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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q

_________________

    [X]        QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2004
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 0-25752

FNBH BANCORP, INC.
(Exact name of registrant as specified in its charter)

MICHIGAN     38-2869722    
(State or other jurisdiction of   (I.R.S. Employer  
incorporation or   Identification No.)  
organization)  

101 East Grand River, Howell, Michigan 48843
(Address of principal executive offices) (Zip Code)

        Registrant’s telephone number, including area code: (517)546-3150

_________________

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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___

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes X No___

The number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 3,169,807 shares of the Company’s Common Stock (no par value) were outstanding as of April 21, 2004.


1



INDEX

Part I   Financial Information (unaudited):      Page
Number
 
        Item 1  
        Interim Financial Statements:  
        Consolidated Balance Sheets as of March 31, 2004 and December 31, 2003    4  
        Consolidated Statements of Income, three months ended March 31, 2004 and 2003    5  
        Consolidated Statements of Stockholders’ Equity and Comprehensive  
           Income for three months ended March 31, 2004 and 2003    6  
         Consolidated Statements of Cash Flows for three months ended  
              March 31, 2004 and 2003    7  
 
         Notes to Interim Consolidated Financial Statements    8  
        Item 2  
        Management’s Discussion and Analysis of  
              Financial Condition and Results of Operations    9  
 
        Item 3  
        Quantitative and Qualitative Disclosures about Market Risk    18  
 
        Item 4  
        Controls and Procedures    19  
 
Part II.   Other Information  
 
        Item 2  
         Changes in Securities and Use of Proceeds    20  
 
        Item 6  
         Exhibits and Reports on From 8-K    20  
 
         Signatures    21  

2



PART I — FINANCIAL INFORMATION

Item 1.
Financial Statements

Unaudited interim consolidated financial statements follow.









3



FNBH BANCORP, INC. AND SUBSIDIARIES

Consolidated Balance Sheets (unaudited) March 31
2004
December 31
2003


Assets            
Cash and due from banks   $ 12,024,156   $ 16,035,121  
Short term investments    23,379,457    16,848,371  


     Total cash and cash equivalents    35,403,613    32,883,492  
   
Certificates of deposit    1,553,000    1,553,000  
Investment securities held to maturity, net (fair value of $16,022,054  
     at March 31, 2003 and $16,006,625 at Dec. 31, 2003)    15,054,122    15,051,293  
Investment securities available for sale, at fair value    27,943,255    26,787,863  
Mortgage-backed securitities available for sale, at fair value    11,934,276    12,513,486  
FHLBI and FRB stock, at cost    1,051,500    1,082,750  


     Total investment securities    55,983,153    55,435,392  
   
Loans:  
     Commercial    271,347,676    278,637,521  
     Consumer    35,974,751    35,002,556  
     Real estate mortgage    35,065,434    34,377,031  


          Total loans    342,387,861    348,017,108  
     Less unearned income    856,611    931,453  
     Less allowance for loan losses    6,258,616    5,958,375  


          Net loans    335,272,634    341,127,280  
   
     Premises and equipment, net    11,693,034    11,910,399  
     Land and facilities held for sale, net    155,690    1,400,290  
     Other real estate owned, held for sale    176,174    65,000  
     Accrued interest and other assets    5,787,761    5,443,555  


          Total assets   $ 446,025,059   $ 449,818,408  


   
Liabilities and Stockholders' Equity  
Liabilities  
Deposits:  
     Demand (non-interest bearing)   $ 71,946,660   $ 69,233,515  
     NOW    42,484,571    46,056,749  
     Savings and money market    139,732,503    140,639,653  
     Time    136,901,842    137,174,926  
     Brokered certificates of deposit    3,593,537    5,968,458  


          Total deposits    394,659,113    399,073,301  
Other borrowings    5,066,836    5,327,708  
Accrued interest, taxes, and other liabilities    3,970,883    4,181,918  


          Total liabilities    403,696,832    408,582,927  
Stockholders' Equity  
Common stock, no par value. Authorized 4,200,000 shares; 3,169,632  
   shares issued and outstanding at March 31, 2003 and 3,168,931 shares  
   issued and outstanding at Dec. 31, 2003    5,742,206    5,725,898  
Retained earnings    36,342,739    35,425,699  
Unearned long term incentive plan    (190,216 )  (222,652 )
Accumulated other comprehensive income, net    433,498    306,536  


          Total stockholders' equity    42,328,227    41,235,481  


          Total liabilities and stockholders' equity   $ 446,025,059   $ 449,818,408  



See notes to interim consolidated financial statements.


