-----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, O4C/cUki1l+FFiinvAjQVK3LIIiATSWK22Qxf1V1a2Ss9TieGMwBMzcKYtBP7ouN Vv84nBLW8Us6/nB38MJtoA== 0000914317-02-000086.txt : 20020414 0000914317-02-000086.hdr.sgml : 20020414 ACCESSION NUMBER: 0000914317-02-000086 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20011231 FILED AS OF DATE: 20020214 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FFW CORP CENTRAL INDEX KEY: 0000895401 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 351875502 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-21170 FILM NUMBER: 02543279 BUSINESS ADDRESS: STREET 1: 1205 N CASS STREET STREET 2: PO BOX 419 CITY: WABASH STATE: IN ZIP: 46992-1027 BUSINESS PHONE: 2195633185 MAIL ADDRESS: STREET 1: 1205 N CASS ST STREET 2: PO BOX 419 CITY: WABASH STATE: IN ZIP: 46992 10QSB 1 form10q_42818-0212.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-QSB [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 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 0-21170 FFW CORPORATION (Exact name of small business issuer as specified in its charter) Delaware 35-1875502 (State or other jurisdiction of incorporation (I.R.S. Employer identification or organization) or Number) 1205 North Cass Street, Wabash, IN 46992 (Address of principal executive offices) (219) 563-3185 (Issuer's telephone number) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Transitional Small Business Disclosure Format (check one): Yes [ ] No [X] State the number of Shares outstanding of each of the issuer's classes of common equity, as of the latest date: As of February 11, 2002, there were 1,375,822 shares of the Registrant's common stock issued and outstanding. FFW CORPORATION INDEX PART I. FINANCIAL INFORMATION PAGE NO. Item 1. Consolidated Financial Statements Consolidated Balance Sheets December 31, 2001 3 and June 30, 2001 Consolidated Statements of Income and 4 Comprehensive Income for the three and six months ended December 31, 2001 and 2000. Consolidated Statements of Cash Flows for the six 5 months ended December 31, 2001 and 2000. Notes to Consolidated Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial 7 Condition and Results of Operations PART II. OTHER INFORMATION Items 1-6 12 Signature Page 13 2
PART I: FINANCIAL INFORMATION FFW CORPORATION CONSOLIDATED BALANCE SHEETS (Unaudited) ASSETS: December 31 June 30 2001 2001 ---- ---- Cash and due from financial institutions ....................................... $ 5,989,309 $ 6,372,538 Interest-earning deposits in financial institutions - short term ............... 920,247 2,157,621 ------------- ------------- Cash and cash equivalents ............................................. 6,909,556 8,530,159 Securities available for sale .................................................. 65,482,844 60,973,088 Loans receivable, net of allowance for loan losses of $1,900,933 at December 31, 2001 and $1,773,194 at June 30, 2001 .................................. 147,077,116 152,195,442 Federal Home Loan Bank stock, at cost .......................................... 3,400,900 3,400,900 Accrued interest receivable .................................................... 1,351,036 1,479,567 Premises and equipment-net ..................................................... 2,749,523 2,099,125 Investment in limited partnership .............................................. 448,048 480,548 Other assets ................................................................... 1,870,519 2,027,633 ------------- ------------- Total assets ................................................. $ 229,289,542 $ 231,186,462 ============= ============= LIABILITIES AND SHAREHOLDERS' EQUITY: Liabilities: Non-interest-bearing demand deposits ........................................... $ 10,133,354 $ 9,161,009 Savings, NOW and MMDA deposits ................................................. 52,372,588 48,126,243 Other time deposits ............................................................ 86,889,596 87,342,800 ------------- ------------- Total deposits ........................................................ 149,395,538 144,630,052 Federal Home Loan Bank advances ................................................ 55,896,906 62,396,906 Accrued interest payable ....................................................... 165,611 196,840 Accrued expenses and other liabilities ......................................... 