-----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, HAYNECdpe0zk5XDOsXBHXt0YXDivRZ2bjcDUM/N6ym5+3Zc6TlYTQLlp5W4/FTaH BLvwee5u0MYw4n3pP2jQiA== 0000941157-97-000033.txt : 19970508 0000941157-97-000033.hdr.sgml : 19970508 ACCESSION NUMBER: 0000941157-97-000033 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970331 FILED AS OF DATE: 19970507 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: FNB ROCHESTER CORP CENTRAL INDEX KEY: 0000745087 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 161231984 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-13423 FILM NUMBER: 97597301 BUSINESS ADDRESS: STREET 1: 35 STATE ST CITY: ROCHESTER STATE: NY ZIP: 14614 BUSINESS PHONE: 7165463300 MAIL ADDRESS: STREET 1: 35 STATE STREET CITY: ROCHESTER STATE: NY ZIP: 14614 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the quarterly period ended March 31, 1997 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________ to _____________ Commission file number 0-13423 FNB Rochester Corp. (Exact name of registrant as specified in its charter) New York 16-1231984 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 35 State St., Rochester. New York 14614 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (716) 546-3300 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 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 ______. _____ Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at May 5, 1997 Common stock, $1.00 par value 3,578,978 INDEX Page No. Part I Financial Information Condensed consolidated balance sheets - March 31, 1997 and December 31, 1996 3-4 Condensed consolidated statements of income for the three months ended March 31, 1995 and 1996 5 Condensed consolidated statements of cash flows for the three months ended March 31, 1997 and 1996 6-7 Notes to condensed consolidated financial statements 8-10 Management's discussion and analysis of financial condition and results of operations 11-14 Part II Other information 15-16 Index of Exhibits 17 PART I - FINANCIAL INFORMATION FNB ROCHESTER CORP. AND SUBSIDIARY Condensed Consolidated Balance Sheets (unaudited) (In thousands, except per share data)
March 31, December 31, 1997 1996 _____ _____ Assets Cash and due from banks $18,194 $20,060 Interest-bearing deposits with other banks 1,072 1,121 Federal funds sold 13,400 1,500 Securities available-for-sale, at fair 89,374 72,318 value Securities held-to-maturity (fair value of $28,464 in 1997 and $29,304 in 1996) 28,906 29,532 Loans: Commercial 188,098 187,721 Mortgage 75,272 71,263 Home Equity 21,528 21,297 Consumer 22,897 23,153 ______ Total loans 307,795 303,434 Net deferred loan fees 248 226 Allowance for loan losses (5,672) (5,696) ______ ______ Net loans 302,371 297,964 Premises and equipment, net 8,921 9,152 Accrued interest receivable 3,686 3,242 FHLB and FRB stock 1,655 1,516 Other assets 1,407 1,493 _____ _____ Total assets $468,986 $437,898 ======= ======= (Continued)
FNB ROCHESTER CORP. AND SUBSIDIARY Condensed Consolidated Balance Sheets (unaudited), continued (in thousands except per share data)
March 31, December 31, 1997 1996 ____ ____ Liabilities and shareholders' equity Deposits: Demand: Non-interest bearing $ 58,826 $ 56,111 Interest bearing - NOW 59,582 63,702 Savings and money market 82,004 81,018 Certificates of deposit: Under $100,000 145,768 141,504 $100,000 and over 82,816 62,436 ______ ______ Total deposits 428,996 404,771 Securities sold under agreement to repurchase and short-term borrowings 1,370 786 Accrued interest payable and other 8,761 2,900 liabilities Long-term debt 210 210 ___ ___ Total liabilities 439,337 408,667 _______ ______ Shareholders' equity: Common stock, $1 par value; authorized 5,000,000 shares; issued and outstanding 3,576,682 in 1997 3,577 3,571 and 3,571,063 in 1996 Additional paid in capital 13,100 13,035 Undivided profits 13,259 12,357 Unrealized net holding gain (loss) on securities available-for-sale, (287) 268 net of taxes in 1996 --- ___ Total shareholders' equity 29,649 29,231 ______ ______ Total liabilities and $468,986 $ 437,898 shareholders' equity ======= ======= See accompanying notes to condensed consolidated financial statements