4



FNBH BANCORP, INC. AND SUBSIDIARIES

Consolidated Statements of Income (Unaudited) Three months ended March 31
2004 2003


Interest and dividend income:            
     Interest and fees on loans   $ 5,479,643   $ 5,661,738  
     Interest and dividends on investment securities:  
          U.S. Treasury and agency securities    338,459    228,934  
          Obligations of state and political subdivisions    185,458    202,099  
          Corporate bonds    44,609    47,469  
          Other securities    13,049    327  
     Interest on short term investments    32,129    33,579  
     Interest on certificates of deposit and other bank deposits    15,839    44,801  


          Total interest and dividend income    6,109,186    6,218,947  


   
Interest expense:  
     Interest on deposits    1,337,214    1,624,084  
     Interest on other borrowings    94,122    97,742  


          Total interest expense    1,431,336    1,721,826  


   
          Net interest income    4,677,850    4,497,121  
   
Provision for loan losses    495,000    325,000  


          Net interest income after provision for loan losses    4,182,850    4,172,121  


   
Noninterest income:  
     Service charges and other fee income    787,216    747,153  
     Trust income    61,910    54,072  
     Gain on sale of loans    18,560    141,422  
     Other    310,862    (5,801 )


          Total noninterest income    1,178,548    936,846  


   
Noninterest expense:  
     Salaries and employee benefits    1,850,564    1,789,382  
     Net occupancy expense    298,787    236,321  
     Equipment expense    219,331    280,985  
     Professional and service fees    349,884    301,479  
     Printing and supplies    81,298    82,294  
     Advertising    78,235    71,966  
     Other    401,989    455,366  


          Total noninterest expense    3,280,088    3,217,793  


   
Income before federal income taxes    2,081,310    1,891,174  
   
Federal income taxes    625,506    573,525  


     Net income   $ 1,455,804   $ 1,317,649  


   
Per share statistics*  
     Basic EPS   $ 0.46   $ 0.42  
     Diluted EPS   $ 0.46   $ 0.42  
     Dividends   $ 0.17   $ 0.17  

*Based on 3,169,210 average shares outstanding during the period ended March 31, 2004 and 3,158,005 average shares outstanding during the period ended March 31, 2003.

See notes to interim consolidated financial statements.


5



FNBH BANCORP, INC. AND SUBSIDIARIES
Consolidated Statements of Stockholders' Equity and Comprehensive Income

For the Three Months Ended March 31, 2004 and 2003 (Unaudited)

Common stock Retained earnings Unearned long term incentive plan Accumulated other comprehensive income Total





Balances at December 31, 2002     $ 5,465,089   $ 31,685,849   $ (247,282 ) $ 675,958   $ 37,579,614  
Amortization of long term incentive plan    26,547    26,547  
Issued 917 shares for employee stock purchase plan    18,459    18,459  
Issued 199 shares for current directors' fees    4,750    4,750  
Comprehensive income:  
     Net income    1,317,649    1,317,649  
     Change in unrealized gain on debt securities  
        available for sale, net of tax effect    (75,677 )  (75,677 )

        Total comprehensive income    1,241,972  
Cash dividends ($.17 per share)    (536,860 )  (536,860 )





Balances at March 31, 2003   $ 5,488,298   $ 32,466,638   $ (220,735 ) $ 600,281   $ 38,334,482  







Common stock Retained earnings Unearned long term incentive plan Accumulated other comprehensive income Total





Balances at December 31, 2003     $ 5,725,898   $ 35,425,699   $ (222,652 ) $ 306,536   $ 41,235,481  
Amortization of long term incentive plan    29,377        29,377
Issued 428 shares for employee stock purchase plan    9,870                9,870  
Issued 136 shares for current directors' fees    3,544                3,544  
Issued 283 shares for deferred directors' fees    5,953                5,953  
Retired 146 shares from long term incentive plan    (3,059 )      3,059        -  
Comprehensive income:  
     Net income        1,455,804            1,455,804  
     Change in unrealized gain on debt securities  
        available for sale, net of tax effect                126,962    126,962  

        Total comprehensive income                    1,582,766  
Cash dividends ($.17 per share)        (538,764 )          (538,764 )





Balances at March 31, 2004   $ 5,742,206   $ 36,342,739   $ (190,216 ) $ 433,498   $ 42,328,227  






See notes to interim consolidated financial statements.


6



FNBH BANCORP, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows (Unaudited) Three months ended March 31
2004 2003


Cash flows from operating activities:            
    Net income   $ 1,455,804   $ 1,317,649  
Adjustments to reconcile net income to net cash provided by operating activities:  
    Provision for loan losses    495,000    325,000  
    Depreciation and amortization    254,114    270,539  
    Deferred tax benefit    (46,554 )  -  
    Net amortization on investment securities    10,875    39,930  
    Earned portion of long term incentive plan    29,377    26,547  
    Gain on sale of loans    (18,560 )  (141,422 )
    Proceeds from sale of loans    1,424,139    8,273,512  
    Origination of loans held for sale    (727,713 )  (8,632,900 )
    Proceeds from sale of other real estate owned, held for sale    40,000    569,247  
    Proceeds from sale of land and facilities available for sale    1,400,290    -  
    Increase in accrued interest income and other assets    (448,827 )  (371,331 )
    Increase (decrease) in accrued interest, taxes, and other liabilities    (276,535 )  324,105  


        Net cash provided by operating activities    3,591,410    2,000,876  


   
Cash flows from investing activities:  
    Purchases of available for sale securities    (3,498,750 )  (2,000,000 )
    Purchases/Stock dividend FHLBI stock    (13,000 )  -  
    Proceeds from sales of available for sale securities    -    -  
    Proceeds from maturities and calls of available for sale securities    2,500,000    -  
    Proceeds from mortgage-backed securities paydowns-available for sale    645,577    1,767,692  
    Proceeds from maturities and calls of held to maturity securities    -    445,000  
    Proceeds from mortgage-backed securities paydowns-held to maturity    -    26,028  
    Purchases of brokered certificates of deposit    -    (1,089,000 )
    Maturity of brokered certificates of deposit    -    194,000  
    Net (increase) decrease in loans    4,681,780    (6,732,101 )
    Capital expenditures    (192,439 )  (663,317 )


