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PART 1
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's operations department
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, Genoa City, Kenosha, Lake
Geneva, Lyons, Pell Lake, Somers, Union Grove, Walworth, Whitewater,
and Wind Lake, 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. The Banks are
also members of the Federal Reserve Bank 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 in 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 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, 1997, the Company and its
subsidiaries had 196 full and part-time employees.
MISCELLANEOUS
The business of the Company is not seasonal. To the best of
management's knowledge, there is no 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 specific loans; for the years ended
December 31, 1996, 1995, and 1994. Also, where applicable,
information is presented for December 31, 1993 and 1992.
Section I
Schedule A
FIRST BANKING CENTER, INC.
DISTRIBUTION OF ASSETS, LIABILITIES AND STOCKHOLDERS' EQUITY
Average Balance Sheet
(000's Omitted)
1996 1995 1994
Cash and due from banks $ 9,972 8,648 6,637
Fed funds sold and securities purchased
under agreement to resell 4,101 5,191 1,534
Interest bearing deposits in other banks 3,102 3,180 4,431
Investment securities:
U.S. Treasury agency and other 46,589 48,073 42,873
States and political subdivisions 14,691 8,829 10,192
Unrealized Gain/(Loss) on Securities (378) (672) (395)
Loans:
Real estate mortgages 64,848 68,019 63,394
Consumer - net 12,757 12,183 12,007
Commercial and other 98,709 82,742 71,578
Total 176,314 162,944 146,979
Less allowance for loan losses 2,568 2,200 1,989
Net loans 173,746 160,744 144,990
Goodwill 261 14 17
Other assets 11,078 9,695 7,581
Total assets $ 263,162 243,702 217,860
Interest bearing deposits:
NOW accounts $ 20,392 18,705 16,619
Savings deposits 27,531 26,163 26,850
Money Market deposit accounts 36,610 34,849 37,569
Time deposits 91,000 85,454 72,817
Total interest bearing deposits 175,533 165,171 153,855
Demand deposits 29,550 26,563 23,945
Total deposits 205,083 191,734 177,800
Short-term borrowings 490 766 1,418
Sec'ts. sold under agreements to repurchas 21,427 17,112 10,017
Other liabilities 2,861 2,443 1,566
Long-Term Borrowings 8,398 9,186 6,745
Total liabilities 238,259 221,241 197,546
Equity capital 24,903 22,461 20,314
Total liabilities and capital $ 263,162 243,702 217,860
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)
1996 1995 1994
AVERAGE RELATED YIELD AVERAGE RELATED YIELD AVERAGE RELATED YIELD
BALANCE INTEREST RATE BALANCE INTEREST RATE BALANCE INTEREST RATE
Earning assets:
Time Deposits in banks $ 3,102 173 5.58% 3,180 183 5.75% 4,384 180 4.11%
Investments (taxable)(a) 46,589 2,887 6.20% 48,073 2,941 6.12% 42,873 2,401 5.60%
Investments (nontax.)(a)(b) 14,691 1,100 7.49% 8,829 749 8.48% 10,192 872 8.56%
Funds sold 4,101 248 6.05% 5,191 308 5.93% 1,534 55 3.59%
Loans (b)(c)(d) 173,746 16,317 9.39% 160,744 15,092 9.39% 144,990 12,243 8.44%
Total earnings assets $ 242,229 20,725 8.56% 226,017 19,273 8.53% 203,973 15,751 7.72%
Interest bearing liabilities:
NOW accounts $ 20,392 561 2.75% 18,705 519 2.77% 16,619 441 2.65%
Savings deposits 27,531 766 2.78% 26,163 771 2.95% 26,850 793 2.95%
Money Market deposit accounts 36,610 1,515 4.14% 34,849 1,389 3.99% 37,569 1,229 3.29%
Time deposits 91,000 5,245 5.76% 85,454 4,808 5.63% 72,817 3,352 4.60%
Short-term borrowings 490 20 4.08% 766 48 6.27% 1,418 51 3.60%
Sec'ts. sold under to
repurchase 21,427 1,143 5.33% 17,112 927 5.42% 10,017 417 4.16%
Long-term borrowings 8,398 514 6.12% 9,186 504 5.49% 6,745 352 5.22%
Total interest-bearing
liabilities $ 205,848 9,764 4.74% 192,235 8,966 4.66% 172,035 6,635 3.86%
Interest spread 10,961 3.82% 10,307 3.87% 9,116 3.86%
Interest margin 10,961 4.53% 10,307 4.56% 9,116 4.47%
(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 instruments 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 inclused 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 1996:
Time deposits in banks $ (10) (4) (6)
Investment (taxable) (b) (54) (91) 37
Investments (nontaxable) (b) (c) 351 497 (146)
Funds sold (60) (65) 5
Loans (c) (d) 1,225 1,221 4
Total interest income 1,452 1,558 (106)
NOW accounts 42 47 (5)
Savings deposits (5) 40 (45)
Money Market deposit accounts 126 75 51
Other time deposits 437 312 125
Short-term borrowings (28) (17) (11)
Sec. sold under Agreement to Repurchase 216 234 (18)
Long-term Borrowings 10 (43) 53
Total interest expense 798 648 150
Net change for 1996: $ 654 910 (256)
Increase (decrease) for 1995:
Time deposits in banks $ 3 (49) 52
Investment (taxable) 540 291 249
Investments (nontaxable) (123) (117) (6)
Funds sold 253 131 122
Loans 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
Sec. sold under Agreement to Repurchase 152 127 25
Total interest expense 2,331 926 1,405
Net change for 1995: $ 1,191 660 531
(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 instruments are presented on a
federal tax 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 (a)
(000's Omitted)
Available for Sale: 1996 1995
U.S. Treasury and other U.S.