1,647,523 1,969,604 ------------- ------------- Total liabilities ..................................................... 207,105,578 209,193,402 Shareholders' equity: Preferred stock, $.01 par value, 500,000 shares authorized none issued ......... -- -- Common stock, $.01 par value, 2,000,000 shares authorized, 1,829,828 shares Issued and 1,379,908 shares outstanding at December 31, 2001; 1,829,828 Shares issued and 1,412,478 shares outstanding at June 30, 2001 ........... 18,298 18,298 Additional paid-in capital ..................................................... 9,325,552 9,336,605 Retained earnings - substantially restricted ................................... 17,013,298 16,423,161 Accumulated other comprehensive income ......................................... 358,029 330,776 Unearned management retention plan shares ...................................... (40,568) (52,242) Treasury stock at cost, 449,920 shares on December 31, 2001 and 417,350 shares on June 30, 2001 ....................................... (4,490,645) (4,063,538) ------------- ------------- Total shareholders' equity ..................................... 22,183,964 21,993,060 Total liabilities and shareholders' equity ................... $ 229,289,542 $ 231,186,462 ============= =============
3
PART I: FINANCIAL INFORMATION FFW CORPORATION CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (Unaudited) Three Months Ended Six Months Ended December 31 December 31 2001 2000 2001 2000 ---- ---- ---- ---- Interest income : Loans receivable Mortgage loans ............................. $ 1,481,273 $ 1,526,295 $ 2,966,908 $ 3,033,707 Consumer and other loans ................... 1,633,441 1,859,357 3,335,497 3,728,802 Securities Taxable .................................... 810,502 830,053 1,660,739 1,679,364 Nontaxable ................................. 148,073 119,485 278,553 232,262 Other interest-earning assets ....................... 15,020 54,375 44,653 83,690 ----------- ----------- ----------- ----------- Total interest income ...................... 4,088,309 4,389,565 8,286,350 8,757,825 Interest expense : Deposits ............................................ 1,571,327 1,759,364 3,294,405 3,411,227 Other ............................................... 793,512 962,459 1,635,563 1,946,994 ----------- ----------- ----------- ----------- Total interest expense ..................... 2,364,839 2,721,823 4,929,968 5,358,221 ----------- ----------- ----------- ----------- Net interest income .......................................... 1,723,470 1,667,742 3,356,382 3,399,604 Provision for loan losses ........................... 450,000 210,000 675,000 1,245,000 ----------- ----------- ----------- ----------- Net interest income after provision for loan losses .......... 1,273,470 1,457,742 2,681,382 2,154,604 Non-interest income : Net gain (loss) on sale of securities ............... -- (15,951) 5,000 (15,951) Net gain on sale of loans ........................... 101,671 13,178 150,695 21,188 Other ............................................... 339,206 298,045 681,858 585,128 ----------- ----------- ----------- ----------- Total non-interest income .................. 440,877 295,272 837,553 590,365 Non-interest expense : Compensation and benefits ........................... 527,847 489,370 1,054,137 1,010,271 Occupancy and equipment ............................. 98,060 105,099 190,863 201,626 Data processing expense ............................. 113,874 116,247 230,741 231,475 Other ............................................... 364,334 344,473 710,489 685,339 ----------- ----------- ----------- ----------- Total non-interest expense ................. 1,104,115 1,055,189 2,186,230 2,128,711 ----------- ----------- ----------- ----------- Income before income taxes ................................... 610,232 697,825 1,332,705 616,258 Income tax expense .................................. 170,354 171,018 366,717 124,045 ----------- ----------- ----------- ----------- Net income ................................................... $ 439,878 $ 526,807 $ 965,988 $ 492,213 =========== =========== =========== =========== Comprehensive income ......................................... $ 260,742 $ 1,344,024 $ 993,241 $ 1,669,928 =========== =========== =========== =========== Earnings per common share : Basic ............................................... $ .32 $ .37 $ .69 $ .35 Diluted.............................................. $ .32 $ .36 $ .69 $ .34