        Net cash provided by (used in) investing actitities    4,123,168    (8,051,698 )


   
    Cash flows from financing activities:  
    Net decrease in deposits    (2,039,267 )  (6,974,353 )
    Decrease in brokered certificates of deposit    (2,374,921 )  -  
    Payments on FHLB note    (260,872 )  (241,547 )
    Dividends paid    (538,764 )  (536,860 )
    Shares issued for employee stock purchase and directors' compensation    19,367    23,209  


        Net cash used in financing activities    (5,194,457 )  (7,729,551 )


    Net increase (decrease) in cash and cash equivalents    2,520,121    (13,780,373 )
   
Cash and cash equivalents at beginning of year    32,883,492    33,038,404  


Cash and cash equivalents at end of period   $ 35,403,613   $ 19,258,031  


   
Supplemental disclosures:  
    Interest paid   $ 1,522,153   $ 1,730,492  
    Federal income taxes paid    215,000    -  
    Loans transferred to other real estate    151,174    70,000  
    Loans transferred to land and facilities, held for sale    155,690    -  
    Loans charged off    258,898    168,460  

See notes to interim consolidated financial statements.


7



Notes to Interim Consolidated Financial Statements (unaudited)

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements.

1.     In the opinion of management of the Registrant, the unaudited consolidated financial statements filed with this Form 10-Q contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly the consolidated financial position of the Registrant as of March 31, 2004, and consolidated results of operations and consolidated cash flows for the three months ended March 31, 2004 and 2003.

2.     The results of operations for the three months ended March 31, 2004 are not necessarily indicative of the results to be expected for the full year.

3.     The accompanying unaudited consolidated financial statements should be read in conjunction with the Notes to Consolidated Financial Statements in the 2003 Annual Report contained in the Registrant’s report on Form 10-K filing.

4.     The provision for income taxes represents federal income tax expense calculated using annualized rates on taxable income generated during the respective periods.

5.     Management’s assessment of the allowance for loan losses is based on an evaluation of the loan portfolio, recent loss experience, current economic conditions, and other pertinent factors. Loans on non-accrual status and those past due more than 90 days amounted to $4,193,000 at March 31, 2004, $6,409,000 at March 31, 2003, and $4,293,000 at December 31, 2003. (See Management’s Discussion and Analysis of Financial Condition and Results of Operations).

6.     Basic and diluted earnings per share (EPS) are computed by dividing net income by the respective weighted average common shares outstanding.

First Quarter
2004 2003


Net income     $ 1,455,804   $ 1,317,649  
Shares outstanding (basic)    3,169,210    3,158,005  
Dilutive shares    0    0  


   Shares outstanding (diluted)    3,169,210    3,158,005  
Earnings per share:  
   Basic EPS   $ .46   $ .42  
   Diluted EPS   $ .46   $ .42  

8



Item 2.

Management’s Discussion and Analysis
of Financial Condition and Results of Operations
Interim Financial Statements

This report includes certain forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that involve inherent risks and uncertainties. A number of important factors could cause actual results to differ materially from those in the forward-looking statements. Those factors include the economic environment, competition, products and pricing in business areas in which FNBH Bancorp, Inc. (the Company) operates, prevailing interest rates, changes in government regulations and policies affecting financial service companies, credit quality and credit risk management, acquisitions and integration of acquired businesses.

The Company, a Michigan business corporation, is a one bank holding company, which owns all of the outstanding capital stock of First National Bank in Howell (the Bank) and all of the outstanding stock of HB Realty Co., a subsidiary which owns real estate. The following is a discussion of the Company’s results of operations for the three months ended March 31, 2004 and 2003, and also provides information relating to the Company’s financial condition, focusing on its liquidity and capital resources.

Earnings
(in thousands except per share data)
First Quarter
2004 2003


Net Income     $1,456 $1,318  
Basic and diluted net income per share   $     .46 $     .42

Net income for the three months ended March 31, 2004 increased approximately $138,000 (10.5%) compared to the same period last year. The increase in net income was primarily due to higher non-interest income as a result of the recognition of a nonrecurring deferred gain partially offset by an increase in the loan loss provision and higher non-interest expenses, primarily salaries and occupancy expense.

Net Interest Income
(in thousands)
First Quarter
2004 2003


Interest Income     $ 6,109   $ 6,219  
Interest Expense   $ 1,431   $ 1,722  
Net Interest Income   $ 4,678   $ 4,497  

The following table illustrates some of the significant factors contributing to the increase in net interest income for the period and for the year to date.


