ITEM 1: BUSINESS
First Banking Center, Inc.
First Banking Center, Inc. (the Corporation) is a multi-bank holding company incorporated as a business corporation under the laws of the State of Wisconsin on August 24, 1981. In April, 1982, the Corporation became the sole owner of First Bank and Trust Company, Burlington, Wisconsin, a Wisconsin state banking corporation. On September 1, 1984, the Corporation acquired 100% of the capital stock of the Bank of Albany, Albany, Wisconsin, a Wisconsin state banking corporation.
On January 1, 1985, the name of the Corporation was changed from the First Community Bank Group, Inc. to the First Banking Center, Inc., and the name of the subsidiary companies were changed to First Banking Center - Burlington and First Banking Center - Albany. respectively.
The Corporation's primary business activity is the ownership and control of these banks. The Corporation also provides administrative and operational services for the banks.
First Banking Center - Burlington
The Bank was organized in 1920 and is a full service commercial bank located in the City of Burlington, Wisconsin. The Bank has branch offices located in Burlington, Kenosha, Lake Geneva, Lyons, Union Grove, Walworth, Wind Lake, and Whitewater, Wisconsin. The bank offers a wide range of services which includes: Loans, Personal Banking, Trust and Investment Services, and Insurance and Annuity Products.
Lending The lending area provides a wide variety of credit services to commercial and individual consumers. Consumer lending consists primarily of residential mortgages, installment loans, home equity loans, and student loans. Commercial lending consists of commercial property financing, equipment and inventory financing, and real estate development, as well as the financing of agricultural production, farm equipment, and farmland. Commercial lending usually involves a greater degree of credit risk than consumer lending. This increased risk requires higher collateral value to loan amount than may be necessary on some consumer loans. The collateral value required on a commercial loan is determined by the degree of risk associated with that particular loan.
Personal Banking This area provides a wide variety of services to customers such as savings plans, certificates of deposit, checking accounts, individual retirement accounts, securities services, discount brokerage, and other specialized services.
Trust and Investments The Trust Department provides a full range of services to individuals, corporations and charitable organizations. It provides such specific services as investment advisory, custodial, executor, trustee and employee benefit plans.
Insurance and Annuity Products This area provides a complete line of life insurance as well as long-term health care, fixed and variable rate annuities, and mutual funds.
First Banking Center - Albany
The Bank was organized in 1892 and is a full service commercial bank located in the Village of Albany, Green County, Wisconsin. The bank is located approximately 65 miles west of Burlington. The bank has a branch office located in Monroe, Wisconsin, which was established in December of 1992. The bank offers credit services primarily to business and individual customers. Credit services offered include lines of credit, term loans, automobile financing, personal loans, and residential and commercial mortgages. The bank's retail services include checking accounts, savings plans, certificates of deposit, individual retirement accounts, and other specialized services.
COMPETITION
The financial services industry is highly competitive. The subsidiary banks compete with other commercial banks and with other financial institutions including savings and loan associations, finance companies, mortgage banking companies, insurance companies, brokerage firms, and credit unions.
SUPERVISION AND REGULATION
The Company is a bank holding company subject to the supervision of the Board of Governors of the Federal Reserve System under the Bank Holding Company Act of 1956, as amended. As a bank holding company, the Company is required to file an annual report and such additional information with the Board of Governors as the Board of Governors may require pursuant to the Act. The Board of Governors may also make examinations of the Company and its subsidiaries.
The Bank Holding Company Act requires every bank holding company to obtain the prior approval of the Board of Governors before it may acquire substantially all the assets of any bank, or ownership or control of any voting shares of any bank if, after such acquisitions, it would own or control, directly or indirectly, more than 5% of the voting shares of such bank. Under existing federal and state laws, the Board of Governors may approve the acquisition by the Company of the voting shares of, or substantially all the assets of, any bank located in states specified in the Wisconsin Interstate Banking Bill which became effective January 1, 1987.