4
PART I: FINANCIAL INFORMATION FFW CORPORATION CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Six Months Ended December 31 2001 2000 ---- ---- Cash flows from operating activities : Net income ........................................................ $ 965,988 $ 492,213 Adjustments to reconcile net income to net cash from Operating activities : Depreciation and amortization, net of accretion ............... 60,216 (26,766) Provision for loan losses ..................................... 675,000 1,245,000 Net (gains) losses on sale of : Securities available for sale ............................ (5,000) 15,951 Loans held for sale ...................................... (150,695) (21,188) Foreclosed estate owned and repossessed assets ........... 13,700 -- Origination of loans held for sale ............................ (16,398,475) (1,998,750) Proceeds from sale of loans held for sale ..................... 16,549,170 2,019,938 Net change in accrued interest receivable and other assets .... 110,804 (103,244) Amortization of goodwill and core deposit intangibles ......... 78,174 79,065 Net change in accrued interest payable, accrued expenses and other liabilities ........................... (341,636) (501,542) ----------- ----------- Total adjustments ............................... 591,258 708,464 ----------- ----------- Net cash from operating activities ....................... 1,557,246 1,200,677 Cash flows from investing activities : Proceeds from : Sales/calls of securities available for sale ............. 9,386,600 4,283,594 Maturities of securities available for sale .............. -- 405,000 Purchase of securities available for sale ..................... (16,002,501) (1,888,428) Principal collected on mortgage- backed securities............. 2,188,418 204,212 Net change in loans receivable ................................ 4,279,303 (1,980,809) Net purchases premises and equipment .......................... (742,767) (156,863) Investment in limited partnership ............................. -- (75,000) Proceeds from sales of other real estate and repossessed assets .................................. 261,623 202,369 ----------- ----------- Net cash from investing activities ............................ (629,324) 994,075 Cash flows from financing activities : Net increase in deposits ....................................... 4,765,486 6,087,046 Proceeds from borrowings ....................................... 26,790,750 35,560,400 Payment on borrowings .......................................... (33,290,750) (40,060,400) Purchase of treasury stock ..................................... (449,280) -- Proceeds from exercising of stock options ...................... 11,120 5,000 Cash dividends paid ............................................ (375,851) (373,337) ----------- ----------- Net cash from financing activities (2,548,525) 1,218,709 Net increase (decrease) in cash and cash equivalents (1,620,603) 3,413,461 Cash and cash equivalents at beginning of period ........................... 8,530,159 5,254,418 ----------- ----------- Cash and cash equivalents at end of period ................................. $ 6,909,556 $ 8,667,879 =========== ===========
5 FFW CORPORATION NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (1) Basis of Presentation The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-QSB and Regulation S-B. Accordingly, they do not include all the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, the Consolidated Financial Statements contain all adjustments (consisting only of normal recurring adjustments) necessary to represent fairly the financial condition of FFW Corporation as of December 31, 2001 and June 30, 2001 and the results of its operations, for the three and six months ended December 31, 2001 and 2000. Financial Statement reclassifications have been made for the prior period to conform to classifications used as of and for the period ended December 31, 2001. Operating results for the three and six months ended December 31, 2001 are not necessarily indicative of the results that may be expected for the fiscal year ended June 30, 2002. 