10QSB 1 f10qsb_033104-0244.txt FORM UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (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, 2004 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to ----------- ---------- Commission file number: 000-50234 Eureka Financial Corp. ----------------------------------------------------------------- (Exact Name of Small Business Issuer as Specified in Its Charter) United States 75-3098403 ------------------------------- --------------------------------- (State or Other Jurisdiction of (IRS Employer Identification No.) Incorporation or Organization) 3455 Forbes Avenue at McKee Place, Pittsburgh, Pennsylvania 15213 ----------------------------------------------------------------- (Address of Principal Executive Offices) Issuer's Telephone Number, Including Area Code: (412) 681-8400 ------------------ Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 -------- -------- As of May 17, 2004, there were issued and outstanding 1,226,538 shares of the registrant's Common Stock. Transitional Small Business Disclosure Format (check one): Yes No X -------- -------- EUREKA FINANCIAL CORP. INDEX Page Number ------ PART 1 - FINANCIAL INFORMATION Item 1. Financial Statements Balance Sheet as of March 31, 2004 (Unaudited), and September 30, 2003 3 Statements of Income (Unaudited) for the Three and Six Months ended March 31, 2004 and 2003 4 Statements of Cash Flows (Unaudited) for the Six Months ended March 31, 2004 and 2003 5 Notes to Financial Statement (Unaudited) 6-7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8-11 Item 3. Controls and Procedures 11 PART II - OTHER INFORMATION Item 1. Legal Proceedings 12 Item 2. Changes in Securities and Small Business Issuer Purchases of Equity Securities 12 Item 3. Defaults Upon Senior Securities 12 Item 4. Submission of Matters to a Vote of Security Holders 12 Item 5. Other Information 12 Item 6. Exhibits and Reports on Form 8-K 12 Signatures 2 CONSOLIDATED BALANCE SHEET EUREKA FINANCIAL CORP.
March 31, September 30, 2004 2003 ------------ ------------ (Unaudited) ASSETS Cash and due from banks $ 670,300 $ 496,589 Interest-bearing deposits in banks 4,275,888 8,340,784 Securities available-for-sale 12,621,534 11,877,487 Securities held-to-maturity (Market values of $6,158,756 and $5,865,608 respectively) 5,911,328 5,629,750 Mortgage-backed securities, available-for-sale 965,240 1,364,782 Federal Home Loan Bank stock, at cost 301,700 332,600 Loans receivable, net 56,687,071 53,288,111 Premises and equipment, net 1,209,084 1,241,032 Other assets 893,586 750,066 ------------ ------------ Total Assets $ 83,535,731 $ 83,321,201 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities Deposit accounts Non-interest bearing $ 1,505,159 $ 1,887,906 Interest bearing 59,790,657 59,952,093 ------------ ------------ Total deposit accounts 61,295,816 61,839,999 Advances from borrowers for taxes & insurance 180,723 334,252 Other liabilities 1,306,913 1,035,752 FHLB advances 1,000,000 1,000,000 Guarantee of employee stock ownership plan (ESOP) debt 0 40,258 ------------ ------------ Total liabilities 63,783,452 64,250,261 Stockholders' Equity Common Stock ($0.10 par value) 4,000,000 shares authorized, 1,377,810 shares issued, 1,226,538 shares outstanding as of March 31, 2004 and September 30, 2003, respectively 137,781 137,781 Additional paid-in-capital 6,375,778 6,234,226 Retained earnings-substantially rstricted 13,218,169 13,213,697 Unearned employee stock ownership plan (ESOP) shares 0 (40,258) Unearned compensation-restricted stock plan (48,875) (67,733) Accumulated other comprehensive income net of applicable income taxes of $869,000 and $623,686, respectively 1,686,883 1,210,684 Treasury stock (151,272 shares at cost) (1,617,457) (1,617,457) ------------ ------------ Total stockholders' equity 19,752,279 19,070,940 Total Liabilities and Stockholders' Equity $ 83,535,731 $ 83,321,201 ============ ============