In addition, a bank holding company is generally prohibited from itself engaging in, or acquiring direct or indirect control of voting shares of any company engaged in non-banking activities. One of the principal exceptions to this prohibition is for activities found by the Board of Governors, by order or regulation to be so closely related to banking or managing or controlling banks as to be a proper incident thereto. Some of the activities that the Board of Governors has determined by regulation to be closely related to banking are making or servicing loans, full payout property leasing, investment advisory services, acting as a fiduciary, providing data processing services and promoting community welfare projects.
Subsidiary banks of a bank holding company are subject to certain restrictions imposed by the Federal Reserve Act on any extensions of credit to the bank holding company or any of its subsidiaries, on investments in the stock or other securities thereof, and on the taking of such stock or securities as collateral for loans to any borrower. Further, under the Bank Holding Company Act and regulations of the Board of Governors, a bank holding company and its subsidiaries are prohibited from engaging in certain tie-in arrangements in connection with any extension of credit, lease or sale of property or furnishing of services.
The Company is also subject to the Securities Exchange Act of 1934 and has reporting obligation to the Securities and Exchange Commission.
The business of banking is highly regulated and there are various requirements and restrictions in the laws of the United States and the State of Wisconsin affecting the Company's subsidiary banks and their operations, including the requirement to maintain reserves against deposits, restrictions on the nature and amount of loans which may be made by the banks and restrictions relating to investment, branching and other activities of the banks.
The Company is supervised and examined by the Federal Reserve Board. The Company's subsidiary banks, as state chartered institutions, are subject to the supervision of, and are regularly examined by, Wisconsin state authorities. Banks are also members of the Federal Deposit Insurance Corporation and as such are subject to regulation and examination by that agency.
The Company, under Federal Reserve Board policy, is expected to act as a source of financial strength to each subsidiary bank and to commit resources to support each of the subsidiaries.
GOVERNMENTAL POLICIES
The earnings of the Company's subsidiary banks as lenders and depositors of money are affected by legislative changes and by the policies of the various regulatory authorities including the State of Wisconsin, the United States Government, foreign governments and international agencies. The effect of this regulation upon the future business and earnings of the Company cannot be predicted. Such policies include, among others, statutory maximum lending rates, domestic monetary policies of the Board of Governors of the Federal Reserve System, United States fiscal policies and international currency regulations and monetary policies. Governmental and Reserve Board policies have had a significant effect on the operating results of commercial banks in the past and are expected to do so int the future. Management is not able to anticipate and evaluate the future impact of such policies and practices on the growth and profitability of the Company or its subsidiary banks.
MATERIAL DEPOSIT AND LOANS
No single borrower accounted for a material portion for a material portion of the loans in the subsidiary banks.
No single depositor accounted for a material portion of deposits in the subsidiary banks.
EMPLOYEES
The Company and its staff share a commitment to equal opportunity. All personnel decisions are made without regard to race, color, religion, sex, age, national origin, handicap or veteran status. At March 15, 1996, the Company and its subsidiaries had 158 full and part-time employees.
MISCELLANEOUS
The business of the Company is not seasonal. To the best of management's knowledge, there is not anticipated material effect upon the Company's capital expenditures, earnings, and competitive position by reason of any laws regulating or protecting the environment. The Company has no material patents, trademarks, licenses, franchises or concessions. No material amounts have been spent on research activities and no employees are engaged full time in research activities.
NOTE: Subsections of Item I, to which no response has been made are inapplicable to the business of the Company.
FIRST BANKING CENTER, INC.
Burlington, Wisconsin
SELECTED FINANCIAL DATA
The Company, through the operations of its Banks, offers a wide range of financial services. The following financial data provides a detailed review of the Company's business activities.
The following information shows: the company's average assets, liabilities and stockholder's equity; the interest earned and average yield on interest- earning assets; the interest paid and average rate on interest-bearing liabilities; and the maturity schedules for investment and specifies loans; for the years ended December 31, 1995, 1994, and 1993. Also, where applicable, information is presented for December 31, 1992 and 1991.
Section I
Schedule A
FIRST BANKING CENTER, INC.
