-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BurvgkXeb4Tcz0Y5EpZ2awgAfzthXk4AqXyCEcRWJLpr0VncZLtdS1ntQc1btK0H iU8mn3MmTDBzSK24FEhLhA== 0000927089-01-500330.txt : 20010815 0000927089-01-500330.hdr.sgml : 20010815 ACCESSION NUMBER: 0000927089-01-500330 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010630 FILED AS OF DATE: 20010814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MUTUALFIRST FINANCIAL INC CENTRAL INDEX KEY: 0001094810 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 371392810 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-27905 FILM NUMBER: 1713670 BUSINESS ADDRESS: STREET 1: 110 E CHARLES STREET CITY: MUNCIE STATE: IN ZIP: 47305 BUSINESS PHONE: 7657472800 MAIL ADDRESS: STREET 1: 110 E CHARLES STREET CITY: MUNCIE STATE: IN ZIP: 47305 FORMER COMPANY: FORMER CONFORMED NAME: MFS FINANCIAL INC DATE OF NAME CHANGE: 19990910 10-Q 1 june10q.htm
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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, 2001 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: 000-27905

MutualFirst Financial, Inc.

(Exact Name of registrant specified in its charter)

Maryland
(State or other jurisdiction of
incorporation or organization)
35-2085640
(I.R.S. Employer
Identification Number)


110 East Charles Street
Muncie, Indiana 47305
(765) 747-2800
(Registrant's telephone number, including area code)



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 report), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No[ ]

The number of shares of the Registrant's common stock, without par value, outstanding as of June 30, 2001 was 7,626,045.










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FORM 10 - Q

MutualFirst Financial, Inc.


INDEX
Page
Number
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Condensed Balance Sheets at
      June 30, 2001 and December 31, 2000
1
Consolidated Condensed Statement of Income for the
      three and six months ended June 30, 2001 and
      June 30, 2000
2
Consolidated Condensed Statement of Stockholders' Equity
      for the six months ended June 30, 2001
3
Consolidated Condensed Statement of Cash Flows for the
      six months ended June 30, 2001 and June 30, 2000
4
Notes to Unaudited Consolidated Condensed Financial Statements 5-6
Item 2. Management's Discussion and Analysis of Financial Condition
      and Results of Operations
7-10
Item 3. Quantitative and Qualitative Disclosures about Market Risk
10
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
11
Item 2. Changes in Securities and Use of Proceeds
11
Item 3. Defaults Upon Senior Securities
11
Item 4. Submission of Matters to a Vote of Security Holders
11
Item 5. Other Information
11
Item 6. Exhibits and Reports on Form 8-K 11
Signature Page 12


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PART 1
FINANCIAL INFORMATION

ITEM 1. Financial Statements

MUTUALFIRST FINANCIAL, INC. AND SUBSIDIARY
Consolidated Condensed Balance Sheet
(Unaudited)

June 30,
2001
December 31,
2000
Assets
Cash $22,168,767 $19,913,870
Interest-bearing deposits 2,064,312
1,132,187
      Cash and cash equivalents 24,233,079 21,046,057
Investment securities
      Available for sale 32,388,433 35,141,744
      Held to maturity 4,999,840
10,539,129
            Total investment securities 37,388,273 45,680,873
Loans Held for Sale 10,878,299 3,913,328
Loans 650,964,970 645,834,616
      Allowance for loan losses (5,266,700)
(6,472,430)
Net loans 645,698,270 639,362,186
Premises and equipment 8,677,950 9,042,462
Federal Home Loan Bank of Indianapolis stock, at cost 6,993,400 6,993,400
Investment in limited partnerships 5,800,644 6,437,467
Cash surrender value of life insurance 23,628,089 23,055,091
Foreclosed real estate 1,016,150 844,438
Interest receivable 3,867,990 4,313,175
Core deposit intangibles and goodwill 1,147,746 1,249,874
Deferred income tax benefit 5,403,515 5,407,532
Other assets 2,810,888
3,023,719
            Total assets $777,544,293
$770,369,602
Liabilities
Deposits
      Non-interest-bearing $24,408,912 $24,485,387
      Interest bearing 503,905,675
490,224,150
            Total deposits 528,314,587 514,709,537
Federal Home Loan Bank advances 116,833,932 112,542,194
Other borrowings 3,640,610 3,639,751
Advances by borrowers for taxes and insurance 1,551,532 1,452,149
Interest payable 1,334,529 1,372,452
Other liabilities 5,642,363
6,712,127
            Total liabilities 657,317,552
640,428,210
Stockholders' Equity
Preferred stock, $.01 par value
   Authorized and unissued --- 5,000,000 shares
      Common stock, $.01 par value
      Authorized --- 20,000,000 shares
      Issued and outstanding --- 7,626,045 and 8,379,447 shares
 