3 CONSOLIDATED STATEMENTS OF INCOME EUREKA FINANCIAL CORP.
Three Months Ended March 31, Six Months Ended March 31, (Unaudited) (Unaudited) 2004 2003 2004 2003 ---------- ---------- ---------- ---------- Interest Income Loans $ 901,871 $ 911,931 $1,782,307 $1,851,799 Investment securities 247,940 228,840 506,233 443,988 Mortgage-backed securities 16,306 34,633 36,615 73,510 ---------- ---------- ---------- ---------- Total interest income 1,166,117 1,175,404 2,325,155 2,369,297 Interest Expense Deposits 361,115 397,331 734,724 823,232 FHLB advances 14,054 13,900 28,263 28,109 Other 208 1,524 614 3,461 ---------- ---------- ---------- ---------- Total interest expense 375,377 412,755 763,601 854,802 ---------- ---------- ---------- ---------- Net Interest Income 790,740 762,649 1,561,554 1,514,495 Provision for Loan Losses 15,000 0 30,000 0 ---------- ---------- ---------- ---------- Net Interest Income after Provision for Loan Losses 775,740 762,649 1,531,554 1,514,495 Other Income 30,507 22,806 67,418 54,598 Other Expenses Salaries and benefits 315,648 272,149 614,998 539,459 Occupancy expense 51,364 52,368 102,648 101,662 Computer expense 27,953 27,709 53,674 53,542 Legal and accounting 43,809 44,471 75,956 88,103 ESOP Contribution 71,224 45,520 117,387 82,220 Other 83,839 72,101 165,599 151,558 ---------- ---------- ---------- ---------- Total other expenses 593,837 514,318 1,130,262 1,016,544 ---------- ---------- ---------- ---------- Income Before Income Taxes 212,410 271,137 468,710 552,549 Provision for Income Taxes 36,022 47,827 83,140 113,827 ---------- ---------- ---------- ---------- Net Income $ 176,388 $ 223,310 $ 385,570 $ 438,722 ========== ========== ========== ========== Basic Earnings Per Share $ 0.14 $ 0.18 $ 0.31 $ 0.36 ========== ========== ========== ========== Diluted Earnings Per Share $ 0.13 $ 0.17 $ 0.30 $ 0.35 ========== ========== ========== ==========
4 CONSOLIDATED STATEMENTS OF CASH FLOWS EUREKA FINANCIAL CORP.
Six Months Ended March 31, (Unaudited) 2004 2003 ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES Net income $ 385,570 $ 438,722 Adjustments to reconcile net cash from operating activities: Unearned ESOP shares 181,810 107,627 Compensation expense related to RSOP 18,858 18,858 Depreciation 51,514 50,731 Provision for loan loss 30,000 0 Net accretion/amortization of discounts and premiums on mortgage-backed and investment securities (4,924) (33,153) Unamortized loan fees and costs 9,265 (25,504) Increase/(decrease) in cash due to changes in assets and liabilities: Other assets (143,520) (175,205) Other liabilities 25,847 (83,534) ----------- ----------- Net Cash from Operating Activities 554,420 298,542 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from maturities and redemption of securities held-to-maturity 1,300,000 0 Net proceeds from redemption of FHLB stock 30,900 69,500 Purchase of securities held-to-maturity (1,580,012) (750,000) Purchase of securities available-for-sale 0 (990,000) Net increase in loans made to customers (1,692,048) (305,116) Net commercial leases (originated)/repaid (1,746,177) 669,840 Net paydowns in mortgage-backed securities 380,366 589,223 Premises and equipment expenditures (19,566) (14,719) ----------- ----------- Net Cash Used by Investing Activities (3,326,537) (731,272) CASH FLOWS FROM FINANCING ACTIVITIES Net increase (decrease) in deposit accounts (544,183) 42,450 Net increase (decrease) in advances from borrowers for taxes and insurance (153,529) (124,363) Repayment of ESOP loan (40,258) (40,201) Reissuance of treasury stock 0 14,781 Payment of dividends (381,098) (304,365) ----------- ----------- Net Cash from Financing Activities (1,119,068) (411,698) ----------- ----------- Net Change in Cash and Cash Equivalents (3,891,185) (844,428) Cash and Cash Equivalents at Beginning of Period 8,837,373 8,648,435 ----------- ----------- Cash and Cash Equivalents at End of Period $ 4,946,188 $ 7,804,007 =========== =========== SUPPLEMENTAL CASH FLOW DISCLOSURE Cash paid during the period for: Interest on deposits and borrowings $ 775,530 $ 865,242 =========== =========== Income taxes $ 68,545 $ 188,967 =========== ===========