9



TABLE 1
INTEREST YIELDS AND COSTS (in thousands)
March 31, 2004 and 2003

----------First Quarter Averages----------
2004 2003
Average Balance Interest Rate Average Balance Interest Rate






Assets:                            
Short term investments   $ 15,174   $ 47.8    1.26%   $ 18,890   $ 77.8    1.65%  
Securities: Taxable    39,565    396.1    4.00%    27,043    276.7    4.09q  
              Tax-exempt (1)    15,051    267.5    7.11%    16,627    289.8    6.97%  
Loans(2)(3)    346,251    5,512.8    6.37%    331,748    5,695.6    6.88%  




Total earning assets/total  
interest income    416,041   $ 6,224.2    5.99%    394,308   $ 6,339.9    6.44%  


Cash and due from banks    12,118    12,477
All other assets    19,007    18,113
Allowance for loan losses    (6,060 )  (5,784 )


Total Assets   $ 441,106   $419,114


Liabilities and  
Stockholders' Equity  
Interest bearing deposits:  
Savings and NOW accounts   $ 184,349   $ 299.9    0.65%   $ 179,039   $ 520.7    1.18%  
Time    141,582    1,037.3    2.95%    131,384    1,103.4    3.41%  
Short term borrowings    9    -    1.20%    8    -    1.44%  
FHLB advances    5,121    94.1    7.27%    5,365    97.7    7.28%  


Total interest bearing  
liabilities/total interest expense    331,061   $ 1,431.3    1.74%    315,796   $ 1,721.8    2.21%  


Non-interest bearing deposits    64,244    61,526
All other liabilities    3,867    3,534
Stockholders' Equity    41,934    38,258


Total Liabilities and  
Shareholders' Equity   $ 441,106   $419,114


Interest spread    4.25%  4.23%


Net interest income-FTE   $4,792.9 $4,618.1


Net interest margin    4.61%  4.67%


(1) Average yields in the above table have been adjusted to a tax-equivalent basis using a 34% tax rate and exclude the effect of any market value adjustments recorded under Statement of Financial Accounting Standards No. 115.
(2) For purposes of the computation above, non-accruing loans are included in the average daily loan balances.
(3) Interest on loans includes origination fees totaling $167,000 in 2004 and $158,000 in 2003.


10



Interest Earning Assets/Interest Income
On a tax equivalent basis, interest income decreased approximately $116,000 (1.8%) in the first quarter of 2004 compared to that of 2003. The decrease was the result of a 45 basis point reduction in the yield on earning assets. This negative trend was partially offset by a $21,733,000 (5.5%) growth in average balances of earning assets.

Loan interest decreased approximately $183,000 due to a 51 basis point decrease in interest rates although average balances increased $14,503,000 (4.4%). The decline in loan rates was the result of overall lower interest rates this year compared to last year and a higher mix of variable rate loans. In particular, the prime interest rate was 4.0% throughout the first quarter of this year compared to 4.25% in the first quarter of 2003. In the first quarter of 2004, tax equivalent income on investment securities increased approximately $97,000. The increase can be attributed to a $10,946,000 increase in average balances offset by a decrease in yield of 33 basis points. Average balances of investment securities have increased in the first quarter 2004 compared to the first quarter of 2003 due to additional funds being available for investment as a result of soft loan demand in the first quarter 2004. In the first quarter of 2004, average balances of short term investments decreased $3,716,000 from the comparable period in 2003, and the yield is 39 basis points lower.

In contrast to the discussion above, commercial loan balances at March 31, 2004 have decreased $7 million from December 31, 2003. The decrease is generally due to soft loan demand in the first quarter of 2004 as well as increased pricing competition. If loan demand does not improve during the second quarter of 2004, there will likely be an unfavorable impact on net interest margin.

Interest Bearing Liabilities/Interest Expense
In the first quarter of 2004, interest expense decreased $291,000 due to a decrease in the interest rate paid of 47 basis points although average balances increased $15,265,000 (4.8%). Savings and NOW interest expense decreased approximately $221,000. The decrease was due to the interest rate declining 53 basis points as the average balance increased $5,310,000 (3.0%). Interest on time deposits decreased $66,000 in the first quarter of 2004 over the prior year. The decrease was due to a decrease of 46 basis points in rates paid offset by an increase in the average balance of $10,198,000. In the first quarter of 2004, the Company had average short term borrowings of $9,000 compared to $8,000 in the first quarter of 2003. The interest rate averaged 1.20% in 2004 compared to 1.44% for the same quarter in 2003 on these borrowings.

Included in the average balance for short term borrowings were fed funds purchased. Included in FHLB advances are two loans, entered into in 2000, from the Federal Home Loan Bank of Indianapolis. One borrowing, originally for $3,000,000, was initiated to match the maturity of a fixed rate loan made to a local township. The other borrowing was intended to help with the Bank’s rate sensitivity position. Future loan growth may be funded with FHLBI borrowings.

Liquidity
Liquidity is monitored by the Bank’s Asset/Liability Management Committee (ALCO) which meets at least monthly. The Board of Directors has approved a liquidity policy which requires the Bank, while it is well capitalized as defined by the Federal Financial Institutions Examination Council (FFIEC), to maintain a current ratio of no less than 1:1 (core basic surplus liquidity equal to 0), representing that the Bank’s contingency for unexpected funding outflows is being primarily met by short-term investments and unencumbered treasury and agency securities. Additional requirements of the policy are that when FHLBI available credit is added to core basic surplus liquidity, the Bank must have liquidity totaling 5% of assets and when brokered CDs and Fed Funds lines are added, the Bank must have liquidity totaling 8% of assets. Should the Bank’s capital ratios fall below the “well capitalized” level, additional liquidity totaling 5% of assets will be required. As of March 31, 2004, the Company had a $31,800,000 surplus of core basic liquidity.


