FORM 10-Q SECURITIES EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (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, 1998 ---------------------------------------------- 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: to be assigned ________________ FIRST NATIONAL COMMUNITY BANCORP, INC. -------------------------------------- (Exact name of registrant as specified in its charter) Pennsylvania 23-2900790 ------------ ---------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 102 East Drinker Street Dunmore, Pennsylvania 18512 ----------------------------------------------- (Address of principal executive offices)(Zip Code) (717) 346-7667 -------------------------- (Registrant's telephone number, including area code) N/A --------------------------- (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. Yes [X] No [ ] --- --- APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS: Indicate by check mark whether registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. 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. Common Stock, $1.25 Par Value 2 ----------------------------- ------- Class Outstanding Shares at May 8, 1998 PART I. FINANCIAL INFORMATION First National Community Bancorp, Inc. (the "Registrant") was incorporated to serve as the stock holding company for First National Community Bank, a National bank (the "Bank") in connection with the Bank's reorganization into a one-bank holding company structure. As of the date hereof, the Bank has not completed its reorganization, and, accordingly, the Registrant has no assets or liabilities, has not engaged in any operations or transactions except pursuant to the reorganization and currently has $2.50 of initial capitalization. Item 1. Financial Statements N/A Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations N/A Item 3. Quantitative and Qualitative Disclosures about Market Risk N/A PART II. OTHER INFORMATION Item 1. Legal Proceedings None Item 2. Changes in Securities and Use of Proceeds 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 2(a) Plan of Reorganization, dated March 12, 1997, by and among Registrant, First National Community Interim Bank and First National Community Bank, incorporated by reference to Exhibit A of the Proxy Statement/ Prospectus included in Registrant's Registration Statement No. 333-24121 on Form S- 4, filed with the Commission on March 28, 1997. Exhibit 2(b) Plan of Merger, dated March 12, 1997, by and among First National Community Interim Bank and First National Community Bank, incorporated by reference to Exhibit B of the Proxy Statement/ Prospectus included in Registrant's Registration Statement No. 333-24121 on Form S- 4, filed with the Commission on March 28, 1997. Exhibit 3(i) Articles of Incorporation of Registrant, incorporated by reference to Exhibit C of the Proxy Statement/ Prospectus included in Registrant's Registration Statement No. 333- 24121 on Form S-4, filed with the Commission on March 28, 1997. Exhibit 3(ii) Bylaws of Registrant, incorporated by reference to Exhibit D of the Proxy Statement/ Prospectus included in Registrant's Registration Statement No. 333-24121 on Form S-4, filed with the Commission on March 28, 1997. Exhibit 27 Financial Data Schedule. b. No reports on Form 8-K were filed for the quarter ending March 31, 1998. 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. FIRST NATIONAL COMMUNITY BANCORP, INC. Date: May 12, 1998 /s/ J. David Lombardi, President ------------------ --------------------------------- J. David Lombardi, President (Chief Executive Officer) Date: May 12, 1998 /s/ William S. Lance, Treasurer ------------------ ---------------------------------- William S. Lance, Treasurer (Chief Financial and Accounting Officer) EXHIBIT INDEX Sequential Page Number in Manually Exhibit Number Signed Original - -------------- ------------------ Exhibit 2(a) Plan of Reorganization, dated March 12, 1997, by and among Registrant, First National Community Interim Bank and First National Community Bank, incorporated by reference to Exhibit A of the Proxy Statement/ Prospectus included in Registrant's Registration Statement No. 333-24121 on Form S-4, filed with the Commission on March 28, 1997. Exhibit 2(b) Plan of Merger, dated March 12, 1997, by and among First National Community Interim Bank and First National Community Bank, incorporated by reference to Exhibit B of the Proxy Statement/ Prospectus included in Registrant's Registration Statement No. 333-24121 on Form S-4, filed with the Commission on March 28, 1997. Exhibit 3(i) Articles of Incorporation of Registrant, incorporated by reference to Exhibit C of the Proxy Statement/Prospectus included in Registrant's Registration Statement No. 333-24121 on Form S-4, filed with the Commission on March 28, 1997. Exhibit 3(ii) Bylaws of Registrant, incorporated by reference to Exhibit D of the Proxy Statement/ Prospectus included in Registrant's Registration Statement No. 333-24121 on Form S-4, filed with the Commission on March 28, 1997. Exhibit 27 Financial Data Schedule. 6