5 EUREKA FINANCIAL CORP. NOTES TO UNAUDITED FINANCIAL STATEMENTS NOTE A - BASIS OF PRESENTATION The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-QSB and, therefore, do not necessarily include all information that would be included in audited financial statements. The information furnished reflects all adjustments which are, in the opinion of management, necessary for a fair presentation of the results of operations. All such adjustments are of a normal recurring nature. The results of operations for the three months ended March 31, 2004, are not necessarily indicative of the results to be expected for the year ended September 30, 2004 or any other interim period. The interim consolidated financial statements and the following discussion should be read in conjunction with the consolidated financial statements and footnotes thereto included in Eureka Financial Corp.'s (the "Company") Annual Report on Form 10-KSB for the fiscal year ended September 30, 2003. Prior period accounts were reclassified to conform to current period classifications. NOTE B - COMPREHENSIVE INCOME For the three months ended March 31, 2004 and 2003, comprehensive income totaled $580,836 and $59,375, respectively. For the six months ended March 31, 2004 and 2003, comprehensive income totaled $861,769 and $403,125, respectively. NOTE C -AVAILABLE FOR SALE SECURITIES The securities available for sale consisted of the following: March 31, 2004 -------------- Gross Gross Amortized Unrealized Unrealized Market Cost Gains Losses Value ---------- --------- -------- ---------- FHLMC preferred Stock 8,585,117 276,892 (144,000) 8,718,009 FNMA preferred Stock 1,500,000 -- (85,500) 1,414,500 FHLMC voting common Stocl 41,266 2,447,759 -- 2,489,025 ---------- --------- -------- ---------- Totals: 10,126,383 2,724,651 (229,500) 12,621,534 ========== ========= ======== ========== 6 The mortgage-backed securities available for sale consisted of the following: March 31, 2004 -------------- Gross Gross Amortized Unrealized Unrealized Market Cost Gains Losses Value ---- ----- ------ ----- GNMA certificates 1,530 35 -- 1,565 FHLMC certificates 140,734 11,794 -- 152,528 FNMA certificates 762,243 48,904 -- 811,147 ------- ------ ------- ------- Totals: 904,507 60,733 -- 965,240 ======= ====== ======= ======= NOTE D - EARNINGS PER SHARE Earnings per share are computed by dividing net income by the weighted average number of common shares and common stock equivalents outstanding during the period. Weighted average shares outstanding for the three month periods ended March 31, 2004, and 2003, were 1,224,212 and 1,226,666, respectively, and for the six month periods ended March 31, 2004 and 2003, were 1,223,484 and 1,225,148, respectively. For periods ended March 31, 2003, shares do not include 12,160 shares of Bank Common Stock purchased and held by the Bank's employee stock ownership plan ("ESOP") that were unallocated during those periods in accordance with SOP 93-6 "Employers Accounting for Employee Stock Ownership Plans" and SFAS 128 "Earnings Per Share". 7 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL The Private Securities Litigation Reform Act of 1995 contains safe harbor provisions regarding forward-looking statements. When used in this discussion, the words "believes", "anticipates", "contemplates", "expects", and similar expressions are intended to identify forward-looking statements. Such statements are subject to certain risks and uncertainties which could cause actual results to differ materially from those projected. Those risks and uncertainties include changes in interest rates, risks associated with the ability to control costs and expenses, and general economic conditions. The Company undertakes no obligation to publicly release the results of any revisions to those forward-looking statements which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Eureka Financial Corp. (the "Company") is in the mutual holding ("MHC") form of organization. The Company has outstanding 1,226,538 shares of common stock, of which 496,299 are owned by public stockholders and the remainder of which are held by the mutual holding company. The Company's business is conducted primarily through its wholly-owned