11



Deposits are the principal source of funds for the Bank. Management monitors rates at other financial institutions in the area to ascertain that its rates are competitive in the market. Management also attempts to offer a wide variety of products to meet the needs of its customers. The makeup of the Bank’s “Large Certificates”, which are generally considered to be more volatile and sensitive to changes in rates, consists principally of local depositors known to the Bank. As of March 31, 2004, the Bank had Large Certificates totaling approximately $56,000,000 compared to $54,000,000 at December 31, 2003. At March 31, 2004, the Bank had $3,600,000 in brokered certificates which were issued through a dealer in September 2003 to help fund loan growth. Included in the issuance were $1,200,000 maturing in September 2004 and $2,400,000 maturing in September 2005.

It is the intention of the Bank’s management to handle unexpected liquidity needs through its Federal Funds position with a correspondent bank and by Federal Home Loan Bank borrowings. The Bank has a line of credit of approximately $38,000,000 available at the FHLBI. As of March 31, 2004 approximately $5,100,000 of the line had been used for long term advances, previously described. The Bank has pledged certain mortgage loans as collateral for this borrowing. The Bank also has a repurchase agreement in place where it can borrow from a broker who will lend money against certain securities of the Bank. Finally, management may look to “available for sale” securities in the investment portfolio to meet additional liquidity needs.

Interest Rate Risk
Interest rate risk is also addressed by ALCO. Interest rate risk is the potential for economic losses due to future rate changes and can be reflected as a loss of future net interest income and/or loss of current market values. The objective is to measure the effect on net interest income and to adjust the balance sheet to minimize the inherent risk while, at the same time, maximizing income. Tools used by management include the standard GAP report which lays out the repricing schedule for various asset and liability categories and an interest rate simulation report. The Bank has no market risk sensitive instruments held for trading purposes. The Bank has not entered into futures, forwards, swaps, or options to manage interest rate risk. However, the Bank is party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers including commitments to extend credit and letters of credit. A commitment or letter of credit is not recorded as an asset until the instrument is exercised.


12



In addition to liquidity and interest rate risk management issues, ALCO discusses the Bank’s performance and the current economic outlook and its impact on the Bank and current interest rate forecasts. Actual results are compared to budget in terms of growth and income. A yield and cost analysis is done to monitor interest margin. Various ratios are discussed including capital ratios, other balance sheet ratios, and profitability ratios.

Interest Rate Sensitivity as of March 31, 2004
(dollars in thousands)


0-3
Months
4-12
Months
1-5
Years
5+
Years
Total





Assets:                        
Loans   $ 162,241   $ 48,301   $ 121,716   $ 9,273   $ 341,531  
Securities    8,677    18,221    23,199    5,886    55,983  
   Brokered CDs    583    970    -    -    1,553  
   Short term investments    23,379    -    -    -    23,379  

      Total rate sensitive assets   $ 194,880   $ 67,492   $ 144,915   $ 15,159   $ 422,446  
 
Liabilities:  
   Savings & NOW   $ 88,477    -    -   $ 93,740   $ 182,217  
   Time    31,278    69,947    38,833    438    140,496  
   Other borrowings    -    282    3,988    797    5,067  

      Total rate sensitive liabilities   $ 119,755   $ 70,229   $ 42,821   $ 94,975   $ 327,780  
 
Rate sensitivity gap and ratios:  
   Gap for period   $ 75,125   $ (2,737 ) $ 102,094   $ (79,816 )
   Cumulative gap    75,125    72,388    174,482    94,666  
 
Cumulative rate sensitive ratio     1.63   1.38   1.75   1.29

The preceding table sets forth the time periods in which earning assets and interest bearing liabilities will mature or may re-price in accordance with their contractual terms. The entire balance of savings, MMDA, and NOW are not categorized as 0-3 months, although they are variable rate products. Some of these balances are core deposits and are not considered rate sensitive. Allocations are made to time periods based on the Bank’s historical experience and management’s analysis of industry trends.

In the gap table above, the short term (one year and less) cumulative interest rate sensitivity is asset sensitive as of March 31, 2004. An asset sensitive position would normally indicate increased net interest income in a rising rate environment. Gap analysis is limited and may not provide an accurate indication of the impact of general interest rate movements on the net interest margin since repricing of various categories of assets and liabilities is subject to the Bank’s needs, competitive pressures, and the needs of the Bank’s customers. In addition, various assets and liabilities indicated as repricing within the same period may in fact reprice at different times within the period and at different rate indices. Additionally, simulation modeling, which measures the impact of upward and downward movements of interest rates on interest margin, provides meaningful insight into strategies management can take to help mitigate the movement of interest rates.


