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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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SECURITIES AND EXCHANGE COMMISSION FORM 11-K [X] ANNUAL REPORT TO SECTION 15(d) OF THE For the Fiscal Year Ended: December 31, 2005 [ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE Commission File Number: 0-13888 CHEMUNG CANAL TRUST COMPANY PROFIT SHARING, SAVINGS & INVESTMENT PLAN CHEMUNG FINANCIAL CORPORATION One Chemung Canal Plaza, P.O. Box 1522 CHEMUNG CANAL TRUST COMPANY ELMIRA, NEW YORK AUDITED FINANCIAL STATEMENTS SUPPLEMENTAL SCHEDULE AND REPORT OF INDEPENDENT REGISTERED DECEMBER 31, 2005 AND 2004 CONTENTS AUDITED FINANCIAL STATEMENTS PAGE Report of Independent Registered Public Accounting Firm 3 Statements of Net Assets Available for Benefits 4 Statements of Changes in Net Assets Available for Benefits 5 Notes of Financial Statements 6 SUPPLEMENTAL SCHEDULE Form 5500 - Schedule H - Part IV: Item 4i - Schedule of Assets Held for Investment Purposes at End of Year - December 31, 2005 10 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Pension and Profit Sharing Committee We have audited the accompanying statements of net assets available for benefits of the Chemung Canal Trust Company Profit Sharing, Savings and Investment Plan as of December 31, 2005 and 2004, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2005 and 2004 , and the changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America. Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The supplemental Schedule of Assets Held for Investment Purposes At End of Year - December 31, 2005 is presented for the purpose of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan's management. The supplemental schedule has been subjected to the auditing procedures applied in the audit of the basic 2005 financial statements, and in our opinion, is fairly stated in all material respects in relation to the basic 2005 financial statements taken as a whole. Elmira, New York May 19, 2006 CHEMUNG CANAL TRUST COMPANY PROFIT SHARING, SAVINGS AND INVESTMENT PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS December 31, 2005 2004 ASSETS Investments, at fair value: Chemung Financial Corporation common stock $ 5,718,944 $ 7,057,570 Chemung Canal Trust Company common trust funds: Short-Term Bond Fund 1,206,073 1,470,184 Core Bond Fund 1,357,995 1,443,719 Core Growth Fund 1,893,704 2,225,259 Growth and Income Fund 1,284,406 1,362,478 Mutual funds: Federated Prime Obligations Fund 128,062 160,027 Federated Automated Cash Management 202,553 323,285 Federated Stock Trust Fund 236,090 276,668 Artisan International Fund 442,275 426,143 Dodge & Cox Stock Fund 3,427,894 2,716,924 Nicholas Applegate International Growth Opportunities Fund 668,474 533,292 Vanguard Index Trust 500 Index Fund 679,464 664,151 Westport Select Cap Fund 568,696 481,322 AIM Small Cap Growth Fund 460,450 433,157 Federated Max Cap Fund 351 336 TOTAL INVESTMENTS 18,275,431 19,574,515 Cash and cash equivalents 22,755 92,648 Accrued income receivable 45,796 57,441 Employer contribution receivable 204,325 - TOTAL ASSETS 18,548,307 19,724,604 LIABILITIES Other liabilities - 5,744 TOTAL LIABILITIES - 5,744 NET ASSETS AVAILABLE FOR BENEFITS $18,548,307 $19,718,860 The accompanying notes are an integral part of the financial statements. CHEMUNG CANAL TRUST COMPANY PROFIT SHARING, SAVINGS AND INVESTMENT PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS Year ended December 31, 2005 2004 ADDITIONS Additions to net assets attributed to: Investment income: Interest and dividends $ 467,353 $ 360,303 Net appreciation in fair value of investments 1,031 115,880 468,384 476,183 Contributions: Employer 204,325 205,560 Participant 704,033 665,926 Rollover 8,923 54,225 917,281 925,711 Other income 15,785 433 TOTAL ADDITIONS 1,401,450 1,402,327 DEDUCTIONS Deductions from net assets attributed to: Benefits paid to participants 2,572,003 2,227,890 TOTAL DEDUCTIONS 2,572,003 2,227,890 NET DECREASE (1,170,553) (825,563) Net assets available for benefits at beginning of year 19,718,860 20,544,423 NET ASSETS AVAILABLE FOR BENEFITS AT END OF YEAR $ 18,548,307 $ 19,718,860 The accompanying notes are an integral part of the financial statements. NOTE A: DESCRIPTION OF PLAN The following description of the Chemung Canal Trust Company Profit Sharing, Savings and Investment Plan (the "Plan") provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions. General Eligibility Vesting Contributions The Plan sponsor may match a percentage of the voluntary contributions made by an eligible participant up to 6% of the participant's current compensation, as defined. Prior to January 1, 2001, these matching contributions were invested in Chemung Financial Corporation common stock, except for participants age 50 or greater, for which these matching contributions were participant-directed. Subsequent to January 1, 2001, these