subsidiary, Eureka Bank (the "Bank"). Certain references to the Company refer collectively to the Company and the Bank. CHANGES IN FINANCIAL CONDITION At March 31, 2004, the Company's assets increased $215,000 to $83,536,000 from $83,321,000 at September 30, 2003. At March 31, 2004, interest-bearing deposits in banks decreased by $4,065,000 and mortgage-backed securities decreased by $400,000, respectively, from the comparable classifications at September 30, 2003. These decreases at March 31, 2004, were partially offset by an increase of $3,399,000 in loans receivable, net, an increase of $281,000 in securities held-to-maturity and an increase of $745,000 in securities available-for-sale, respectively, from the comparable classifications at September 30, 2003, as interest-bearing deposits were used to fund the investment and loan portfolio growth. At March 31, 2004, the Company's total liabilities decreased by $467,000 from September 30, 2003. This decrease was primarily attributed to a $544,000 decrease in total deposit accounts and a decrease of $153,000 in advances from borrowers for taxes and insurance, respectively, from the comparable classifications at September 30, 2003. These decreases were offset by a $271,000 increase in other liabilities from September 30, 2003. At March 31, 2004, stockholders' equity increased $681,000 to $19,752,000 from $19,071,000 at September 30, 2003. The increase was primarily reflected by an increase of $476,000 in accumulated other comprehensive income and an increase of $142,000 in additional paid in capital, from September 30, 2003. This increase in accumulated other comprehensive income resulted from the fluctuation in market value of the Bank's investment in available-for-sale securities and mortgage-backed securities. Because of interest rate volatility, accumulated other comprehensive income and stockholders' equity could materially fluctuate for each interim period and year-end period. See Note B to the financial statements. Although the increase in net income increased retained earnings by $386,000 from September 30, 2003, this increase was offset by dividends paid to stockholders in the amount of $381,000. 8 RESULTS OF OPERATIONS Net Income. Net income decreased $47,000 to $176,000 for the three months and $53,000 to $386,000 for the six months ended March 31, 2004, from $223,000 and $439,000 for the comparable 2003 periods. The decrease in net income for the three and six month periods was primarily attributable to increases in the provision for loan losses and an increase in non-interest expense over the comparable three and six month periods, partially offset by a decrease in interest expense. Net Interest Income. Net interest income increased $28,000 to $791,000 for the three months and $48,000 to $1,562,000 for the six months ended March 31, 2004, from $763,000 and $1,514,000 for the comparable 2003 periods. Higher net interest income was primarily due to decreases in interest expense over the comparable 2003 periods. Interest Income. Total interest income decreased $9,000 to $1,166,000 for the three months and $44,000 to $2,325,000 for the six months ended March 31, 2004 as compared to $1,175,000 and $2,369,000 for the comparable 2003 periods. The decline in total interest income was primarily due to a decline in the average yield on interest-earning assets even though the average balance on interest-earning assets increased. See "Average Balance Sheets" on page 10. Interest Expense. Total interest expense decreased $38,000 to $375,000 for the three months and $91,000 to $764,000 for the six months ended March 31, 2004, from $413,000 and $855,000 for the comparable 2003 periods. The decrease in total interest expense was primarily related to a reduction in the average cost of funds despite an increase in the average balance on deposits. See "Average Balance Sheets" on page 10. Provision for Loan Losses. The provision for loan losses for the three months and six months ended March 31, 2004, was $15,000 and $30,000 respectively, compared to $0 and $0 for the comparable 2003 periods. Management regularly performs an analysis to identify the inherent risks of loss in the Bank's