 
 
76,260
 
 
 
83,794
Additional paid-in capital 73,604,074 84,553,285
Retained earnings 52,111,139 49,380,571
Accumulated other comprehensive income 455,331 55,528
Unearned employee stock ownership plan (ESOP) shares (3,972,866) (4,131,786)
Unearned recognition and retention plan (RRP) shares (2,047,197)
 
            Total stockholders' equity 120,226,741
129,941,392
            Total liabilities and stockholders' equity $777,544,293
$770,369,602

See notes to consolidated condensed financial statements.


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MUTUALFIRST FINANCIAL, INC. AND SUBSIDIARY
Consolidated Condensed Statement of Income
(Unaudited)

Three Months Ended
June 30
Six Months Ended
June 30
2001
2000
2001
2000
Interest Income
   Loans receivable, including fees $13,341,093 $9,038,297 $26,554,790 $17,743,917
   Trading account securities 8,192
   Investment securities:
      Mortgage-backed securities 200,309 240,529 413,181 478,668
      Federal Home Loan Bank stock 135,126 106,187 273,078 212,373
      Other investments 393,922 489,865 860,192 955,684
   Deposits with financial institutions 41,767
9,062
68,116
22,533
            Total interest income 14,112,217
9,883,940
28,169,357
19,421,367
Interest Expense
   Passbook savings 241,724 200,410 480,322 400,446
   Certificates of deposit 5,376,610 3,379,056 10,823,940 6,658,783
   Daily Money Market accounts 340,401 328,747 722,087 649,434
   Demand and NOW accounts 191,957 122,703 420,157 243,971
   Federal Home Loan Bank advances 1,347,292 953,123 2,785,382 1,763,097
   Other interest expense 15,769
 
15,769
5,497
            Total interest expense 7,513,753
4,984,039
15,247,657
9,721,228
Net Interest Income 6,598,464 4,899,901 12,921,700 9,700,139
   Provision for losses on loans 296,250
171,250
485,500
342,500
Net Interest Income After Provision for Loan Losses 6,302,214
4,728,651
12,436,200
9,357,639
Other Income
   Service fee income 674,846 511,892 1,247,741 988,489
   Net trading account profit 25,116
   Equity in losses of limited partnerships (116,534) (88,160) (161,925) (90,707)
   Commissions 181,191 170,926 363,713 298,907
   Net gains on loan sales 187,277 310,437
   Increase in cash surrender value of life insurance 286,500 161,655 573,000 281,655
   Other income 77,972
144,138
192,302
230,872
            Total other income 1,291,252
900,451
2,525,268
1,734,332
Other Expenses
   Salaries and employee benefits 2,797,765 1,809,368 5,993,998 3,657,573
   Net occupancy expenses 222,879 172,241 453,618 351,414
   Equipment expenses 208,221 187,527 440,436 382,226
   Data processing fees 192,925 124,560 397,139 252,844
   Automated teller machine 148,093 128,254 266,228 248,708
   Deposit insurance expense 25,002 20,789 51,093 40,787
   Advertising and promotion 124,167 114,609 283,658 225,864
   Goodwill amortization 50,353 56,816 102,128 107,816
   Other expenses 803,436
683,388
1,692,497
1,209,653
            Total other expenses 4,572,841
3,297,552
9,680,795
6,476,885
Income Before Income Tax 3,020,625 2,331,550 5,280,673 4,615,086
   Income tax expense 856,900
763,000
1,377,900
1,539,000
Net Income $2,163,725
$1,568,550
$3,902,773
$3,076,086
   Basic earnings per share $0.30 $0.29 $0.53 $0.57
   Diluted earnings per share $0.30 $0.29 $0.53 $0.57
   Dividends per share $0.08 $0.07 $0.16 $0.14


See notes to consolidated condensed financial statements.