FNB ROCHESTER CORP. AND SUBSIDIARY Condensed Consolidated Statements of Income (unaudited) (In thousands, except for share data) Three months ended March 31, 1997 1996 ____ ____ Interest Income: Interest and fees on loans: Commercial $ 4,337 $ 4,014 Mortgage 1,357 946 Home equity 469 457 Consumer 497 424 ___ ___ Total interest and fees on loans 6,660 5,841 Federal funds sold and time deposits 87 64 Securities 1,809 1,682 _____ _____ Total interest income 8,556 7,587 _____ _____ Interest expense: Savings, NOW and money market accounts 745 740 Certificates of deposit 2,990 2,343 Short-term borrowings and other 20 53 __ __ Total interest expense 3,755 3,136 _____ _____ Net interest income 4,801 4,451 Provision for loan losses - - _ _ Net interest income after provision for loan losses 4,801 4,451 _____ _____ Non-interest income: Service charges on deposit accounts 391 344 Credit card fees 193 152 Loan servicing fees 65 70 Other operating income 158 158 ___ ___ Total non-interest income 807 724 ___ ___ Non-interest expense: Salaries and employee benefits 2,372 2,279 Occupancy 903 822 Marketing and public relations 137 150 Office supplies, printing and postage 151 150 Processing fees 269 264 Legal 57 63 Other 393 380 ___ ___ Total non-interest expenses 4,282 4,108 _____ _____ Income before income taxes 1,326 1,067 Income tax expense 424 299 ___ ___ Net income $ 902 $ 768 === === Weighted average shares outstanding- 3,726,003 3,639,803 primary ========= ========= Net income per common share - $ .24 $ .21 primary === ===
See accompanying notes to condensed consolidated financial statements. FNB ROCHESTER CORP. AND SUBSIDIARY Condensed Consolidated Statements of Cash Flows (unaudited) (In thousands)
Three months ended March 31, 1997 1996 ____ ____ Cash flows from operating activities: Net income $ 902 $ 768 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 384 321 Amortization of goodwill - 79 Increase in mortgage loans (1,978) (587) held-for-sale (Increase) decrease in accrued interest (444) 211 receivable Decrease in other assets 265 78 Increase in accrued interest payable 6,040 76 and other liabilities _____ __ Net cash provided by operating 5,169 946 activities _____ ___ Cash flows from investing activities: Securities available-for-sale: Purchase of securities (19,380) (4,662) Proceeds from maturities 1,591 6,879 Securities held-to-maturity: Purchase of securities (288) (157) Proceeds from maturities 914 2,051 Loan origination and principal (2,429) (14,038) collection, net Capital expenditures, net (153) (1,345) Increase in other assets - investing (140) (217) ___ ___ Net cash used by investing (19,885) (11,489) activities ______ ______ Cash flows from financing activities: Net decrease in demand, savings, NOW and and money market accounts (419) (4,728) Certificates of deposit accepted and 24,644 11,27 repaid, net Decrease (increase) in short-term borrowing and securities 584 (4,186) sold under agreement to repurchase Increase in long-term debt - 210 Payment of common stock dividend (179) - Employee common stock purchase and exercise of option to purchase common stock 71 - __ _ Net cash provided by financing 24,701 2,575 activities ______ _____ Increase (decrease) in cash and 9,985 (7,968) cash equivalents (Continued)
FNB ROCHESTER CORP. AND SUBSIDIARY Consolidated Statements of Cash Flows (unaudited), continued (in thousands) Three months ended March 31, 1997 1996 ____ ____ Cash and cash equivalents at 21,681 23,923 beginning of year ______ ______ Cash and cash equivalents at end $ 31,666 $ 15,955 of period ====== ====== The Company paid cash during the three months ended March 31, 1997 and 1996 as follows: Interest $ 3,543 $ 3,025 Taxes 201 -
See accompanying notes to condensed consolidated financial statements. FNB ROCHESTER CORP. AND SUBSIDIARY Notes to Condensed Consolidated Financial Statements (unaudited) (1) Summary of Significant Accounting Policies Basis of Presentation FNB Rochester Corp. (the Company) operates as a bank holding company. Its only subsidiary is First National Bank of Rochester (the Bank). The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, the Bank. All material intercompany accounts and transactions have been eliminated in the consolidation. The financial information is prepared in conformity with generally accepted accounting principles and such principles are applied on a basis consistent with those reflected in the December 31, 1996 Form 10-K Report of the Company filed with the Securities and Exchange Commission. The financial information included herein has been prepared by management without audit by independent certified public accountants. The information furnished includes all adjustments and accruals, solely of a normal recurring nature, that are in the opinion of management necessary for a fair presentation of results for the interim period ended March 31, 1997. Amounts in prior periods' financial statements are reclassified whenever necessary to conform with current presentation. (2) Allowance for Loan Losses Changes in the allowance for loan losses for the three months ended March 31, 1997 and 1996 are as follows:
1997 1996 ____ ____ Balance at beginning of period $ 5,696 $ 5,776 Provisions (recovery for loan - - losses) Loans charged off (107) (44) Recoveries on loans previously 83 71 charged-off __ __ Balance at end of period $ 5,672 $5,803 ===== =====
The principal balance of loans not accruing interest totaled $1,524,000 and $1,896,000 at March 31, 1997 and 1996 respectively and $1,419,000 at December 31, 1996. At March 31, 1997 and 1996, the recorded investment in loans that are considered to be impaired totaled $2,542,000 and $243,000, respectively. The average recorded investments in impaired loans during the three months ended March 31, 1997 and 1996 was approximately $2,471,000 and $243,000, respectively. For the three months ended March 31, 1997, the Company recognized $54,000 in interest income on the impaired loans during the period in which they were considered impaired. No interest income was recognized on impaired loans in the three-month period ended March 31, 1996. (3) Income per Common Share Per share data is based upon the weighted average number of common shares and equivalents (stock options) outstanding during the period. Fully diluted per share data is not applicable. The weighted average number of shares and equivalents outstanding during the period ended March 31, 1997 and 1996 amounted to 3,726,003 and 3,639,803 respectively. In February 1997, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards No. 128, Earnings Per Share (Statement 128). Statement 128 supersedes APB Opinion No. 15, Earnings Per Share (APB 15) and specifies the computation, presentation, and disclosure requirements for earnings per share (EPS) for entities with publicly held common stock or potential common stock. Statement 128 was issued to simplify the computation of EPS and to make the U.S. standard more compatible with the EPS standards of other countries and that of the International Accounting Standards Committee. It replaces the presentation of primary EPS with a presentation of basic EPS and fully diluted EPS with diluted EPS. It also requires the dual presentation of basic and diluted EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. Basic EPS, unlike primary EPS, excludes dilution and is computed by dividing income available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity. Diluted EPS is computed similarly to fully diluted EPS under APB 15. Statement 128 is effective for financial statements for both interim and annual periods ending after December 15, 1997. Earlier application is not permitted. After adoption, all prior-period EPS data presented shall be restated to conform with Statement 128. Management has determined that the adoption of this Statement will not have a material impact on the Company's statement of earnings per share. (4) Stock Option Plans The Company has incentive stock option plans under which options to acquire 325,000 shares of its common stock were available to grant to key employees and options to acquire 25,000 shares of its common stock were available to grant to directors. At March 31, 1997, options to purchase 317,600 shares were held by grantees under the plan. The range of exercise prices of the options is $5.63 to $12.75 per share with an average exercise price of $7.30 per share. At March 31, 1997, options to acquire 243,100 shares were exercisable. The remaining options become exercisable at various times through December 1999. As of March 31, 1997 options to acquire 3,600 shares have been exercised. On January 1, 1996, the Company adopted SFAS No. 123, Accounting for Stock-Based Compensation. As disclosed in the Company's Form 10-K for the period ended December 31, 1996, the adoption of SFAS No. 123 did not have a material impact. (5) Dividends The Company declared a $.05 per share dividend on common stock in