Introduction



This overview highlights selected information in this Annual Report on Form 10-K
and may not contain all of the information that is important to you.  For a more
complete understanding of trends, events, commitments, uncertainties, liquidity,
capital resources, and critical accounting estimates, you should carefully read
this entire Annual Report on Form 10-K. For a discussion of changes in results
of operations comparing the years ended December 31, 2018 and 2017 for the
Company and its subsidiary, see Part II, Item 7, "Management's Discussion and
Analysis of Financial Condition and Results of Operations" in our Annual Report
on Form 10-K for the year ended December 31, 2018, filed with the SEC on March
8, 2019.

Our subsidiary, First Northern Bank of Dixon, is a California state-chartered
bank that derives most of its revenues from lending and deposit taking in the
Sacramento Valley region of Northern California. Interest rates, business
conditions and customer confidence all affect our ability to generate
revenues. In addition, the regulatory environment and competition can challenge
our ability to generate those revenues.

Financial highlights for 2019 include:



The Company reported net income of $14.7 million for 2019, a 17.3% increase
compared to net income of $12.6 million for 2018. Net income per common share
for 2019 was $1.15, an increase of 16.2% compared to net income per common share
of $0.99 for 2018. Net income per common share on a fully diluted basis was
$1.14 for 2019, an increase of 17.5% compared to net income per common share on
a fully diluted basis of $0.97 for 2018.

Net interest income totaled $47.1 million for 2019, an increase of 6.3% from
$44.3 million in 2018, primarily due to increased average loan volumes and
rates, increased investment securities volumes and rates, increased rates on
interest bearing due from banks, increased average certificates of deposit
volumes and rates, which was partially offset by decreased average due from
banks volume and increased average interest-bearing transaction, savings and
money market account volumes and rates.

There was no provision for loan losses in 2019 compared to provision for loan
loss of $2.1 million in 2018. Net charge-offs were $466 thousand in 2019
compared to $411 thousand in 2018. The decrease in the provision for loan losses
was primarily due to limited loan growth coupled with improvements in credit
quality and decreased non-performing assets and associated specific reserves.

Non-interest income totaled $7.2 million for each of the periods ended in 2019
and 2018.  Gain on sale of loans held-for sale and mortgage brokerage income
increased in 2019 compared to 2018, which was partially offset by a decrease in
other non-interest income.

Non-interest expenses totaled $33.9 million for 2019, up 5.5% from $32.2 million
in 2018. The increase was primarily due to increases in salaries and employee
benefits due to increased staffing levels, occupancy and equipment expense due
to the opening of an administrative office space and a branch in the second half
of 2019, data processing expenses as a result of enhanced IT infrastructure and
outsourcing of core processing and other real estate owned expense primarily due
to a write-down on other real estate owned.  The increase in non-interest
expenses was partially offset by a reversal of FDIC assessments expense due to
the receipt of credits applied in the second half of 2019.

The Company reported total assets of $1.29 billion as of December 31, 2019, up 3.4% from $1.25 billion as of December 31, 2018.



Investments increased to $342.9 million as of December 31, 2019, a 9.0% increase
from $314.6 million as of December 31, 2018.  U.S. Treasury securities totaled
$43.3 million as of December 31,  2019, down 14.7% from $50.7 million as of
December 31, 2018; securities of U.S. government agencies and corporations
totaled $53.9 million, up 28.1% from $42.1 million as of December 31, 2018;
obligations of state and political subdivisions totaled $27.0 million, up 41.0%
from $19.2 million as of December 31, 2018; collateralized mortgage obligations
totaled $79.4 million, up 24.5% from $63.8 million as of December 31, 2018; and
mortgage-backed securities totaled $139.3 million, up 0.3% from $138.9 million
as of December 31, 2018.

Loans (including loans held-for-sale), net of allowance, increased to $773.0
million as of December 31, 2019, a 1.0% increase from $765.7 million as of
December 31, 2018. Commercial loans totaled $106.1 million as of December 31,
2019, down 15.2% from $125.2 million as of December 31, 2018; commercial real
estate loans were $451.8 million, up 7.5% from $420.1 million as of December 31,
2018; agriculture loans were $115.8 million, down 6.4% from $123.6 million as of
December 31, 2018; residential mortgage loans were $64.9 million, up 27.2% from
$51.1 million as of December 31, 2018; residential construction loans were $15.2
million, down 24.4% from $20.1 million as of December 31, 2018; and consumer
loans totaled $26.8 million, down 24.2% from $35.4 million as of December 31,
2018.