6 PART II FFW CORPORATION MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL The accompanying Consolidated Financial Statements include the accounts of FFW Corporation (the "Company") and its wholly owned subsidiaries, First Federal Savings Bank of Wabash (the "Bank") and FirstFed Financial, Inc ("FirstFed Financial"). All significant inter-company transactions and balances are eliminated in consolidation. The Company's results of operations are primarily dependent on the Bank's net interest margin, which is the difference between interest income on interest-earning assets and interest expense on interest-bearing liabilities. The Bank's net income is also affected by the level of its non-interest expenses, such as employee compensation and benefits, occupancy expenses, and other expenses. FORWARD-LOOKING STATEMENTS Except for historical information contained herein, the matters discussed in this document, and other information contained in the Company's SEC filings, may express "forward-looking statements." Those "forward-looking statements" may involve risk and uncertainties, including statements concerning future events, performance and assumptions and other statements that are other than statements of historical facts. The Company wishes to caution readers not to place undue reliance on any forward-looking statements, which speak only as of the date made. Readers are advised that various factors--including, but not limited to, changes in laws, regulations or accounting principles generally accepted in the United States of America; the Company's competitive position within the markets served; increasing consolidation within the banking industry; unforeseen changes in interest rates; any unforeseen downturns in the local, regional or national economies--could cause the Company's actual results or circumstances for future periods to differ materially from those anticipated or projected. The Company does not undertake - and specifically declines any obligation - to publicly release the result of any revisions which may be made to any forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of anticipated or unanticipated events. COMPARISON OF THREE-MONTH AND SIX-MONTH PERIODS ENDED DECEMBER 31, 2001 AND 2000 Net income for the three-month and six-month periods ended December 31, 2001 was $440,000 and $966,000 compared to net income of $527,000 and $492,000 for the equivalent periods in 2000. The substantial increase of $474,000 for the six-month period was primarily the result of an $570,000 decrease in the provision for loan loss coupled with a $247,000 increase in total non-interest income for the period ended December 31, 2001 compared to December 31, 2000. The decrease of $87,000 for the three month period ended December 31, 2001 was primarily the result of an increase in the provision for loan loss offset in part by an increase in non-interest income and net interest income. Diluted net income per common share was $0.32 for the three-month period ended December 31, 2001 compared to diluted net income per common share of $0.36 for the equivalent period in 2000. For the comparable six-month periods, diluted net income per common share was $0.69 in 2001 and $0.34 in 2000. Return on average shareholders' equity was 7.78% for the three months and 8.61% for the six-months ended December 31, 2001, compared to 10.56% and 4.91% in 2000. The return on total average assets was 0.76% and 0.84% for the three and six-month periods ended December 31, 2001, compared to 0.94% and 0.44% in 2000. 7 NET INTEREST INCOME The net interest income for the three-month period ended December 31, 2001, was $1,723,000 compared to $1,668,000, an increase of 3.3% over the same period in 2000, resulting in a net yield of 3.12% compared to 3.11% in 2000. The net interest income for the six-month period ended December 31, 2001, was $3,356,000 compared to $3,400,000, a decrease of 1.3% over the same period in 2000, resulting in a net yield of 3.03% compared to 3.18% in 2000. Total average earning assets increased $6,394,000 and $8,024,000, respectively, for the three-month and six-month periods ended December 31, 2001, over the comparative periods in 2000. Total average investment securities increased $11,114, 000 and $10,830,000 for the three-month and six-month periods over one-year ago. Total average loans decreased $4,652,000 and $3,458,000 for the three-month and six-month periods over one-year ago. The yields on total average earning assets were 7.43% and 8.10% for the three-month periods ended December 31, 2001, and 2000 and 7.50% and 8.11% for the six-month periods. The following tables set forth consolidated information regarding average balances and rates.