December 1996 payable January 31, 1997 to shareholders of record January 15, 1997. The dividend is the first dividend the Company has declared since 1991. FNB ROCHESTER CORP. AND SUBSIDIARY MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following is management's discussion and analysis of certain significant factors which have affected the Company's financial position and operating results during the periods included in the accompanying condensed consolidated financial statements. Management's discussion and analysis supplements management's discussion and analysis for the year ended December 31, 1996 contained in the Company's Form 10-K for the period then ended and includes certain known trends, events and uncertainties that are reasonably expected to have a material effect on the Company's Financial position or operating results. Overview Total assets increased $31 million, or 7.1% in the first three months of 1997. Loans increased $4.4 million, or 1.4% as compared to December 31, 1996. The loan growth has been primarily in residential mortgages. Because of the reduced rate of growth in demand for loans, the Company increased investments in securities available-for-sale by $17.1 million, or 23.6%, over the amount at year end. Available-for-sale securities that were accounted for at their trade dates in March and that will be delivered to the Company in April and May accounted for $5.8 million of the increase in available-for-sale securities. Deposits increased $24.2 million, or 6%, to $429 million as compared to $404.8 million at December 31, 1996. $20.4 million of the increase was in certificates of deposit of $100,000 or more and of that total $17.4 million was in public fund certificates. $14 million of the public fund increase was the result of an increase in one municipal relationship. Other deposit increases from December 31, 1996 were $2.7 million for demand, $986,000 for Savings and Money Market, and $4.3 million for certificates less than $100,000. NOW accounts declined $4.1 million. Net income for the three months ended March 31, 1997 increased $134,000, or 17.4%, to $902,000 from $768,000 for the same period in 1996. Income per share increased to $.24, up $.03 in comparison to $.21 for the three months ended March 31, 1996. The increase was primarily due to an increase of $350,000, or 7.9%, in net interest income. For the three-month period ended March 31, 1997, non-interest income increased $83,000, or 11.5%, and non-interest expense increased $174,000, or 4.2%. 1997 non-interest expense showed increases in salaries and employee benefits and occupancy. Net Interest Income Small business and residential mortgage lending continues to provide much of the Company's loan growth. The increase in net interest income in the period ended March 31, 1997 as compared to the same period in 1996 is primarily the result of that increased lending activity with offsetting interest expense from increased certificate of deposit volumes. After remaining relatively stable through the first nine months of 1996 the net interest margin declined to 4.61% for the December 1996 quarter from 4.83% for the September 1996 quarter and has further declined to 4.56% for the quarter ended March 31, 1997. The decline in the margin is primarily due to the deposit mix with its greater emphasis on higher interest rate certificates of deposit and the increase in the residential mortgage portfolio and securities available-for-sale. The margin may continue to decline, and will be more likely to do so, if loan demand remains at current levels. Residential mortgages typically have a lower interest rate than other types of loans and the Company's securities investments typically carry interest rates lower than loans. Increased loan volume resulted in interest and fees on loans increasing $819,000, or 14%, for the three-month period ended March 31, 1997 as compared to the same period in 1996. Interest and fee income increased $1,027,000 because of increased volumes and declined $208,000 due to rates. Average commercial loans increased $18.7 million, or 11.1%, from the period ended March 31, 1996 to the period ended March 31, 1997. The increased volume contributed $433,000 to income, which was partially offset by rate declines that reduced income by $110,000. Average mortgage loans increased $23 million, or 45.7%. The increase in the