DISTRIBUTION OF ASSETS, LIABILITIES AND STOCKHOLDERS' EQUITY
Average Balance Sheet
(000's Omitted)
1995 1994 1993 Cash and due from banks $ 8,648 6,637 9,733 Fed. funds sold and securities purchased under agreement to resell 5,191 1,534 3,839 Interest bearing deposits in other banks 3,180 4,431 8,955
Investment securities: U.S. Treasury agency and other 48,073 42,873 26,629 States and political subdivisions 8,829 10,1921 3,013 Unrealized Gain/(Loss) on Securities (672) (395)
Loans: Real estate mortgages 68,019 63,394 57,699 Consumer - net 12,183 12,007 8,712 Commercial and other 82,742 71,578 63,688 Total 162,944 146,979 130,099 Less allowance for loan losses 2,200 1,989 1,860
Net loans 160,744 144,990 128,239
Other assets 9,709 7,598 6,651
Total assets $ 243,702 217,860 197,059
Interest bearing deposits: NOW accounts $ 18,705 16,619 13,774 Savings deposits 26,163 26,850 22,696 Money Market deposit accounts 34,849 37,569 34,892 Time deposits 85,454 72,817 72,204 Total interest bearing deposits 165,171 153,855 143,566
Demand deposits 26,563 23,945 20,061
Total deposits 191,734 177,800 163,627 Short-term borrowings 766 1,418 680 Sec. sold under agreements to repurchase 17,112 10,017 6,614 Other liabilities 2,443 1,566 1,951 Long-Term Borrowings 9,186 6,745 5,125
Total liabilities 221,241 197,546 177,997
Equity capital 22,461 20,314 19,062
Total liabilities and capital $ 243,702 217,860 197,059
SECTION I Schedule B
SECTION I
Schedule C
FIRST BANKING CENTER, INC.
Two Year Summary of Rate and Volume Variances
(000's Omitted)
$ AMOUNT VOLUME RATE (a) OF CHANGE VARIANCE VARIANCE
Increase (decrease) for 1995: Time deposits in banks $ 3 (49) 52 Investment (taxable) (b) 540 291 249 Investments (nontaxable) (b) (c) (123) (117) (6) Funds sold 253 131 122 Loans (d) 2,849 1,330 1,519 Total interest income 3,522 1,586 1,936
NOW accounts 78 55 23 Savings deposits (22) (20) (2) Money Market deposit accounts 160 (89) 249 Other time deposits 1,456 581 875 Short-term borrowings (3) (23) 20 Long-term Borrowings 510 295 215 Securities sold under Agreement to Repurchase 152 127 25 Total interest expense 2,331 926 1,405
Net change for 1995 $ 1,191 660 531
Increase (decrease) for 1994: Time deposits in banks $ (164) (175) 11 Investment (taxable) 800 976 (176) Investments (nontaxable) (294) (253) (41) Funds sold (58) (68) 10 Loans 629 1,518 (889) Total interest income 913 1,998 (1,085)
NOW accounts 38 83 (45) Savings deposits 57 135 (78) Money Market deposit accounts (27) 96 (123) Other time deposits (141) 30 (171) Short-term borrowings 36 17 19 Long-term Borrowings 87 84 3 Securities sold under Agreement to Repurchase 127 149 (22) Total interest expense 177 594 (417)
Net change for 1994 $ 736 1,403 (666)
(a) The application of the rate/volume variance has been allocated in full to the rate variance. (b) Portions of investments both taxable and nontaxable have been presented on a state taxable equivalent basis assuming a 7.9% tax rate. (c) The interest and average yield for nontaxable securities are presented on a federal taxable equivalent basis assuming a 34% tax rate. (d) Loans placed on nonaccrual status have been included in average balances used to determine average rates.
SECTION II
Schedule A
FIRST BANKING CENTER, INC.
Book Value of Investment Portfolio
(000's Omitted)
Available for Sale: U.S. Treasury and other U.S. Gov't. Agencies and Corps. $ 25,762 Other 4,330
Held to Maturity: U.S. Treasury and other U.S. Gov't Agencies and Corporations 17,284 Obligs. of states and pol. subs. 11,377 Other 1,244
Total $ 59,997
1995 (b) 1993 (b)
U.S. Treasury and other U.S. Gov't Agencies and Corporations $ 37,797 35,250 Obligs. of states and pol. subs. 8,914 13,551 Other 5,076 5,887
Total $ 51,787 54,688
(a) The aggregate book value of securities from any single issuer does not exceed ten percent of stockholder's equity; except for, securities issued by the U.S. Government and U.S. Government agencies and corporations.