FFW Corp Three Months Ending (In Thousands) 12/31/2001 12/31/2000 Average Average Average Average Interest-earning assets: Balance Interest Rate Balance Interest Rate - ------------------------ --------- --------- ------- ----------- --------- ------- Loans $ 150,198 $ 3,115 8.23% $ 154,850 $ 3,386 8.68% Securities 65,948 958 5.86% 54,834 950 6.65% Other interest-earning assets 3,287 15 1.81% 3,355 53 6.27% --------- --------- ---- ----------- --------- ---- Total interest-earning assets 219,433 4,088 7.43% 213,039 4,389 8.10% Non interest-earning assets Cash and due from 5,372 4,476 Allowance for loan losses (1,640) (2,584) Other non interest-earning assets 5,828 6,504 --------- ----------- Total assets $ 228,993 $ 221,435 ========= ========= Interest-bearing liabilities: Interest-bearing deposits $ 136,251 1,571 4.57% $ 128,281 1,759 5.44% FHLB advances 57,814 794 5.45% 61,740 962 6.18% --------- --------- ---- ----------- --------- ---- Total interest-bearing liabilities 194,065 2,365 4.83% 190,021 2,721 5.68% --------- --------- ---- ----------- --------- ---- Non interest-bearing deposit accounts 9,649 8,657 Other non interest-bearing liabilities 2,846 2,703 --------- ----------- Total liabilities 206,560 201,381 Shareholders' equity 22,433 20,054 --------- ----------- Total liabilities and shareholders equity $ 228,993 $ 221,435 ========= ========= Net interest income $ 1,723 $ 1,668 ========= ========= Net interest margin 3.12% 3.11% ==== ====
8
FFW Corp Six Months Ending (In Thousands) 12/31/2001 12/31/2000 Average Average Average Average Interest-earning assets: Balance Interest Rate Balance Interest Rate - ------------------------ --------- --------- ------- ---------- --------- ------- Loans $ 150,922 $ 6,302 8.28% $ 154,380 $ 6,763 8.69% Securities 65,812 1,939 5.92% 54,982 1,912 6.64% Other interest-earning assets 3,276 45 2.72% 2,624 83 6.27% --------- --------- ----- --------- --------- ------ Total interest-earning assets 220,010 8,286 7.50% 211,986 8,758 8.11% Non interest-earning assets Cash and due from 5,095 4,443 Allowance for loan losses (1,695) (2,287) Other non interest-earning assets 5,862 6,746 --------- --------- Total assets $ 229,272 $ 220,888 ========= ========= Interest-bearing liabilities: - ----------------------------- Interest-bearing deposits $ 135,994 3,294 4.80% $ 126,718 3,411 5.34% FHLB advances 58,943 1,636 5.51% 62,849 1,947 6.15% --------- ----- ---- ------- ----- ---- Total interest-bearing liabilities 194,937 4,930 5.02% 189,567 5,358 5.61% --------- ----- ---- ------- ----- ---- Non interest-bearing deposit accounts 9,592 8,935 Other non interest-bearing liabilities 2,481 2,515 --------- ---------- Total liabilities 207,010 201,017 Shareholders' equity 22,262 19,871 --------- --------- Total liabilities and shareholders equity $ 229,272 $ 220,888 ========= ========= Net interest income $ 3,356 $ 3,400 ========= ========= Net interest margin 3.03% 3.18% ==== ====
PROVISION FOR LOAN LOSSES The Company establishes an allowance for loan losses based on an evaluation of risk factors in the loan portfolio and changes in the nature and volume of its loan activity. This evaluation includes, among other factors, the level of the Company's classified and non-performing assets and their estimated value, the national outlook which may tend to inhibit economic activity and depress real estate and other values in the Company's primary market area, regulatory issues and historical loan loss experience. Accordingly, the calculation of the adequacy of loan losses is not based directly on the level of non-performing loans. Although management believes it uses the best information available to determine the allowances, unforeseen market conditions or other unforeseen events could result in adjustments and net earnings could be significantly affected if circumstances differ substantially from the assumptions used in making the determination. In addition, a determination by the Company's main operating subsidiary, First Federal, as to the classification of its assets and the amount of its valuation allowances is subject to review by the Office of Thrift Supervision, (OTS), which may order the establishment of additional general or specific reserve allowances. The provision for loan losses was $450,000 and $675,000 for the three-month and six-month periods ended December 31, 2001 and $210,000 and $1,245,000 for the same periods in 2000. A substantial difference 9 between the six-month periods is due to an additional $900,000 provision taken in the period ending September 30, 2000 on loans to a single borrower. Net charge-offs of $126,000 have been recorded for the three-month period ended