Gov't. Agencies and Corporations $ 42,437 25,762
Obligations of states and political subdivision 19,394 0
Other 3,531 4,330
Held to Maturity:
U.S. Treasury and other U.S.
Gov't. Agencies and Corporations 0 17,284
Obligations of states and political subdivision 0 11,377
Other 0 1,244
Total $ 65,362 59,997
1994 (b)
U.S. Treasury and other U.S.
Gov't. Agencies and Corporations $ 37,797
Obligations of states and political subdivision 8,914
Other 5,076
Total $ 51,787
(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 FASB 115, 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, 1996
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) $ 18,468 22,130 1,589 250 42,437
Weighted average yield 5.58% 6.33% 6.57% 8.69% 6.03%
Obligations of States and Political Subd. 3,501 5,825 9,567 501 19,394
Weighted average yield 7.41% 6.98% 7.24% 8.32% 7.22%
Other Securities (a) 3,531 0 0 0 3,531
Weighted average yield 6.20% 0.00% 0.00% 0.00% 6.20%
TOTAL AVAILABLE FOR SALE $ 25,500 27,955 11,156 751 65,362
Weighted Ave. Yield of Total 5.92% 6.46% 7.14% 8.45% 6.39%
(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,
1996 1995 1994 1993 1992
Commercial $ 30,808 27,659 27,713 24,908 16,887
Agricultural production 6,167 5,810 6,163 7,593 9,376
Real Estate:
Construction 25,164 20,652 14,437 13,213 10,463
Commercial 40,935 37,005 33,027 23,663 25,805
Agriculture 705 733 1,014 1,646 2,229
Residential 79,129 67,729 66,004 56,548 47,726
Municipal 4,254 3,806 2,341 2,815 2,682
Consumer 7,225 6,961 7,074 7,201 10,843
TOTAL $ 194,387 170,355 157,773 137,587 126,011
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, l996
Comm'l and agricultural $ 28,395 8,234 346 36,975 6,730 1,850 8,580
Real estate - constr. 22,404 2,760 0 25,164 1,961 799 2,760
TOTAL $ 50,799 10,994 346 62,139 8,691 2,649 11,340
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
Comm'l and agricultural $ 29,454 3,052 963 33,469 1,505 2,510 4,015
Real estate - constr. 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
Section III
Schedule C
First Banking Center, Inc.
Non-Performing Loans
(000's omitted)
1996 1995 1994 1993 1992
Nonaccrual Loans $260 $1,501 $778 $1,754 $551
Past Due 90 days + (1) 17 2 ----- ------ -----
Restructured Loans (2) ---- ------ ----- ------ -----
Notes:
(1) Loans are generally 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 an accrual basis, would have amounted to $6,000 in
1996, $25,000 in 1995, $12,000 in 1994, $95,000 in 1993, and
$11,000 in 1992. Interest income on these loans, which is
recorded only when received, amounted to $6,000 in 1996,
$7,000 in 1995, $4,000 in 1994, $2,000 in 1993, and $11,000 in
1992.
(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, 1996, 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)
1996 1995 1994 1993 1992
Beginning loan loss reserve $ 2,336 2,095 1,886 1,714 1,393
Charge-offs:
Commercial 0 22 4 167 58
Agricultural production 0 0 1 5 0
Real Estate:
Construction 0 0 0 114 0
Commercial 0 0 0 190 0
Agriculture 0 0 0 0 0
Other Mortgages 1 214 198 29 0
Installment - consumer 33 55 102 99 50
Recoveries:
Commercial 12 19 68 6 16
Agricultural production 0 0 3 10 0
Real Estate:
Construction 0 0 113 2 0
Commercial 0 0 0 0 0
Agriculture 0 0 0 17 0
Other Mortgages 5 2 13 2 2
Installment - consumer 31 41 47 29 33
Net Charge-offs/(Recoveries) (14) 231 61 538 57
Additions charged to operation 247 470 270 710 378
Additions related to branch
acquisitions 300 0 0 0 0
Balance at end of period $ 2,897 2,336 2,095 1,886 1,714
Ratio of net charge-offs/
(recoveries) during the
period to ave. loans
outstanding during the
period -0.01% 0.14% 0.04% 0.42% 0.05%
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 million or 36% of the
allowance to these loans. These loans comprise about 55% of the loan
portfolio. Residential mortgages carry a small element of risk and comprise
about 41% of the loan portfolio. Seventy-six thousand dollars of the
allowance or about 2.6% has been allocated to residential morgages. Consumer
loans comprise about 4% of the loan portfolio and $55 thousand or about 1.9%
of the allowance is allocated to consumer loans. The company has allocated
$36 thousand dollars of the allowance to unfunded loan commitments which
total approximately $34 thousand dollars. The balance of the allowance or
$1.69 million is unallocated.