(b) Prior to January 1, 1994 and the implementation of FASB115, all securities were classified as securities held for investment.
SECTION II Schedule B
SECTION III
Schedule A
FIRST BANKING CENTER, INC.
Loan Summarization
(000's Omitted)
December 31, 1995 1994 1993 1992 1991 Commercial $ 27,659 27,713 24,908 16,887 35,877 Agricultural production 5,810 6,163 7,593 9,376 7,235 Real Estate: Construction 20,652 14,437 13,213 10,463 6,149 Commercial 37,005 33,027 23,663 25,805 3,466 Agriculture 733 1,014 1,646 2,229 3,658 Residential 67,729 66,004 56,548 47,726 44,079 Municipal 3,806 2,341 2,815 2,682 2,052 Consumer 6,961 7,074 7,201 10,843 10,876 TOTAL $ 170,355 157,773 137,587 126,011 113,392
SECTION III
Schedule B
SECTION III
Schedule C FIRST BANKING CENTER, INC.
Summary of Nonperforming Loans
(000's Omitted)
DECEMBER 31,
1995 1994 1993 1992 1991
Nonaccrual Loans $ 1,501 778 1,754 551 444 Past Due 90 days + (1) 2 ---- ------ ---- ---- Restructured Loans (2) ------ ---- ------ ---- ----
Notes:
(1) Loans are placed in nonaccrual status when contractually past due 90 days or more.
(2) There were no restructured loans for each of the presented years.
(3) Interest which would have been recorded had the loans been on the accrual basis, would have amounted to $25,000 in 1995, $12,000 in 1994, $95,000 in 1993, $11,000 in 1992, and $18,000 in 1991. Interest income on these loans, which is recorded only when received, amounted to $7,000 in 1995, $4,000 in 1994, $2,000 in 1993, $11,000 in 1992, and $12,000 in 1991.
(4) Each of the loans which are contractually past due 90 days or more as to principal or interest payments are reviewed by management and reported to the Loan Committee of the Board of Directors of each Bank. These loans are then placed on a nonaccrual basis.
(5) As of December 31, 1995, management, to the best of its knowledge, is not aware of any significant loans, group of loans or segments of the loan portfolio not included above, where there are serious doubts as to the ability of the borrowers to comply with the present loan payment terms.
SECTION IV
Schedule A
FIRST BANKING CENTER, INC.
Analysis of The Allowance for Loan Losses
(000's Omitted)
1995 1994 1993 1992 1991 Beginning loan loss reserve $ 2,095 1,886 1,714 1,393 1,147
Charge-offs: Commercial 22 4 167 58 0 Agricultural prod 0 1 5 0 67 Real Estate: Construction 0 0 114 0 0 Commercial 0 0 190 0 0 Agriculture 0 0 0 0 0 Other Mortgages 214 198 29 0 0 Installment - consumer 55 102 99 50 154
Recoveries: Commercial 19 68 6 16 0 Agricultural prod 0 3 10 0 11 Real Estate: Construction 0 113 2 0 0 Commercial 0 0 0 0 0 Agriculture 0 0 17 0 0 Other Mortgages 2 13 2 2 4 Installment - consumer 41 47 29 33 36
Net Charge-offs 231 61 538 57 170
Additions charged to operations (1) 470 270 710 378 416
Balance at end of period $ 2,336 2,095 1,886 1,714 1,393
Ratio of net charge-offs during the period to ave. loans outstanding during the period 0.14% 0.04% 0.42% 0.05% 0.16%
Note: (1) For each year ending December 31, the determination of the additions to loan loss reserve charged to operating expenses was based on an evaluation of the loan portfolio, current domestic economic conditions, past loan losses and other factors.
SECTION IV
Schedule B
FIRST BANKING CENTER, INC.