matching contributions are completely participant-directed. Subsequent to January 1, 2004 employer matching contributions are discretionary and contributed annually as directed by the Board of Directors. Additionally, the Plan sponsor may contribute amounts annually at the discretion of the Board of Directors. Prior to July 1, 2002, these discretionary contributions were invested in Chemung Financial Corporation common stock, except for participants age 50 or greater, for which these contributions were participant-directed. Subsequent to July 1, 2002, these contributions are completely participant-directed. The Plan sponsor has the right to discontinue such discretionary contributions at any time. Payment of benefits Upon termination of service, the participant's account is either maintained in the Plan, transferred to an individual retirement account in the participant's name, directly rolled over into a qualified retirement plan or paid to the participant in a lump sum. NOTE B: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of accounting Investment valuation and income recognition Administrative expenses Use of estimates in the preparation of financial statements Payment of benefits Reclassifications NOTE C: INVESTMENTS The following presents the fair value of investments and the net appreciation (depreciation) in fair value. Investments that represent 5% or more of the Plan's net assets are separately identified: December 31, 2005 December 31, 2004 Net Net appreciation appreciation (depreciation) (depreciation) in fair value in fair value during the year Fair value at end of year during the year Fair value at end of year Chemung Financial Corporation common stock $ (445,633) $ 5,718,944 $ (948,002) $ 7,057,570 Chemung Canal Trust Company common trust funds: Short-Term Bond Fund 25,096 1,206,073 22,252 1,470,184 Core Bond Fund 25,536 1,357,995 44,924 1,443,719 Core Growth Fund 15,850 1,893,704 222,058 2,225,259 Growth and Income Fund 33,692 1,284,406 140,564 1,362,478 Mutual funds: Dodge & Cox Stock Fund 162,961 3,427,894 330,796 2,716,924 Other 183,529 3,386,415 303,288 3,298,381 $ 1,031 $ 18,275,431 $ 115,880 $ 19,574,515 NOTE D: TAX STATUS The Internal Revenue Service has determined and informed the Bank by a letter dated March 4, 2002, that the Plan and related trust are designed in accordance with the applicable sections of the Internal Revenue Code (IRC). The Plan has been amended since receiving the determination letter. However, the Plan administrator and the Plan's legal counsel believe that the Plan is designed and is currently being operated in compliance with the applicable requirements of IRC. NOTE E: PLAN TERMINATION Although it has not expressed any intent to do so, the Plan sponsor has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants have a fully vested interest in their accounts and their accounts will be paid to them as provided by the plan document. NOTE F: TRANSACTIONS WITH PARTIES-IN-INTEREST Chemung Canal Trust Company (the Bank), a wholly owned subsidiary of Chemung Financial Corporation, is the Plan sponsor and acts as trustee for the Plan's assets. In addition, the Plan invests in common trust funds managed by the Bank (representing 31% and 33% of net assets at December 31, 2005 and 2004, respectively) and Chemung Financial Corporation common stock (representing 31% and 36% of net assets at December 31, 2005 and 2004, respectively). NOTE G: RISKS AND UNCERTAINTIES The Plan invests in various types of investment securities. Investment securities are exposed to various risks, such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants' account balances and the amounts reported in the accompanying statements of net assets available for benefits. CHEMUNG CANAL TRUST COMPANY PROFIT SHARING, SAVINGS AND INVESTMENT PLAN SUPPLEMENTAL SCHEDULE CHEMUNG CANAL TRUST COMPANY PROFIT SHARING, SAVINGS AND INVESTMENT PLAN EIN: 16-0380815 PLAN #: 002 FORM 5500 - SCHEDULE H - PART IV ITEM 4i - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR - DECEMBER 31, 2005 (a) (b) (c) (e) Description of investment, Party including maturity date, rate of in Identity of issuer, borrower, interest, collateral, par or Current interest lessor or similar party maturity value value * Chemung Financial Corporation 189,056 shares of common stock $ 5,718,944 * Chemung Canal Trust Company common trust funds: Short-Term Bond Fund 110,920 units 1,206,073 Core Bond Fund 121,455 units 1,357,995 Core Growth Fund 115,261 units 1,893,704 Growth and Income Fund 70,741 units 1,284,406 Mutual funds: Federated Prime Obligations Fund 128,062 units 128,062 Federated Automated Cash Management 202,533 units 202,553 Federated Stock Trust Fund 7,555 units 236,090 Artisan International Fund 17,474 units 442,275 Dodge & Cox Stock Fund 24,981 units 3,427,894 Nicholas Applegate International 15,528 units 668,474 Vanguard Index Trust 500 Index Fund 5,912 units 679,464 Westport Select