mortgage portfolio was primarily made up of 15 year fixed rate mortgages. Increased mortgage volumes resulted in an increase in interest income of $426,000 while lower rates caused a $15,000 decline for a net increase of $411,000. Average home equity loans and consumer loans increased $5.3 million with an increase in income of $85,000. Average securities increased $5.4 million and income from those investments increased $127,000. Interest expense increased $619,000, or 19.7%, for the three-month period ended March 31, 1997 as compared to the period ended March 31, 1996. The savings, NOW, and money market categories have shown a modest decline and the interest expense associated with those deposits is relatively unchanged. Average balances for certificates of deposit increased $45.7 million for the three-month period and the Bank's deposit growth in certificates of deposit resulted in $632,000 additional interest expense due to increased balances and $15,000 because of increased rates. Provision for Loan Losses The Bank provides for loan losses by a charge to current operations. The provision is based upon discretionary adjustments which, in the opinion of management, are necessary to bring the allowance to an appropriate level considering the character of the loan portfolio, current economic conditions, analyses of specific loans, and historical loss experience. The Bank had net charge-offs of $25,000 for the three- month period ended March 31, 1997 as compared to net recoveries of $27,000 for the same period in 1996. Net charge-offs (recoveries) (annualized) as a percent of average loans were .03% and (.04)% for the three months ended March 31, 1997 and 1996. The ratios of the allowance for possible loan losses as a percent of period end loans for the comparable periods were 1.84% and 2.16%, respectively. Non performing assets declined $418,000, or 20.5% to $1,623,000 at March 31, 1997 from $2,041,000 at March 31, 1996. Management undertakes a quarterly analysis to assess the adequacy of the allowance for possible loan losses taking into account non-performing and delinquent loans, internally criticized loans, historical trends, economic factors, and overall credit administration. Based on this analysis, the allowance is considered adequate at March 31, 1997 to absorb anticipated losses. Management believes that the inherent risk in the current portfolio has already been provided for, and because of credit standards that the Bank has implemented, new loans are expected to be of high quality. However, should the market or the economy change significantly, some provision could be required in 1997. Non-Interest Income and Non-Interest Expense Non-interest income of $807,000 for the first three months of 1997 represents an increase of $83,000, or 11.5%, from $724,000 for the comparable period in 1996. The increase was primarily the result of increases in service charges on deposit accounts and credit card fees. Non-interest expense was $4,282,000 for the first three months of 1997 as compared to $4,108,000 for the comparable period in 1996, an increase of $174,000, or 4.2%. The largest components of non-interest expense for the three-month period ended March 31, 1997 were salaries and employee benefits of $2,372,000 which increased $93,000, or 4.1%, from $2,279,000 for the same period in 1996 and occupancy which increased $81,000, or 9.9%. Both increases were caused primarily by expenses associated with new banking offices as well as normal salary increases and promotions. While operating expenses have continued to increase, the Company's operating expense as a percent of average assets is declining. The ratio has declined, from 5.18%, 4.28% and 4.02% for the years ended December 31, 1994, 1995 and 1996 respectively, to 3.84% for the three-month period ended March 31, 1997. The ratio for the three-month period ended March 31, 1996 was 4.23%. Provision for Income Taxes The provision for income tax was $424,000 for the period ended March 31, 1997 as compared to $299,000 at March 31, 1996. The Company's effective tax rates for the periods were 32% and 28% for 1997 and and 1996 respectively. During both the periods ended March 31, 1997 and 1996 the Company reduced its effective tax rate by recognizing deductible temporary differences for which a valuation allowance had previously been established. Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income for the period that includes the enactment date. The realization of deductible temporary differences depends on the Company having sufficient taxable income within the carry back period permitted by the tax law to allow for utilization of deductible amounts. A valuation allowance has been established for the portion of the Company's net deductible temporary differences which are not expected to be realized. Capital Adequacy Total shareholders' equity was $29,649,000 at March 31, 1997, which represents an increase of $418,000, or 1.4% from $29,231,000 at December 31, 1996. Shareholders' equity increased primarily as a result of $902,000 of retained earnings offset by a decline of $555,000 from a decrease in the market value of the available-for- sale securities portfolio. At March 31, 1997, the Company and its banking subsidiary exceeded the minimum guidelines for Tier 1 and Total Risk-Based Capital of 4% and 8%, respectively. The Company's ratios were 10.09% and 11.35% respectively, at March 31, 1997. Banking organizations must also maintain a minimum Tier 1 Leverage Ratio of 3% of assets, while banking organizations that are not top-rated according to regulators' "Camel" ratings, must meet leverage ratios of at least 100 basis points above the 3% standard. The Company's Tier 1 Leverage Ratio at March 31, 1997 was 6.72%. Liquidity Liquidity measures the ability to meet maturing obligations and existing commitments, to withstand fluctuations in deposit levels, to fund operations, and to provide for customers' credit needs. Management carefully monitors its liquidity position and seeks to maintain adequate liquidity to meet its needs. The fundamental source of liquidity will continue to be deposits. Available sources of asset liquidity include short-term investments, loan repayments, and securities held in the available-for-sale portfolio. Additionally, the Bank has the ability to pledge securities to secure short-term borrowing. The Bank is a member of the Federal Home Loan Bank which provides an additional source of funding. The vast majority of the assets of the Company are held by the Bank. Dividends and cash advances to the Company from the Bank are subject to standard bank regulatory constraints. An analysis of projected expenses and cash flows indicates that the Company has sufficient cash to meet its anticipated cash obligations through 1997. PART II - OTHER INFORMATION Item 1. Legal Proceedings None Item 2. Changes in Securities 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 Incorporation by Reference or page in sequential numbering where exhibit may be found: (3.1) Certificate of Exhibits 4.2-4.5 to Incorporation as Registration Statement amended, of the Registrant No. 33-7244, filed July 22, 1986 (3.2) Amendment to Exhibit 3 to Form 10-Q Certificate of for period ended Incorporation of Registrant June 30, 1992 dated August 6, 1992 (3.3) By-laws of the Exhibit 3.3 to Annual Registrant, as Report on Form 10-K amended for the year ended December 31, 1992 (27) Financial Data Page 19 Schedule
(b) Reports on Form 8-K: None 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. FNB ROCHESTER CORP. Date May 7, 1997 s\s Stacy C. Campbell ____________ _____________________ Stacy C. Campbell Senior Vice President and Chief Financial Officer (Principal Financial Officer and Duly Authorized Officer) INDEX OF EXHIBITS [S] [C] Exhibit Incorporation by Reference or page in sequential numbering where exhibit may be found: (3.1) Certificate of Exhibits 4.2-4.5 to Incorporation as amended, of Registration Statement the Registrant. No. 33-7244, filed July 22, 1986 (3.2) Amendment to Exhibit 3 to Form 10-Q Certificate of Incorporation for period ended June 30, of Registrant dated August 1992 6, 1992 (3.3) By-laws of the Exhibit 3.3 to Annual Registrant, as amended. Report on Form 10-K for the year ended December 31, 1992 (27) Financial Data Schedule Page 19 Financial Data Schedules were filed electronically with the Securities and Exchange Commission. EX-27 2
9 1,000 YEAR DEC-31-1997 MAR-31-1997 18,194 1,072 13,400 0 89,374 28,906 28,464 308,043 5,672 468,986 428,996 1,370 8,761 210 0 0 3,577 26,072 468,986 6,660 1,809 87 8,556 3,735 3,755 4,801 0 0 4,282 1,326 902 0 0 902 0.24 0.24 4.56 1,524 67 0 0 5,696 107 83 5,672 5,672 0 0
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