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MUTUALFIRST FINANCIAL, INC. AND SUBSIDIARY

Consolidated Condensed Statement of Cash Flows

(Unaudited)

Six Months Ended June 30,
2001
2000
Operating Activities
   Net income $ 3,902,773 $ 3,076,086
   Adjustments to reconcile net income to net cash provided by operating activities
      Provision for loan losses 485,500 342,500
      Net loss on sale of real estate owned 119,162 94,363
      Securities amortization (accretion), net (22,069) (17,747)
      ESOP shares earned 227,954 151,694
      RRP shares earned 983,303
      Equity in losses of limited partnerships 161,925 90,707
      Amortization of net loan origination costs 1,088,484 937,081
      Amortization of core deposit intangibles and goodwill 133,666 107,816
      Depreciation and amortization 538,869 373,817
      Loans originated for sale (29,172,270)
      Proceeds from sales on loans held for sale 22,297,766
      Gains on sales of loans held for sale (90,467)
      Change in
         Trading account securities 1,234,884
         Interest receivable 445,185 (212,132)
         Other assets 212,831 (604,492)
         Interest payable (37,923) (819,355)
         Other liabilities (871,917) 13,941
         Increase in cash surrender value of life insurance (573,000)
(281,654)
            Net cash provided (used) by operating activities (170,228)
4,487,509
Investing Activities
   Purchases of securities available for sale (3,478,555) (3,389,592)
   Proceeds from maturities and paydowns of securities available for sale 6,925,715 1,040,782
   Proceeds from maturities and paydowns of securities held to maturity 5,537,069 756,830
   Net change in loans (8,165,716) (24,309,456)
   Purchases of premises and equipment (174,357) (392,490)
   Proceeds from real estate owned sales 6,682 416,009
   Distribution from limited partnership 14,516 48,395
   Other investing activities (45,111)
(31,984)
            Net cash provide (used) by investing activities 620,243
(25,861,506)
Financing Activities
   Net change in
      Noninterest-bearing, interest bearing demand and savings deposits 5,618,718 1,685,941
      Certificates of deposits 7,986,332 26,486,508
      Short-term borrowings (840,000)
   Repayment of note payable (30,679) (61,358)
   Proceeds from FHLB advances 158,035,334 125,500,000
   Repayment of FHLB advances (153,743,596) (133,022,373)
   Net change in advances by borrowers for taxes and insurance 99,382 44,512
   Stock repurchased (14,110,229)
   Proceeds from exercise of stock options 53,950
   Dividends Paid (1,172,205)
(814,746)
            Net cash provided by financing activities 2,737,007
18,978,484
Net Change in Cash and Cash Equivalents 3,187,022 (2,395,513)
Cash and Cash Equivalents, Beginning of Year 21,046,057
19,983,131
Cash and Cash Equivalents, End of Period $ 24,233,079
$ 17,587,618
Additional Cash Flows Information
   Interest paid $ 15,285,580 $ 10,540,583
   Income tax paid 375,000 1,176,000
   Transfers from loans to foreclosed real estate 255,648 1,169,296
   Mortgage servicing rights capitalized 219,969


See notes to consolidated condensed financial statements.


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MUTUALFIRST FINANCIAL, INC. AND SUBSIDIARY
Consolidated Condensed Statement of Stockholders' Equity
For the Six Months Ended June 30, 2001
(Unaudited)


Common Stock
Shares
Outstanding
Amount
Additional
paid-in
capital
Comprehensive
Income
Retained
Earnings
Accumulated
Other
Comprehensive
Income
Unearned
ESOP
shares
Unearned
RRP
shares
Total
Balances, January 1, 2000 8,379,447 $83,794 $84,553,285 $49,380,571 $55,528 ($4,131,786) $129,941,392
Comprehensive income
Net income for the period $3,902,773 3,902,773 3,902,773
Other comprehensive income, net of tax
Unrealized gains on securities 399,803
399,803 399,803
Comprehensive income $4,302,576
ESOP shares earned 69,034 158,920 227,954
Cash dividends ($.08 per share) (1,172,205) (1,172,205)
RRP shares granted 209,000 $2,090 3,028,410 (3,030,500)
RRP shares earned 983,303 983,303
Stock repurchased (968,209) (9,682) (14,100,547) (14,110,229)
Stock options exercised 5,807
58
53,892
 
 
 
 
53,950
Balances, June 30, 2001 7,626,045
$76,260
$73,604,074
$52,111,139
$455,331
($3,972,866)
($2,047,197)
$120,226,741


See notes to consolidated condensed financial statements.