13



Provision for Loan Losses

First Quarter
2004 2003


Total     $ 495,000   $ 325,000  


The Company provided a loan loss provision of $495,000 in the first quarter of 2004 having provided a provision of $325,000 in the same period last year. The provision in the first quarter of 2004 is based upon an analysis of estimated losses inherent in the portfolio and other economic factors including an increase in internally classified loans. Non-performing loans at March 31, 2004 remain at approximately the same level as December 31, 2003 but did decrease $2,200,000 from the balance at March 31, 2003. Net charge offs for the first quarter of 2004 were $195,000 compared to $146,000 in the same period in 2003. The allowance for loan loss as a percent of loans was 1.83%, compared to 1.79% a year earlier and 1.72% at December 31, 2003. Non-accrual, past due 90 days, and renegotiated loans were 1.23% and 1.91% of total loans outstanding at March 31, 2004 and 2003, respectively, and 1.24% of total loans at December 31, 2003.

Impaired loans, as defined by Statement of Financial Accounting Standards (SFAS) No. 114, Accounting by Creditors for Impairment of a Loan, totaled approximately $9,100,000 at March 31, 2004, and included non-accrual and past due 90 days other than homogenous residential and consumer loans, and $5,100,000 of commercial loans separately identified as impaired. Impaired loans totaled $9,600,000 at December 31, 2003 and $10,300,000 at March 31, 2003. A loan is considered impaired when it is probable that all or part of amounts due according to the contractual terms of the loan agreement will not be collectable on a timely basis. Nonperforming loans are reviewed regularly for collectability. Any uncollectable balances are promptly charged off.

The adequacy of the allowance for loan losses is determined by management’s assessment of the composition of the loan portfolio, an evaluation of specific credits, an analysis of the value of the underlying collateral for those loans, historical loss experience, relevant economic factors, the level of nonperforming loans, loans that have been identified as impaired, and the overall credit quality of the portfolio. Management continues to refine its techniques in this analysis. Impaired loans had specific reserves calculated in accordance with SFAS No. 114 of $1,900,000 at March 31, 2004, $1,600,000 at December 31, 2003, and $1,900,000 at March 31, 2003.

Nonperforming assets are loans for which the accrual of interest has been discontinued, accruing loans 90 days or more past due in payments, and other real estate which has been acquired primarily through foreclosure and is waiting disposition.

Loans are generally placed on a nonaccrual basis when principal or interest is past due 90 days or more and when, in the opinion of management, full collection of principal and interest is unlikely. Loans categorized as ninety days past due and still accruing are well secured and in the process of collection. The following table reflects nonperforming assets at March 31, 2004 compared to December 31, 2003.


14



Nonperforming Assets
(in thousands)

March 31, 2004 December 31, 2003


Nonaccrual loans     $ 4,135,000   $ 4,293,000  
90 days or more past due and still accruing    58,000    -  
         Total nonperforming loans    4,193,000    4,293,000  
Other real estate    176,000    65,000  
         Total nonperforming assets   $ 4,369,000   $ 4,358,000  
 
Nonperforming loans as a percent of total loans    1.23 %  1.24 %
Loan loss reserve as a percent of nonperforming loans    149 %  139 %

The following table sets forth loan balances and summarizes the changes in the allowance for loan losses for the first three months of 2004 and 2003.

Loans:   (dollars in thousands)

Year to date
March 31, 2004
Year to date
March 31, 2003


   Average daily balance of loans for the year to date     $ 346,251   $ 331,748  
   Amount of loans, net of unearned income, outstanding at end  
   of the quarter    341,531    334,134  
Allowance for loan losses:  
   Balance at beginning of year    5,958    5,794  
   Loans charged off:  
      Real estate    0    0  
      Commercial    127    122  
      Consumer    132    46  


         Total charge-offs    259    168  
   Recoveries of loans previously charged off:  
      Real estate  
     0    0  
      Commercial    19    16  
      Consumer    46    6  


         Total recoveries    65    22  
Net loans charged off    194    146  
Additions to allowance charged to operations    495    325  


         Balance at end of quarter   $ 6,259   $ 5,973  
Ratios:  
    Net loans charged off (annualized) to average  
    loans outstanding    .22 %  .18 %
   Allowance for loan losses to loans outstanding    1.83 %  1.79 %

15



Noninterest Income
(in thousands)
First Quarter
2004 2003


Total     $1,179   $937  

Non-interest income, which includes service charges on deposit accounts, loan fees, trust income, other operating income, and gain (loss) on sale of assets, increased by $242,000 (25.8%) in the first quarter of 2004 compared to the same period in the previous year. The increase is due to the recognition of a $299,000 gain deferred in 2003 on the disposition of property held for sale, classified as other income. Offsetting this, the gain on the sale of loans decreased $123,000 (86.9%) due to decreased volume of residential mortgage sales. In the first quarter of 2004 the Company sold $914,000 in residential mortgage loans compared to $8,200,000 in the same period the previous year. In light of increases in mortgage interest rates, mortgage loan sales and the related gains are expected to continue to significantly decrease throughout 2004. Trust income increased $8,000 (14.5%) due to higher assets under management. Service charge income increased approximately $40,000 (5.4%) primarily the result of an increase volume of business and in particular higher non-sufficient funds fees.

Non-interest Expense
(in thousands)
First Quarter
2004 2003


Total     $3,280   $3,218  

Non-interest expense increased $62,000 (1.9%) in the first quarter of 2004 compared to the same period last year. There were increases in salaries and benefits expense of $61,000 (3.4%) principally due to normal merit increases and higher benefit costs. Occupancy expense increased $62,000 (26.4%) primarily due to costs associated with higher building service expenses, property taxes and depreciation on facilities added in 2003. Equipment expense decreased $62,000 (21.9%) due to lower equipment maintenance costs. Other expenses remained flat through the first quarter of 2004 compared to the same quarter of 2003.