The allowance for loan losses is based on an evaluation of risk in the loan portfolio, current domestic economic conditions, past loan losses and other factors. The majority of risk in the loan portfolio lies in commercial loans, which include commercial real estate, agricultural production, and construction loans. The Company has allocated $1.3 million or 56% of the allowance to these loans. These loans comprise about 56% of the loan portfolio. Residential mortgages carry a small element of risk and comprise about 40% of the loan portfolio. One hundred seventy thousand dollars of the allowance or about 7% has been allocated to residential morgages. Consumer loans comprise about 4% of the loan portfolio and $90 thousand or about 4% of the allowance is allocated to consumer loans. The company has allocted $25 thousand dollars of the allowance to unfunded loan commitments which total approximately $24 million dollars. The balance of the allowance or $741 thousand is unallocated.
SECTION V
Schedule A
FIRST BANKING CENTER, INC.
Three Year Summary of Average Deposits
(000's Omitted)
Rate Rate Rate 1995 Paid 1994 Paid 1993 Paid Deposit in domestic bank offices: Non-interest bear. demand $ 26,563 23,945 20,061 Interest-bearing demand 18,705 2.77% 16,619 2.65% 13,774 2.93% Money Market demand 34,849 3.99% 37,569 3.29% 34,892 3.60% Savings deposits 26,163 2.95% 26,850 2.95% 22,696 3.24% Time Deposits 85,454 5.63% 72,817 4.60% 72,204 4.84%
Total Deposits $ 191,734 3.90% 177,800 3.27% 163,627 3.60%
SECTION V
Schedule B
FIRST BANKING CENTER, INC.
Maturity Schedule for Time Deposits of $100,00 or More
(000's Omitted)
For Year Ending December 31, 1995: Over Over Over 3 Mos. 3 Mos. 6 Mos. 12 Mos.
Certificates of Deposit $ 1,453 2,940 4,205 821 Other Time Deposits 0 108 0 107
TOTAL $ 1,453 3,048 4,205 928
SECTION VI
FIRST BANKING CENTER, INC.
Three Year Summary of Return on Equity and Assets
1995 1994 1993
Return on average assets 1.15% 1.09% 1.11%
Return on average equity 12.48% 11.64% 11.44%
Dividend payout ratios on common stock 20.94% 22.36% 22.17%
Average equity to average assets 9.22% 9.32% 9.67%
SECTION VII
FIRST BANKING CENTER, INC.
Short-term Borrowings
(000's Omitted)
Securities sold under agreements to repurchase (1)
End of Year: 1995 1994 1993 Balance $ 20,225 13,755 9,588 Weighted Ave. Rate 5.48% 4.18% 3.75%
For the Year: Maximum Amount Outstanding $ 20,225 13,755 9,588 Average Amount Outstanding $ 17,112 10,017 6,614 Weighted Average Rate 5.39% 4.16% 4.38%
(1) Securities sold under repurchase agreements are borrowed on a short-term basis by the subsidiary banks at prevailing rates for these funds. The approximate average maturity for these borrowings is 3.6 months, 3.7 months, and 4 months for the years 1995, 1994, and 1993 respectively.
ITEM 2:
ITEM 2: PROPERTIES
The Company owns no properties; it currently occupies space in the building that houses the Lake Geneva branch. Since January 1, 1995 the company has been making rent payments to First Banking Center - Burlington for the space that it occupies and the equipment it uses.
Burlington
The Bank owns banking facilities in Burlington, Lyons, Wind Lake, Kenosha and Lake Geneva. A portion of the building in Lake Geneva is owned by a partnership of which the Bank is a 50% owner. The bank leases space for its bookkeeping and loan operations departments in the portion of the building owned by the partnership. Each of the banks offices is well maintained and adequately meets the needs of the bank. The bank leases office space in Walworth, Union Grove, and Whitewater.
Albany
The bank owns banking offices in Albany and Monroe. Both structures are well maintained and adequately meet the needs of the bank.
ITEM 3:
ITEM 3: LEGAL PROCEEDING
Neither the Corporation nor it subsidiaries is a party, nor is any of their property, subject to any material existing or pending legal proceedings other than ordinary routine litigation incidental to its business. No officer, director, affiliate of the Corporation, or any of their associates is a party to any material proceedings adverse to the Corporation or its subsidiaries.
ITEM 4:
ITEM 4: SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No items were submitted during the fourth quarter of the fiscal year covered by this report to a vote of the security holders through the solicitation of proxies or otherwise.