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MutualFirst Financial, Inc. and Subsidiaries
Notes to Unaudited Consolidated Condensed Financial Statements
(Table Dollar Amounts in Thousands)

NOTE 1: Basis of Presentation

The consolidated financial statements include the accounts of MutualFirst Financial, Inc. (the "Company"), it wholly owned subsidiary, Mutual Federal Savings Bank, a federally chartered savings bank ("Mutual Federal"), and Mutual Federal's two wholly owned subsidiaries, First MFSB Corporation and Third MFSB Corporation. A summary of significant accounting policies is set forth in Note 1 of Notes to Financial Statements included in the December 31, 2000 Annual Report to Shareholders. All significant inter-company accounts and transactions have been eliminated in consolidation.

The interim consolidated financial statements have been prepared in accordance with instructions to Form 10-Q, and therefore do not include all information and footnotes necessary for a fair presentation of financial position, results of operations and cash flows in conformity with generally accepted accounting principles.

The interim consolidated financial statements at June 30, 2001, and for the three and six months ended, June 30, 2001 and 2000 have not been audited by independent accountants, but in the opinion of management, reflect all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows for such periods.

NOTE 2: Benefit Plans

On December 1, 2000, the stockholders of the Company approved a Stock Option Plan and a Recognition and Retention Plan (RRP). These plans allow for the purchase in the open market or through the issuance of authorized and unissued shares of up to 581,961 shares of common stock for the Stock Option Plan and 232,784 shares of common stock for the RRP. Under the Stock Option Plan, stock option rights covering 581,961 shares of stock may be granted to officers, key employees and directors of the Company and its subsidiaries. Options for 507,000 of such shares were granted effective January 12, 2001. The options have an option price per share equal to the market value at date of grant. Of the options granted, 247,248 have a 15-year term and 259,752 have a 10-year term. 212,000 of these options become exercisable at the rate of 33.3% per year and 295,000 become excisable at a rate of 20% per year. Under the RRP plan, stock awards covering 232,784 shares of common stock may be awarded to the directors and key employees of the Company and its subsidiaries. Grants of 209,000 of such shares have been awarded effective January 12, 2001. Beginning March 20, 2001, 122,000 of these shares vest at a rate of 20% per year and 77,500 vest at a rate of 33.3% per year and 9,500 shares will be fully vested as of March 20, 2002. Expense under the RRP plan was $210,000 and $983,000 for the three and six month periods ended June 30, 2001, respectively.




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NOTE 3: Earnings per share

Earnings per share were computed as follows:

Three Months Ended Ended June 30,
2001
2000
Income
Weighted-
Average
Shares
Per-Share
Amount
Income
Weighted-
Average
Shares
Per-Share
Amount
Basic Earnings Per Share
      Income available to common shareholders $2,164 7,109,629 $0.30 $1,569 5,386,557 $0.29
Effect of Dilutive securities
      Stock options and RRP grants  
7,654
 
 
 
 
Diluted Earnings Per Share
Income avilable to common stockholders
       and assumed conversions
 
$2,164
 
7,117,283
 
$0.30
 
$1,569
 
5,386,557
 
$0.29


Six Months Ended June 30,
2001
2000
Income
Weighted-
Average
Shares
Per-Share
Amount
Income
Weighted-
Average
Shares
Per-Share
Amount
Basic Earnings Per Share
      Income available to common shareholders $3,903 7,413,930 $0.53 $3,076 5,382,582 $0.57
Effect of Dilutive securities
      Stock options and RRP grants  
9,747
 
 
 
 
Diluted Earnings Per Share
Income avilable to common stockholders
       and assumed conversions
 
$3,903
 
7,423,677
 
$0.53
 
$3,076
 
5,382,582
 
$0.57


NOTE 4: Other Comprehensive Income

Net Unrealized Gains (Losses) On Securities
Three Months Ended June 30,
Six Months Ended June 30,
2001
2000
2001
2000
Before tax amount $160 ($51) $666 ($163)
Tax (expense) benefit (64)
20
(266)
60
Net-of-tax amount $96
($31)
$400
($103)


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ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations.

General

MutualFirst Financial, Inc. a Maryland Corporation (the "Company"), was organized in September 1999. On December 29, 1999, it acquired the common stock of Mutual Federal Savings Bank ("Mutual Federal") upon the conversion of Mutual Federal from a federal mutual savings bank to a federal stock savings bank.

