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PART I
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
FIRST BANKING CENTER, INC.
INTEREST RATES AND INTEREST DIFFERENTIAL
Three Year Summary of Interest Rates and Interest Differential
(000's Omitted)
1995 1994 1993
AVERAGE RELATED YIELD AVERAGE RELATED YIELD AVERAGE RELATED YIELD
BALANCE INTEREST RATE BALANCE INTEREST RATE BALANCE INTEREST RATE
Earning assets:
Time Deposits in banks $ 3,180 183 5.75% 4,384 180 4.11% 8,955 344 3.84%
Investments (taxable) 48,073 2,941 6.12% 42,873 2,401 5.60% 26,629 1,601 6.01%
Investments (nontaxable)(a)(b) 8,829 749 8.48% 10,192 872 8.56% 13,013 1,166 8.96%
Funds sold 5,191 308 5.93% 1,534 55 3.59% 3,839 113 2.95%
Loans(c) 160,744 15,092 9.39% 144,990 12,243 8.44% 128,240 11,614 9.06%
Total earnings assets $ 226,017 19,273 8.53% 203,973 15,751 7.72% 180,676 14,838 8.21%
Interest bearing liabilities:
NOW accounts $ 18,705 519 2.77% 16,619 441 2.65% 13,774 403 2.92%
Savings deposits 26,163 771 2.95% 26,850 793 2.95% 22,696 736 3.24%
Money Market deposit accounts 34,849 1,389 3.99% 37,569 1,229 3.29% 34,892 1,256 3.60%
Time deposits 85,454 4,808 5.63% 72,817 3,352 4.60% 72,204 3,493 4.84%
Short-term borrowings 766 48 6.27% 1,418 51 3.60% 680 15 2.24%
Securities sold under
agreements to repurchase 17,112 927 5.42% 10,017 417 4.16% 6,614 290 4.38%
Long-term borrowings 9,186 504 5.49% 6,745 352 5.22% 5,125 265 5.17%
Total int. bearing liabilities $ 192,235 8,966 4.66% 172,035 6,635 3.86% 155,985 6,458 4.14%
Interest spread $ 10,307 3.87% 9,116 3.86% 8,380 4.07%
Interest margin $ 10,307 4.56% 9,116 4.47% 8,380 4.64%
(a) Portions of investments both taxable and nontaxable have been presented on
state taxable equivalent basis assuming a 7.9% tax rate.
(b) The interest and average yield for nontaxable securities are presented on a
federal taxable equivalent basis assuming a 34% tax rate.
(c) Loans placed on nonaccrual status have been included in average balances
used to determine average rates.
(d) Loan interest income includes net loan fees.
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)
1995
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
FIRST BANKING CENTER, INC.
Maturity Schedule of Investments by Book Value
(000's Omitted)
December 31, 1995
1 YEAR AFTER 1 YR. AFTER 5 YRS. AFTER 10
OR LESS THROUGH 5 YRS THROUGH 10 YRS. YEARS TOTAL
Available for Sale Securities
U.S. Treasury and other U.S.
Gov. agencies and corporations (a) $ 9,870 14,402 1,016 474 25,762
Weighted average yield 5.88% 5.90% 5.98% 5.93% 5.90%
Other Securities (a) 4,330 0 0 0 4,330
Weighted average yield 5.79% 0.00% 0.00% 0.00% 5.79%
TOTAL AVAILABLE FOR SALE $ 14,200 14,403 1,016 475 30,092
Weighted Ave. Yield of Total 5.85% 5.90% 5.98% 5.93% 5.88%
Held to Maturity Securities
U.S. Treasury and other U.S.
Gov. agencies and corporations (a) $ 3,860 11,287 1,944 193 17,284
Weighted average yield 5.11% 6.23% 7.48% 9.58% 6.16%
Obligs. of states and pol. subdiv's (a)(b) 1,950 5,136 3,492 799 11,377
Weighted average yield 9.19% 7.58% 7.04% 7.41% 7.68%
Other Securities (b) 958 183 0 103 1,244
Weighted average yield 5.54% 7.45% 0.00% 6.12% 5.87%
TOTAL HELD TO MATURITY $ 6,768 16,606 5,436 1,095 29,905
Weighted Ave. Yield of Total 6.34% 6.66% 7.20% 7.67% 6.72%
TOTAL $ 20,968 31,008 6,452 1,569 59,997
Weighted Ave. Yield of Total 6.01% 6.31% 7.01% 7.14% 6.30%
(a) Portions of investments both taxable and nontaxable have been presented on
a state taxable equivalent basis assuming a 7.9% tax rate.
(b) The interest and average yield for nontaxable securities are presented on a
federal taxable equivalent basis assuming a 34% tax rate.
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
FIRST BANKING CENTER, INC.
LOAN MATURITIES AND SENSITIVITY TO CHANGES IN INTEREST RATE
(000's Omitted)
LOAN MATURITIES AMOUNT OVER ONE YEAR WITH
1 YEAR AFTER 1 AFTER FIVE PREDETERMINED FLOATING OR ADJ.
OR LESS THROUGH 5 YRS. YEARS TOTAL RATES INTEREST RATES TOTAL
December 31, l995
Commercial and agricultural $ 29,454 3,052 963 33,469 1,505 2,510 4,015
Real estate - construction 19,009 1,536 107 20,652 1,556 87 1,643
TOTAL $ 48,463 4,588 1,070 54,121 3,061 2,597 5,658
December 31, l994
Commercial and agricultural $ 27,318 5,040 1,518 33,876 3,707 2,851 6,558
Real estate - construction 12,464 80 1,893 14,437 68 1,905 1,973
TOTAL $ 39,782 5,120 3,411 48,313 3,775 4,756 8,531
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: 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: 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: 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: 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: 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: 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: 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: 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: 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: 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: 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: 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.