PART II
ITEM 5:
ITEM 5: MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
Market price of common stock and related matters are presented on page 10 of the Annual Report to Shareholders for the year ended December 31, 1995 and are incorporated herein by reference.
(a) There were 792 holders of record of the Company's $1.00 par value common stock on March 1, 1996.
ITEM 6:
ITEM 6: SELECTED FINANCIAL DATA
Selected financial data is presented in the Annual Report Shareholders for the year ended December 31, 1995 and is incorporated herein by reference.
ITEM 7:
ITEM 7: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Management's discussion and analysis of financial condition and results of operations is presented in the Annual Report to Shareholders for the year ended December 31, 1995 and is incorporated herein by reference.
ITEM 8:
ITEM 8: FINANCIAL STATEMENTS AND SUPPLEMENTAL DATA
The following consolidated financial statements of the Registrant and its subsidiaries included in the Annual Report to Shareholders for the year ended December 31, 1995 are incorporated herein by reference:
Report of Independent Certified Public Accountants Consolidated Balance Sheets December 31, 1995 and 1994 Consolidated Statements of Income Years ended December 31, 1995, 1994, and 1993 Consolidated Statements of Changes in Components of Stockholder's Equity Years ended December 31, 1995, 1994 and 1993 Consolidated Statements of Cash Flows Years ended December 31, 1995, 1994, and 1993 Notes to Consolidated Financial Statements
ITEM 8: FINANCIAL STATEMENTS AND SUPPLEMENTAL DATA
The Company had no disagreement with the accountants regarding any information presented.
PART III
ITEM 10:
ITEM 10: DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The information called for herein is presented in the proxy statement to be furnished in connection with the solicitation of proxies on behalf of the Board of Directors of the Registrant for use at its Annual Meeting to be held on Tuesday, April 16, 1996, is incorporated herein by reference.
ITEM 11:
ITEM 11: EXECUTIVE COMPENSATION
The information called for herein is presented in the proxy statement to be furnished in connection with the solicitation of proxies on behalf of the Board of Directors of the Registrant for use at its Annual Meeting to be held on Tuesday, April 16, 1996, is incorporated herein by reference.
ITEM 12:
ITEM 12: SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The information called for herein is presented in the proxy statement to be furnished in connection with the solicitation of proxies on behalf of the Board of Directors of the Registrant for use at its Annual Meeting to be held on Tuesday, April 16, 1996, is incorporated herein by reference.
ITEM 13:
ITEM 13: CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
(a) Transactions with management and other None
(b) Certain business relationships None
(c) Indebtedness of management This information is presented in Note E of the Annual Report to Shareholders, and is incorporated herein by reference.
(d) Transactions with promoters None
PART IV
ITEM 14:
ITEM 14: EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS AND FORM 8-K
(a) (1) Financial Statements (see ITEM 8 for listing).
(2) Financial Statement Schedules (all required schedules not applicable).
(3) Exhibits
(3.1) Articles of Incorporation have been submitted with previous 10-K reports.
(13) 1995 Annual Report to Shareholders
(22) Notice of Annual Meeting and Proxy Statement.
(b) Reports on Form 8-K None
(c) Financial Statements and Financial Statement Schedules required to be filed as part of this report are included in Note T of the Annual Report To Shareholders.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
FIRST BANKING CENTER, INC. Registrant
Date: March 25, 1995 By ROMAN BORKOVEC Roman Borkovec Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.*
ROMAN BORKOVEC JAMES SCHUSTER Roman Borkovec James Schuster Chief Executive Officer Principal Accounting Officer
MELVIN WENDT RICHARD MCKINNEY Melvin Wendt, Director Richard McKinney, Director
JOHN SMITH JOHN ERNSTER John Smith, Director John Ernster, Director
DAVID BOILINI DEAN HOULBERG David Boilini, Director Dean Houlberg, Director
*Each of the above signatures is affixed as of March 25, 1996.
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT.
(a) Annual Report to shareholders
(b) All proxy material in connection with the 1995 Annual Shareholders Meeting. Above items will be furnished to shareholders subsequent to this filing.