December 31, 2001, compared to $1,229,000 of net charge-offs for the same period in 2000. Net charge-offs of $547,000 have been recorded for the six-month period ended December 31, 2001, compared to $1,328,000 of net charge-offs for the same period in 2000. Changes in the provision for loan losses are attributed to management's analysis of the adequacy of the allowance for loan losses to address recognizable and currently estimated losses. The provision for the quarter ended December 31, 2001, $450,000, was double the provision taken in the quarter ended September 30, 2001, $225,000. This increase in the provision was due to an increase in the amount of classified loans in the Company's internal classification list and in response to the level of charge-offs experienced in the quarter. The allowance for loan losses was $1,901,000 or 1.29% of net loans as of December 31, 2001, compared to $1,577,000 or 1.04% of net loans at September 30, 2001 and $1,773,000 or 1.17% of net loans at June 30, 2001. It is management's opinion that the allowance for loan losses is adequate to absorb existing losses in the loan portfolio as of December 31, 2001. NON-INTEREST INCOME Non-interest income for the three-month and six-month periods ended December 31, 2001 was $441,000 and $838,000 compared to $295,000 and $590,000 for the periods in 2000. The six-month increase of $248,000 from the prior period is composed primarily of increased gain on sale of loans, $130,000 higher, and increased commission income from FirstFed Financial, $85,000 higher, compared to the period ending December 31, 2000. Gain on sale of securities accounted for only $21,000 of the increase. NON-INTEREST EXPENSE Non-interest expense for the three-month period ended December 31, 2001, was $1,104,000, an increase of $49,000, or 4.6%, compared to the same period in 2000 and was $2,186,000 for the six-month period ended December 31, 2001, an increase of $57,000, or 2.7%. For the six-month period ended December 31, 2001, compensation and employee benefits increased 4.3%, occupancy and equipment expense decreased 5.3%, data processing expense decreased 0.3% and other non-interest expense increased 3.7% over the same period in 2000. INCOME TAXES The provision for income taxes for the three-month and six-month periods ended December 31, 2001, was $170,000 and $367,000, respectively, compared to $171,000 and $124,000 in 2000. The provision for income taxes for the six months ended December 31, 2001, is at a rate which management believes approximates the effective rate for the year ending June 30, 2002. 10 REGULATORY CAPITAL REQUIREMENTS The Bank is required to maintain specific amounts of regulatory capital pursuant to regulations of the OTS. At December 31, 2001, the Bank exceeded all regulatory capital standards as is shown in the following table.
Minimum To Be Well Minimum Capitalized Under For Capital Prompt Corrective Actual Adequacy Purposes Action Provisions ------ ----------------- ----------------- Amount Ratio Amount Ratio Amount Ratio ------ ----- ------ ----- ------ ----- As of December 31, 2001 Total Risk-based Capital $19,785 12.08%$ 13,100 8.00% $16,375 10.00% (to risk weighted assets) Tier I (Core) Capital 17,935 10.95% 6,550 4.00% 9,825 6.00% (to risk weighted assets) Tier I (Core) Capital 17,935 7.94% 9,040 4.00% 11,300 5.00% (to adjusted total assets)
11 Part II - Other Information - --------------------------- As of December 31, 2001, management is not aware of any current recommendations by regulatory authorities which, if they were to be implemented, would have or are reasonably likely to have a material adverse effect on the Company's liquidity, capital resources or operations. Item 1 - Legal Proceedings ----------------- Not Applicable. Item 2 - Changes in Securities --------------------- Not Applicable. Item 3 - Defaults upon Senior Securities ------------------------------- Not Applicable. Item 4 - Submission of Matters to a Vote of Security Holders --------------------------------------------------- Not Applicable. Item 5 - Other Information ----------------- Not Applicable Item 6 - Exhibits and Reports on Form 8-K -------------------------------- Not Applicable 12 SIGNATURES Pursuant to the requirement 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. FFW CORPORATION Registrant Date: February 12, 2001 /S/ Roger K. Cromer ----------------- ------------------------------------------ Roger K. Cromer President and Chief Executive Officer Date: February 12, 2001 /S/ Timothy A. Sheppard ----------------- -------------------------------------- Timothy A. Sheppard Treasurer and Chief Accounting Officer -----END PRIVACY-ENHANCED MESSAGE-----