Mutual Federal was originally organized in 1889 and currently conducts its business from 17 full service offices located in Delaware, Randolph, Grant, and Kosciusko counties, Indiana, with its main office located in Muncie. Mutual Federal's principal business consists of attracting deposits from the general public and originating fixed rate and adjustable rate loans secured primarily by first mortgage liens on one-to-four family residential real estate as well as commercial real estate and consumer goods. Mutual Federal's deposit accounts are insured up to the applicable limits by the Savings Association Insurance Fund of the FDIC.

Mutual Federal currently owns two subsidiaries, First MFSB Corporation and Third MFSB Corporation. The assets of First MFSB Corporation consist of an investment in Family Financial Life Insurance Company. Family Financial is an Indiana stock insurance company that primarily engages in retail sales of mortgage and credit life insurance products in connection with loans originated by it's shareholder financial institutions. Third MFSB, which does business as Mutual Financial Services, offers tax deferred annuities, long term health and life insurance products. All securities related products and services made available through Mutual Financial Services are offered by a third party independent broker dealer.

The Company's results of operations depend primarily on the level of net interest income, which is the difference between the interest income earned on interest earning assets, such as loans and investments, and costs incurred with respect to interest bearing liabilities, primarily deposits and borrowings. Results of operations also depend upon the level of the Company's non-interest income, including fee income and service charges, and the level of its non-interest expense, including general and administrative expenses.

Forward Looking Statements

This quarterly report on Form 10-Q ("Form 10-Q") contains statements which constitute forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements may appear in a number of places in its Form 10-Q and include statements regarding the intent, belief, outlook, estimate or expectations of the company, its directors or its officers primarily with respect to future events and the future financial performance of the company. Readers of this Form 10-Q are cautioned that any such forward looking statements are not guarantees of future events or performance and involve risk and uncertainties, and that actual results may differ materially from those in the forward looking statements as a result of various factors. The accompanying information contained in this Form 10-Q identifies important factors that could cause such differences. These factors include changes in interest rate; the loss of deposits and loan demand to other financial institutions; substantial changes in financial markets; changes in real estate values and the real estate market; or regulatory changes.


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Financial Condition

Assets totaled $777.5 million at June 30, 2001, an increase from December 31, 2000 of $7.2 million. Loans, excluding loans held for sale, increased $6.3 million to $651 million. Consumer loans increased $7.6 million and commercial business loans increased $2.5 million, while residential mortgage loans held in portfolio decreased $3.8 million. Mortgage loans held for sale increased $7.0 million and mortgage loans sold during the period totaled $22.2 million in order to manage interest rate risk during this low interest rate environment. Allowance for loan losses decreased $1.2 million from $6.5 million at December 31, 2000 to $5.3 million at June 30, 2001. This decrease was due to the write down to fair value of two non-performing commercial loans.

Total deposits were $528.3 million at June 30, 2001, an increase of $13.6 million or 2.6% from December 31, 2000. Of this growth $6.4 million was in short-term public funds with the remaining growth coming from retail interest bearing deposits. Total borrowings increased $4.3 million to $120.5 million at June 30, 2001 from $116.2 million at December 31, 2000.

Stockholders' equity decreased $9.7 million from $129.9 million at December 31, 2000 to $120.2 million at June 30, 2001. The decrease was due primarily to the re-purchase of 968,209 shares of MutualFirst stock for $14.1 million and dividend payments of $1.2 million. These decreases were partially offset by net income of $3.9 million, employee stock ownership plan (ESOP) shares earned of $228,000, RRP shares earned of $983,000, and proceeds from the exercise of stock options of $54,000. Also, unrealized gain on securities available for sale increased $400,000.

Comparison of the operating results for the three months ended June 30, 2001 and 2000

Net income was $2.2 million or $.30 for both basic and diluted earnings per share for the quarter ended June 30, 2001. This compared to net income for the comparable period in 2000 of $1.6 million or $.29 per share basic and diluted, respectively. The increase in earnings was primarily due to an increase in net interest income partially offset by increases in non-interest expenses. The annualized return on average assets was 1.12% and annualized return on average equity was 7.09%, compared to 1.13% and 6.38%, respectively for the same period in 2000.