Cap Fund 23,539 units 568,696 AIM Small Cap Growth Fund 16,738 units 460,450 Federated Max Cap Fund 14 units 351 TOTAL INVESTMENTS $ 18,275,431 Note: Certain cost information in column (d) is not required to be disclosed as CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Pension and Profit Sharing Committee We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 33-104663) pertaining to the Chemung Canal Trust Company Profit Sharing, Savings and Investment Plan of our report dated May 19, 2006 with respect to the financial statements and supplemental schedule of the Chemung Canal Trust Company Profit Sharing, Savings and Investment Plan included in the Annual Report (Form 11-K) for the year ended December 31, 2005. Elmira, New York June 28, 2006 Written Statement Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Each of the undersigned, the Plan Administrator of the Chemung Canal Trust Company Profit Sharing, Savings & Investment Plan (the "Plan") and the Chief Financial Officer of Chemung Canal Trust Company, hereby certifies that, on the date hereof: 1. The annual report on Form 11-K for the Plan for the twelve months ended December 31, 2005 filed on the date hereof with the Securities and Exchange Commission (the "Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 2. Information contained in the Report present fairly, in all material respects, the net assets available for plan benefits and changes in net assets available for plan benefits of the Plan.
WASHINGTON, D.C. 20549
SECURITIES EXCHANGE ACT OF 1934 - No Fee Required
SECURITIES EXCHANGE ACT OF 1934 - No Fee Required
For the transition period from _____to_____
_____________________________________________________
(Full title of Plan)
_____________________________________
(Name of issuer of the securities held pursuant to the plan)
Elmira, New York 14902
(607) 737-3711
_____________________________________________________
(Address of principal executive offices)
PROFIT SHARING, SAVINGS AND INVESTMENT PLAN
PUBLIC ACCOUNTING FIRM
Chemung Canal Trust Company
Profit Sharing, Savings and Investment Plan
The Plan is a defined contribution plan which was restated in 1985 to incorporate 401(k) savings and investment provisions. Under the restated plan, investment accounts attributable to employer contributions made for plan years ended before January 1, 1985 were maintained. Withdrawal privileges continue on these assets with certain limitations on frequency and amount. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
A participant is eligible to make voluntary contributions at the beginning of the quarter following three months of employment and attainment of age 21. Subsequent to January 1, 2005, participants are immediately eligible to make voluntary contributions. A participant is eligible for discretionary employer contributions after attainment of age 21 and completion of one year of credited service.
Participants are immediately vested in all contributions and earnings thereon.
Participants may contribute up to 70% of their current compensation, as defined, for investment in one or all of the available investment alternatives. Contributions are subject to certain Internal Revenue Service limitations in each year.
The financial statements of the Plan are prepared under the accrual method of accounting.
The Trustee holds the Plan's investments and executes transactions therein. Investments in equity or debt securities, or mutual funds that are traded on national securities exchanges are valued at quoted market prices. Chemung Financial Corporation's common stock is inactively traded in the over-the-counter market. Its market price is determined by the Trustee based upon actual transactions reported by a brokerage firm that maintains a market in the stock. Units of participation in the Chemung Canal Trust Company common trust funds are valued based on the underlying quoted market value of the securities held by each fund. Purchases and sales of securities are recorded on a trade date basis.
The Plan sponsor has elected to pay certain administrative expenses of the Plan.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Plan's management to make estimates and assumptions that affect the reported amounts of assets and liabilities and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates and assumptions.
Benefits are recorded when paid.
Certain 2004 amounts have been reclassified to conform with the 2005 presentation.
investments are participant directed under an individual account plan.
Chemung Canal Trust Company
Profit Sharing, Savings and Investment Plan
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June 28, 2006 |
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/s/Linda M. Struble |
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June 28, 2006 |
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/s/John R. Battersby, Jr. |
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