SECTION V
Schedule A
FIRST BANKING CENTER, INC.
Three Year Summary of Average Deposits
(000's Ommitted)
RATE RATE RATE
1996 PAID 1995 PAID 1994 PAID
Deposit in domestic bank
offices:
Non-interest bearing demand $ 29,550 26,563 23,945
Interest-bearing demand 20,392 2.75% 18,705 2.77% 16,619 2.65%
Money Market demand 36,610 4.14% 34,849 3.99% 37,569 3.29%
Savings deposits 27,531 2.78% 26,163 2.95% 26,850 2.95%
Time deposits 91,000 5.76% 85,454 5.63% 72,817 4.60%
Total Deposits $ 205,083 3.94% 191,734 3.90% 177,800 3.27%
SECTION V
Schedule B
FIRST BANKING CENTER, INC.
Maturity Schedule for Time Deposits of $100,000 or More
(000's Omitted)
For Year Ending December 31, 1996:
3 MONTHS OVER 3 MOS. OVER 6 MOS. OVER
OR LESS THRU 6 MOS. THRU 12 MOS. 12 MOS.
Certificates of Deposit $ 1,188 2,023 3,636 3,184
Other Time Deposits 107 0 104 0
TOTAL $ 1,295 2,023 3,740 3,184
SECTION VI
FIRST BANKING CENTER, INC.
Three Year Summary of Return on Equity and Assets
1996 1995 1994
Return on average assets 1.07% 1.15% 1.09%
Return on average equity 11.29% 12.48% 11.64%
Dividend payout ratios on common stock 24.21% 20.94% 22.36%
Average equity to average assets 9.46% 9.22% 9.32%
SECTION VII
FIRST BANKING CENTER, INC.
Short-term Borrowings
(000's Omitted)
Securities sold under
agreements to repurchase (1)
End of Year: 1996 1995 1994
Balance $30,925 $20,225 13,755
Weighted Ave. Rate 5.42% 5.48% 4.18%
For the Year:
Maximum Amount
Outstanding $34,175 $20,225 13,755
Average Amount
Outstanding $21,427 $17,112 10,017
Weighted Ave. Rate 5.31% 5.39% 4.16%
(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 was 3.2 months, 3.6 months, and 3.75 months
for the years 1996, 1995, and 1994, 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, Genoa
City, Pell Lake, Somers, Walworth, 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 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 2 of the Annual Report to Shareholders for the
year ended December 31, 1996 and are incorporated herein by
reference.
(a) There were 787 holders of record of the Company's $1.00
par value common stock on March 1, 1997.
ITEM 6: SELECTED FINANCIAL DATA
Selected financial data is presented on page 24 of the
Annual Report to Shareholders for the year ended December 31,
1996 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 on pages 25-27 of the Annual
Report to Shareholders for the year ended December 31, 1996 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, 1996 are
incorporated herein by reference:
Report of Independent Certified Public Accountants
Consolidated Balance Sheets
December 31, 1996 and 1995
Consolidated Statements of Income
Years ended December 31, 1996, 1995, and 1994
Consolidated Statements of Changes in Components of Stockholder's Equity
Years ended December 31, 1996, 1995 and 1994
Consolidated Statements of Cash Flows
Years ended December 31, 1996, 1995, and 1994
Notes to Consolidated Financial Statements
ITEM 9: CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURES
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 22, 1997,
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 22, 1997,
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 22, 1997,
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 on page 13, 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 (contained
herein).
(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
the Annual Report To Shareholders, Note W, Pages 22-23.
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, 1997
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 Chief Accounting Officer
MELVIN WENDT RICHARD MCKINNEY
Melvin Wendt, Director Richard McKinney, Director
JOHN SMITH JOHN ERNSTER
John Smith, Director John Ernster, Director
DAVID BOILINI PAT SEBRANEK
David Boilini, Director Pat Sebranek, Director
CHARLES WELLINGTON
Charles Wellington, Director
*Each of the above signatures is affixed as of March 25, 1997.
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 1996 Annual
Shareholders Meeting. Above items will be furnished to
shareholders subsequent to this filing.