Interest income increased $4.2 million or 42.8% from $9.9 million for the three months ended June 30, 2000 to $14.1 million for the three months ended June 30, 2001. Interest expense increased $2.5 million or 50.8% from $5 million for the three months ended June 30, 2000 to $7.5 million for the three months ended June 30, 2001. As a result, net interest income for the three-month period ended June 30, 2001 increased $1.7 million or 34.7% compared to the same period in 2000. The increase in net interest income was due primarily to the spread earned on the loans receivable and deposits acquired through the merger with Marion Capital Holdings in December of 2000.

The provision of loan losses for the second quarter of 2001 was $296,000 compared to $171,000 for the same period in 2000. Non-performing loans to total loans at June 30, 2001 were .64% compared to .11% at June 30, 2000. Non-performing assets to total assets were .71% at June 30, 2001




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compared to .38% at June 30, 2000. The increase in provision for loan losses was due to increased loan balances overall and specifically an increase in commercial real estate loans primarily acquired through the merger with Marion Capital Holdings. The Company believes that it has adequate collateral and reserves to absorb losses inherent in the portfolio.

Non-interest income increased $400,000 or 43.4% to $1.3 million for the three months ended June 30, 2001 compared to $900,000 for the same period in 2000. This increase can be attributed to increased service fee income of $163,000, increased cash surrender value of life insurance of $124,000, and an increased gain on sale of fixed rate residential mortgage loans of $187,000. Most of these increases with the exception of the gain on sale of loans can be attributed to the merger with Marion Capital Holdings. Non-interest expense increased $1.3 million or 38.7% to $4.6 million for the three-months ended June 30, 2001 compared to $3.3 million for the same period in 2000. Salaries and employee benefits were $2.8 million for the quarter ended June 30, 2001 compared to $1.8 million for the 2000 period, an increase of $1 million or 54.6%. The reasons for the increase in salaries and benefits include increase in salaries due to the merger with Marion Capital Holdings and the recognition and retention plan (RRP) expense. Other expenses increased $285,000 or 19.1% for the quarter ended June 30, 2001 compared to the same period in 2000. These increases were also due primarily to the merger with Marion Capital Holdings.

Income tax expense increased $94,000 for the quarter ended June 30, 2001 compared to the same period in 2000. The increase resulted from increased taxable income, partially offset by the effective tax rate decreasing from 32.8% for the three months ended June 30, 2000 to 28.4% for the comparable period in 2001.

Comparison of the operating results for the six-month ended June 30, 2001 and 2000.

Net income for the six months period ended June 30, 2001 was $3.9 million or $.53 for both basic and diluted earnings per share. This compared to $3.1 million or $.57 for both basic and diluted earnings per share for the comparable period in 2000. The increase in earnings was due primarily to an increase in net interest income and non-interest income partially offset by an increase in non-interest expenses. The annualized return on average assets was 1.02% and annualized return on average equity was 6.29% compared to 1.12% and 6.28%, respectively, for the same period in 2000. Interest income increased $8.8 million or 45% from $19.4 million for the six months ended June 30, 2000 to $28.2 million for the six months ended June 30, 2001. Interest expense increased $5.5 million or 56.8% from $9.7 million for the six months ended June 30, 2000 to $15.2 million for the same period in 2001. As a result, net interest income for the six month period ended June 30, 2001 increased $3.2 million or 33.2% compared to the same period in 2000 due primarily to the increase in the average balance of net earning assets related to the merger with Marion Capital Holdings, partially offset by a reduction in average interest rate spread from 3.24% for the six months ended June 30, 2000 to 3.16% for the six months ended June 30, 2001.

The provision for loan losses for the six-month period ended June 30, 2001 was $485,000 compared to $342,000 for the same six-month period in 2000. The increase was due to increased loan balances overall and specifically an increase in commercial real estate loans acquired through the merger with Marion Capital Holdings. The Company believes that it has adequate collateral and reserves to absorb losses inherent in the portfolio.


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Non-interest income increased $800,000 or 45.6% to $2.5 million for the six months ended June 30, 2001 compared to $1.7 million for the same period last year. This improvement was a result primarily of an increase of $259,000 in service fee income, $64,000 increase in commission income, $310,000 gain on the sale of loans, and a $291,000 increase in the cash surrender value of life insurance. Most of these increases, with the exception of the gain on sale of loans, can be attributed to the merger with Marion Capital Holdings.