loan portfolio. This analysis includes evaluations of concentrations of credit, past loss experience, current economic conditions, amount and composition of the loan portfolio (including loans being specifically monitored by management), estimated fair value of underlying collateral, loan commitments outstanding, delinquencies and other information available at such time. However, there is no assurance that further additions will not be made to the allowance and that such losses will not exceed the estimated amounts. Other Expense. Total non-interest expense increased by $80,000 to $594,000 for the three months and $113,000 to $1,130,000 for the six months ended March 31, 2004, from $514,000 and $1,017,000 for the comparable 2003 periods. ESOP contribution expense increased $25,000 to $71,000 for the three months and $35,000 to $117,000 for the six months ended March 31, 2004, from $46,000 and $82,000, respectively, for the comparable 2003 periods, due to a higher market value of the stock and an aggressive payoff of the ESOP loan. Salaries and benefits increased $44,000 for the three months and $76,000 for the six months ended March 31, 2004, due to contributions to the pension plan and expenses related to normal salary increases and increased expenses associated with benefit plans. Other expense increased $12,000 to $84,000 for the three months and $14,000 to $166,000 for the six months ended March 31, 2004, from $72,000 and $152,000 for the comparable 2003 periods. These increases can be attributed to miscellaneous costs associated with normal operations. 9 EUREKA FINANCIAL CORP. AVERAGE BALANCE SHEETS MARCH 31, 2004 AND 2003
For the Three Months Ended March 31, For the Six Months Ended March 31, ------------------------------------------------- ---------------------------------------------- At March 31, 2004 2004 2003 2004 2003 ------------------ ------------------------ ------------------------ ----------------------- ---------------------- Actual Average Average Average Average Actual Yield/ Average Yield/ Average Yield/ Average Yield/ Average Yield/ Balance Cost Balance Interest Cost Balance Interest Cost Balance Interest Cost Balance Interest Cost ------- ---- ------- -------- ---- ------- -------- ---- ------- -------- ---- ------- -------- ---- (Dollars in thousands) Interest- earning assets: Loans receivable, net $56,687 6.24% $56,646 $902 6.37% $52,774 $912 6.91% $55,731 $1,782 6.40% $52,400 $1,852 7.07% Investments securities 24,076 4.51% 23,254 264 4.54% 24,565 263 4.28% 25,024 543 4.34% 24,593 517 4.20% ------- --------------- --------------- --------------- -------------- Total interest- earning assets 80,763 5.72% 79,900 1,166 5.84% 77,339 1,175 6.08% 80,755 2,325 5.76% 76,993 2,369 6.15% ------- ------- ------- ------ Non-interest earning assets 2,773 2,482 2,163 2,392 2,116 ------- ------- ------- ------- ------- Total Assets $83,536 $82,382 $79,502 $83,147 $79,109 ======= ======= ======= ======= ======= Interest- bearing liabilities: Interest- bearing deposits: NOW accounts $6,165 1.25% $4,271 13 1.22% $4,554 17 1.49% $4,143 25 1.21% $4,546 34 1.50% Passbook and club accts 19,210 1.77% 20,278 88 1.74% 18,733 91 1.94% 20,033 175 1.75% 18,194 185 2.03% IRA accounts 2,827 3.64% 2,783 27 3.88% 2,392 28 4.68% 2,760 56 4.06% 2,383 57 4.78% Certificates of deposit 31,589 2.88% 31,431 234 2.98% 29,343 261 3.56% 32,673 479 2.93% 29,808 547 3.67% Other liabilities 1,000 5.56% 1,016 14 5.51% 1,137 16 5.63% 1,025 29 5.66% 1,147 32 5.58% ------- --------------- --------------- --------------- -------------- Total interest- bearing liabilities 60,791 2.44% 59,779 376 2.52% 56,159 413 2.94% 60,634 764 2.52% 56,078 855 3.05% ------ ------ ------ ------ Non-interest- bearing liabilities 2,993 3,232 3,985 3,251 3,725 ------- ------- ------- ------- ------- Total Liabilities 63,784 63,011 60,144 63,885 59,803 Stockholders' equity 19,752 19,371 19,358 19,262 19,306 ------- ------- ------- ------- ------- Total Liabilities and Stockholder's equity $83,536 $82,382 $79,502 $83,147 $79,109 ======= ======= ======= ======= ======= Net interest income $ 790 $ 762 $1,561 $1,514 ====== ====== ====== ====== Interest rate spread 3.32% 3.14% 3.24% 3.10% ====== ====== ====== ====== Net yield on interest- earning assets 3.95% 3.94% 3.87% 3.93% ====== ====== ====== ====== Ratio of average interest- earning assets to average interest-bearing liabilities 133.66% 137.71% 133.18% 137.30% ====== ====== ====== ======
