adequate to meet the Association's foreseeable liquidity needs. At December 31, 1996, the Company had $26.3 million in certificates of deposit due within one year and $11.4 million in other deposits without specific maturity. Based on past experience, management expects that most of the deposits will be retained or replaced by new deposits. Capital Federally insured savings associations, such as First Federal, are required to maintain a minimum level of regulatory capital. The OTS has established capital standards, including a tangible capital requirement, a leverage ratio (or core capital) requirement and a risk-based capital requirement applicable to such savings associations. These capital requirements must be generally as stringent as the comparable capital requirements for national banks. The OTS is also authorized to impose capital requirements in excess of these standards on individual associations on a case-by-case basis. The following table sets forth First Federal's compliance with each of its capital requirements as of December 31, 1996 (dollars in thousands). Current Capital Actual Association Requirement Capital Capital Excess -------------- -------------- -------------- Amount % Amount % Amount % ------ ---- ------ ---- ------ ---- Tangible Capital 861 1.50% 5,577 9.71% 4,716 8.21% Core Capital 1,722 3.00% 5,577 9.71% 3,855 6.71% Risk-Based Capital 2,551 8.00% 5,914 18.55% 3,363 10.55% Tangible and core capital figures are determined as a percentage of total adjusted assets; risk-based capital figures are determined as a percentage of risk-weighted assets in accordance with OTS regulations. Total capital includes general loan loss reserves of $337,000. The OTS and the Federal Deposit Insurance Corporation are authorized and, under certain circumstances required, to take certain actions against associations that fail to meet capital requirements. Effective December 19, 1992, the federal banking agencies, including OTS, have been given additional enforcement authority over undercapitalized depository institutions. The OTS is generally required to take action to restrict the activities of an "undercapitalized association" (generally defined to be one with less than either a 4% core ratio, a Tier 1 risked- 12 based capital ratio or an 8% risk-based capital ratio). Any such association must submit a capital restoration plan and until such plan is approved by the OTS may not increase its assets, acquire another institution, establish a branch or engage in any new activities, and generally may not make capital distributions. The OTS is authorized to impose the additional restrictions, discussed below, that are applicable to significantly undercapitalized associations. Any savings association that fails to comply with its capital plan or is "significantly undercapitalized" (i.e., Tier 1 risk-based or core capital ratios of less than 3% or a risk-based capital ratio of less than 6%) must be subject to one or more additional specified actions and operating restrictions mandated by federal law. First Federal is considered a well capitalized institution based upon its capital ratios at December 31, 1996. 13 PART II--OTHER INFORMATION Item 1. Legal Proceedings There are no material legal proceedings to which the Company or the Association is party to or of which any of their property is subject. Occasionally, the Association is involved in legal proceedings incidental to its business. Item 2. Changes in Securities Not Applicable Item 3. Defaults Upon Senior Securities Not Applicable Item 4. Submission of Matters to a Vote of Security Holders Not Applicable Item 5. Other Information Not Applicable Item 6. Exhibits and Report on Form 8-K (a) Exhibits Not Applicable (b) Reports on Form 8-K Not Applicable 14 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. St. Landry Financial Corporation (Registrant) Date: February 13, 1997 /s/ Wayne McK Gilmore ---------------------------- Wayne McK. Gilmore President Date: February 13, 1997 /s/ Kathryn Chelette ---------------------------- Kathryn Chelette Controller 15