Non-interest expense increased $3.2 million or 49.5% for the six months ended June 30, 2001 compared to the same period in 2000. Salaries and employee benefits were $6.0 million for the six months ended June 30, 2001 compared to $3.7 million for the 2000 period, an increase of $2.3 million or 63.9%. The reasons for the increase can be attributed to the merger with Marion Capital Holdings, the recognition and retention plan (RRP) expense of $983,000, additional health insurance costs of $200,000, increased ESOP expense of $76,000 and normal salary increases. Other non-interest expenses increased $900,000 or 30.8% for the six months ended June 30, 2001 compared to the same period in 2000. These increases are a result primarily from the merger with Marion Capital Holdings.

Income tax expense decreased from $1.5 million for the six months ended June 30, 2000 to $1.4 million for the six months ended June 30, 2001. The decrease resulted from increased tax-free income and increased low income housing tax credits related to the Marion Capital Holdings merger, resulting in a decreased effective tax rate from 33.3% for the six months ended June 30, 2001 to 26.1% for the comparable period in 2001.

Liquidity and Capital Resources

The standard measure of liquidity for savings associations is the ratio of cash and eligible investments to a certain percentage of the net withdrawable savings accounts and borrowings due within one year. As of June 30, 2001, Mutual Federal had liquid assets of $42.0 and a liquidity ratio of 6.45%

ITEM 3. Quantitative and Qualitative Disclosures about Market Risk

Presented below as of June 30, 2001 and 2000 is an analysis performed by the OTS (for June 30, 2000) and by Mutual Federal (for June 30, 2001) of Mutual Federal's interest risk as measured by changes in Mutual Federal's net portfolio value ("NPV") for instantaneous and sustained parallel shifts in the yield curve, in 100 basis point increments, up and down 300 basis points.

June 30, 2001
Net Portfolio Value
Changes NPV as % of PV of Assets
In Rates
$ Amount
$ Change
% Change
NPV Ratio
Change
+300 bp 71,919 -31,086 -30% 9.98% -335 bp
+200 bp 83,527 -20,478 -20% 11.18% -215 bp
+100 bp 94,450 -9,555 -9% 12.37% -96 bp
0 bp 105,005 13.33%
-100 bp 110,517 6,512 5% 13.92% +59 bp
-200 bp 112,797 8,792 8% 14.02% +69 bp
-300 bp 117,958 13,952 13% 14.40% +107 bp



June 30, 2000
Net Portfolio Value
Changes NPV as % of PV of Assets
In Rates
$ Amount
$ Change
% Change
NPV Ratio
Change
+300 bp 43,916 -29,825 -40% 8.57% -478 bp
+200 bp 54,010 -19,732 -27% 10.27% -308 bp
+100 bp 64,143 -9,598 -13% 11.90% -146 bp
0 bp 73,742 13.35%
-100 bp 81,582 7,840 11% 14.47% +112 bp
-200 bp 86,101 12,359 17% 15.05% +169 bp
-300 bp 90,096 16,354 22% 15.52% +217 bp

The analysis at June 30, 2001 indicates that there have been no material changes in market interest rates for Mutual Federal's interest rate sensitivity instruments which would cause a material change in the market risk exposures that effect the quantitative and qualitative risk disclosures as presented in item 7A of the Company's annual report on Form 10-K for the period ended December 31, 2000.


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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
The following is a record of the votes cast at the Company's Annual Meeting of Stockholders in the election of directors of the Company:
 
FOR
VOTE
WITHHELD
 
Edward J. Dobrow 7,116,546 74,673
Julie A. Skinner 7,020,867 170,352
John M. Dalton 6,960,159 231,060
 
Accordingly, the individuals named above were declared to be duly elected directors of the Company for a three-year term to expire in 2004.
 
The following is a record of the votes cast for the proposal to ratify the appointment of Olive LLP as the Company's auditors for the fiscal year ending December 31, 2001.
NUMBER OF VOTES

FOR 7,117,670
AGAINST 65,581
ABSTAIN 7,968
 
Accordingly, the proposal described above was declared to be duly adopted by the stockholders of the Corporation.
 
Item 5. Other Information.
None.
Item 6. Exhibits and Reports on form 8-K.
(a) No reports on form 8-K were filed during the quarter ended June 30, 2001.





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SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


MutualFirst Financial, Inc.
Date: August 14, 2001 By: /s/ R. Donn Roberts

R. Donn Roberts
President and Chief Executive Officer
Date: August 14, 2001 By: /s/ Timothy J. McArdle

Timothy J. McArdle
Senior Vice President and Treasurer












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