Income Tax Expense
(in thousands)
First Quarter
2004 2003
Total     $626   $574  

Fluctuations in income taxes resulted primarily from changes in the level of profitability and in variations in the amount of tax-exempt income.

Capital
(in thousands)
    March 31, 2004   December 31, 2003  


Stockholders' Equity*   $42,328   $41,235  
Ratio of Equity to Total Assets   9.49%  9.17%

*Amounts include securities valuation adjustments recorded under SFAS No. 115 amounting to $433,000 at March 31, 2004 and $307,000 at December 31, 2003.


16



The Federal Reserve Board provides guidelines for the measurement of capital adequacy. The Bank’s capital, as adjusted under these guidelines, is referred to as risk-based capital. The Bank’s Tier 1 risk-based capital ratio at March 31, 2004 was 11.40%, and total risk-based capital was 12.65%. At March 31, 2003, these ratios were 10.03% and 11.28% respectively. Minimum regulatory Tier 1 risk-based and total risk-based capital ratios under the Federal Reserve Board guidelines are 4% and 8% respectively.

The capital guidelines also provide for a standard to measure risk-based capital to total assets which is called the leverage ratio. The Bank’s leverage ratio was 9.40% at March 31, 2004 and 8.45% in 2003. The minimum standard leverage ratio is 3% but financial institutions are expected to maintain a leverage ratio 1 to 2 percentage points above the 3% minimum.

In 1998 the Company exercised an option to purchase an 18 acre tract of land in northwest Brighton, primarily to acquire a prime site for a new branch. The cost of the property was approximately $4,000,000. In 1999, a new branch of the Bank was built on a portion of the land valued at approximately $800,000. During 2000 one parcel of the property was sold and the remaining property was sold in the first quarter 2004, at book value. During the first quarter of 2004, the Bank also transferred two pieces of property originally acquired for future expansion to HB Realty. Their carrying amounts are included in “Land and facilities held for sale, net” at March 31, 2004.

Critical Accounting Policies
The Company maintains critical accounting policies for the allowance for loan losses. Refer to notes 1c and 1d of the Notes to Consolidated Financial Statements for additional information incorporated by reference to the Annual Report to Shareholders for the year ended December 31, 2003.

Contractual Obligations
As of March 31, 2004, December 31, 2003 and March 31, 2003, the Bank had outstanding irrevocable standby letters of credit, which carry a maximum potential commitment of approximately $2,300,000, $2,600,000 and $3,300,000, respectively. These letters of credit are conditional commitments issued by the Bank to guarantee the performance of a customer to a third party. The majority of these letters of credit are short-term guarantees of one year or less, although some have maturities which extend as long as two years. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loans to customers. The Bank primarily holds real estate as collateral supporting those commitments for which collateral is deemed necessary. The extent of collateral held on those commitments at March 31, 2004, December 31, 2003 and March 31, 2003, where there is collateral, is in excess of the committed amount. A letter of credit is not recorded on the balance sheet until a customer fails to perform.


17



Impact of New Accounting Standards

Financial Accounting Standards Board Interpretation No. 46, Consolidation of Variable Interest Entities, (revised December 2003) (FIN46(R)), clarifies when some entities previously not consolidated under prior accounting guidance, should be. In some instances, it also requires certain previously consolidated entities to be de-consolidated. FIN 46(R) is effective for periods ended after December 15, 2003 for special purpose entities and for periods ended after March 15, 2004 for other types of variable interest entities (VIEs) that are not defined as special purpose entities. Adoption of this interpretation did not have an impact on the Company’s consolidated financial statements as the Company does not currently have an interest in any VIEs.

AICPA Statement of Position 03-3, Accounting for Certain Loans or Debt Securities Acquired in a Transfer (SOP 03-3), addresses the accounting for difference between contractual cash flows and cash flows expected to be collected from the initial investment in loans acquired in a transfer if those differences are attributable, at least in part, to credit quality. It includes such loans acquired in purchase business combinations and does not apply to loans originated by the entity. The SOP prohibits carrying over or creation of valuation allowances in the initial accounting for loans acquired in a transfer. It is effective for loans acquired in fiscal years beginning after December 15, 2004. The effects of this new guidance on the Company’s financial statements will depend on future loan acquisition activity, thus is not determinable at this time.

Item 3. Quantitative and Qualitative Disclosures About Market Risk
There has been no material change in the market risk faced by the Company since December 31, 2003 other than previously discussed.


18



Item 4. Controls and Procedures

(a) Evaluation of Disclosure Controls and Procedures.
With the participation of management, the Company’s chief executive officer and chief financial officer, after evaluating the effectiveness of the Company’s disclosure controls and procedures (as defined in Exchange Act Rules 13 – 15(e) and 15d –15(e) for the period ended March 31, 2004, have concluded that the Company’s disclosure controls and procedures were adequate and effective to ensure that material information relating to the Company and its consolidated subsidiaries would be made known to them by others in connection with the Company’s filing of its first quarter report on Form 10-Q for the period ended March 31, 2004.

(b) Changes in Internal Controls.
During the fiscal quarter covered by this Report, there have not been any changes in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.