10 THE COMPANY EXCEEDED ALL OF ITS CAPITAL REQUIREMENTS AT MARCH 31, 2004. THE COMPANY HAD THE FOLLOWING CAPITAL RATIOS AT MARCH 31, 2004: For Capital Categorized as Actual Adequacy Purposes "WellCapitalized" ------ ----------------- ----------------- Amount Ratio Amount Ratio Amount Ratio ------------------------------------------------------- As of March 31, 2004: Total Capital (To risk weighted assets) $19,601 35.40% $ 4,429 8.00% $ 5,536 10.00% Tier I Capital (To risk weighted assets) $18,004 32.52% $ 2,215 4.00% $ 3,322 6.00% Tier I Capital (To total assets) $18,004 22.29% $ 2,423 3.00% $ 4,039 5.00% Tangible Capital (To total assets) $18,004 22.29% $ 1,212 1.50% $ 4,039 5.00% CONTROLS AND PROCEDURES (a) Evaluation of disclosure controls and procedures. Based on their ----------------------------------------------------- evaluation of the Company's disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the "Exchange Act")), the Company's principal executive officer and principal financial officer have concluded that as of the end of the period covered by this Quarterly Report on Form 10-QSB such disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms. (b) Changes in internal controls. During the quarter under report, there ---------------------------- was no change in the Company's internal control over financial reporting that has materially affected, or is reasonable likely to materially affect, the Company's internal control over financial reporting. 11 Part II OTHER INFORMATION ------- ----------------- Item 1. Legal Proceedings From time to time, the Company may be a party to various legal proceedings incident to its business. At March 31, 2004, there were no legal proceedings to which the Company was a party, or to which any of their property was subject, which were expected by management to result in a material loss. Item 2. Changes in Securities and Small Business Issuer Purchases of Equity Securities Not Applicable Item 3. Defaults Upon Senior Securities Not Applicable Item 4. Submission of Matters to a Vote of Security Holders The Company's Annual Meeting of Stockholders was held on January 26, 2004 in Pittsburgh, Pennsylvania. At the meeting stockholders elected the following persons to three-year terms to the Board of Directors: Robert J. Malone by a vote of 1,138,733 for and 7,750 withheld, and William F. Ryan by a vote of 1,142,783 for and 3,700 withheld. Dennis P. McManus, Edward F. Seserko, Mark B. Devlin and Paul M. Matvey also continue to serve as directors after the meeting. Additionally, stockholders ratified the appointment of Edwards, Sauer & Owens as the Company's independent auditor for the fiscal year ending September 30, 2004 by a vote of 1,146,483 for, 0 against and 0 abstaining. Item 5. Other Information Not Applicable Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 3(i) Articles of Incorporation* 3(ii) Bylaws* 10(ii) Eureka Financial Corp. 1999 Stock Option Plan ** 10(ii) Eureka Bank 1999 Restricted Stock Plan ** 31 Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32 Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 ------------------ * Incorporated by reference to the identically numbered Exhibit on Form 8-K12G3 filed on April 1, 2003 ** Incorporated by reference from Registration Statement on Form S-8 filed June 24, 2003. (b) Reports on Form 8-K (i) During the quarter under report, the Company filed a Form 8-K dated January 23, 2004 announcing earnings for the quarter ended December 31, 2003. ---------------------------------------------------------------------- 12 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. EUREKA FINANCIAL CORP. Date: May 17, 2004 By: /s/Edward F. Seserko ------------------------------------- Edward F. Seserko President and Chief Executive Officer Date: May 17, 2004 By: /s/Gary B. Pepper ------------------------------------- Gary B. Pepper Executive Vice President and Chief Financial Officer