19



PART II — OTHER INFORMATION

Item 2. Changes in Securities and Use of Proceeds

        All securities sold by the Company were registered under the Securities Act.

        The Company did not repurchase any of its stock during the current quarter.

Item 6. Exhibits and Reports on Form 8-K

(a)

The following exhibits (listed by number corresponding to the Exhibit Table as Item 601 in Regulation S-K) are filed with this report:


  31.1 Certificate of the Chief Executive Officer of FNBH Bancorp, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

  31.2 Certificate of the Chief Financial Officer of FNBH Bancorp, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

  32.1 Certificate of the Chief Executive Officer of FNBH Bancorp, Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).

  32.2 Certificate of the Chief Financial Officer of FNBH Bancorp, Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350).

(b)     Reports on Form 8-K:

        The Company filed a report on 8-K on January 7, 2004 and an amended 8-K/A on February 3, 2004, under Item 4 regarding the decline of KPMG, the Company’s independent auditors to stand for re-election.

        The Company filed a report on 8-K on January 26, 2004, under Item 9 regarding the Company’s year end 2003 Earnings Press Release.

        The Company filed a report on 8-K on February 17, 2004, under Item 9 regarding the appointment of Herbert W. Bursch as new Chief Operating Officer and Successor as President and Chief Executive Officer.

        The Company filed a report on 8-K on March 18, 2004, under Item 4 regarding the engagement of BDO Seidman, LLP to audit the Company’s financial statements for the current fiscal year.


20



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Quarterly Report on Form 10-Q for the quarter ended March 31, 2004 to be signed on its behalf by the undersigned hereunto duly authorized.

                FNBH BANCORP, INC.

                /s/ Herbert W. Bursch
                 ——————————
                 Herbert W. Bursch
                 President and Chief Executive Officer

                /s/ Janice B. Trouba
                 ——————————
                 Janice B. Trouba
                 Chief Financial Officer

DATE: May 5, 2004


21



EXHIBIT 31.1

CERTIFICATE OF THE
CHIEF EXECUTIVE OFFICER OF
FNBH BANCORP, INC.

        Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002:

I, Herbert W. Bursch, certify that:

1.  

I have reviewed this quarterly report on Form 10-Q of FNBH Bancorp, Inc.;


2.  

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;


3.  

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;


4.  

The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and we have:


a)  

designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;


b)  

evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and


c)  

disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and


5.  

The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of (or persons performing the equivalent functions):


a)  

all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and


b)  

any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls over financial reporting.


Date: May 5, 2004



/s/ Herbert W. Bursch
——————————
Herbert W. Bursch
Chief Executive Officer


22



EXHIBIT 31.2

CERTIFICATE OF THE
CHIEF FINANCIAL OFFICER OF
FNBH BANCORP, INC.

        Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002:

I, Janice B. Trouba, certify that:

1.  

I have reviewed this quarterly report on Form 10-Q of FNBH Bancorp, Inc.;


2.  

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;


3.  

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;


4.  

The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and we have:


a)  

designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;


b)  

evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and


c)  

disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and


5.  

The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of (or persons performing the equivalent functions):


a)  

all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and


b)  

any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal controls over financial reporting


Date: May 5, 2004



/s/ Janice B. Trouba
——————————
Janice B. Trouba
Chief Financial Officer


23



EXHIBIT 32.1

CERTIFICATE OF THE
CHIEF EXECUTIVE OFFICER OF
FNBH BANCORP, INC.

        Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350):

        I, Herbert W. Bursch, Chief Executive Officer of FNBH Bancorp, Inc., certify, to the best of my knowledge and belief, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350) that:

        (1)   The quarterly report on Form 10-Q for the quarterly period ended March 31, 2004, which this statement accompanies, fully complies with requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and;

        (2)   The information contained in this quarterly report on Form 10-Q for the quarterly period ended March 31, 2004, fairly presents, in all material respects, the financial condition and results of operations of FNBH Bancorp, Inc.

Date: May 5, 2004     FNBH BANCORP, INC.


By: /s/ Herbert W. Bursch
       ——————————
       Herbert W. Bursch
Its: Chief Executive Officer
   

The signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to FNBH Bancorp, Inc. and will be retained by FNBH Bancorp, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.


24



EXHIBIT 32.2

CERTIFICATE OF THE
CHIEF FINANCIAL OFFICER OF
FNBH BANCORP, INC.

        Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350):

        I, Janice B. Trouba, Chief Financial Officer of FNBH Bancorp, Inc., certify, to the best of my knowledge and belief, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350) that:

        (1)   The quarterly report on Form 10-Q for the quarterly period ended March 31, 2004, which this statement accompanies, fully complies with requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and;

        (2)   The information contained in this quarterly report on Form 10-Q for the quarterly period ended March 31, 2004, fairly presents, in all material respects, the financial condition and results of operations of FNBH Bancorp, Inc.

Date: May 5, 2004     FNBH BANCORP, INC.


By: /s/ Janice B. Trouba
       ——————————
       Janice B. Trouba
Its: Chief Financial Officer
   

The signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to FNBH Bancorp, Inc. and will be retained by FNBH Bancorp, Inc. and furnished to the Securities and Exchange Commission or its staff upon request


25