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Deposits increased to $1.14 billion as of December 31, 2019, a 1.3% increase from $1.12 billion as of December 31, 2018.

Stockholders' equity increased to $132.9 million as of December 31, 2019, an 18.2% increase from $112.5 million as of December 31, 2018.

Critical Accounting Policies and Estimates



The Company's discussion and analysis of its financial condition and results of
operations are based upon the Company's consolidated financial statements, which
have been prepared in accordance with accounting principles generally accepted
in the United States. The preparation of these consolidated financial statements
requires the Company to make estimates and judgments that affect the reported
amounts of assets, liabilities, income and expenses, and related disclosure of
contingent assets and liabilities. On an on-going basis, the Company evaluates
its estimates, including those related to the allowance for loan losses, other
real estate owned, investments, and income taxes. The Company bases its
estimates on historical experience and on various other assumptions that are
believed to be reasonable under the circumstances, the results of which form the
basis for making judgments about the carrying values of assets and liabilities
that are not readily apparent from other sources. Actual results may differ from
these estimates under different assumptions or conditions.

The Company believes the following critical accounting policies affect its more
significant judgments and estimates used in the preparation of its consolidated
financial statements:

Allowance for Loan Losses

The Company believes the allowance for loan losses accounting policy is critical
because the loan portfolio represents the largest asset on the consolidated
balance sheet, and there is significant judgment used in determining the
adequacy of the allowance for loan losses. The Company maintains an allowance
for loan losses resulting from the inability of borrowers to make required loan
payments. Loan losses are charged off against the allowance, while recoveries of
amounts previously charged off are credited to the allowance. A provision for
loan losses is based on the Company's periodic evaluation of the factors
mentioned below, as well as other pertinent factors. The allowance for loan
losses consists of an allocated component and a general component. The
components of the allowance for loan losses represent an estimate. The allocated
component of the allowance for loan losses reflects expected losses resulting
from analyses developed through specific credit allocations for individual loans
and historical loss experience for each loan category. The specific credit
allocations are based on regular analyses of all loans where the internal credit
rating is at or below a predetermined classification. These analyses involve a
high degree of judgment in estimating the amount of loss associated with
specific loans, including estimating the amount and timing of future cash flows
and collateral values. The historical loan loss element is determined using
analysis that examines loss experience.

The allocated component of the allowance for loan losses also includes
consideration of concentrations and changes in portfolio mix and volume. The
general portion of the allowance reflects the Company's estimate of probable
inherent but undetected losses within the portfolio due to uncertainties in
economic conditions, delays in obtaining information, including unfavorable
information about a borrower's financial condition, the difficulty in
identifying triggering events that correlate perfectly to subsequent loss rates,
and risk factors that have not yet manifested themselves in loss allocation
factors. Uncertainty surrounding the strength and timing of economic cycles also
affects estimates of loss. There are many factors affecting the allowance for
loan losses; some are quantitative while others require qualitative
judgment. Although the Company believes its process for determining the
allowance adequately considers all of the potential factors that could
potentially result in credit losses, the process includes subjective elements
and may be susceptible to significant change. To the extent actual outcomes
differ from Company estimates, additional provision for credit losses could be
required that could adversely affect earnings or financial position in future
periods.

Impaired Loans

A loan is considered impaired when, based on current information and events, it
is probable that the Company will be unable to collect all amounts due according
to the contractual terms of the loan agreement, including scheduled interest
payments. For a loan that has been restructured in a troubled debt
restructuring, the contractual terms of the loan agreement refer to the
contractual terms specified by the original loan agreement, not the contractual
terms specified by the restructuring agreement. An impaired loan is measured
based upon the present value of future cash flows discounted at the loan's
effective rate, the loan's observable market price, or the fair value of
collateral if the loan is collateral dependent. If the measurement of the
impaired loan is less than the recorded investment in the loan, an impairment is
recognized by a charge to the allowance for loan losses.

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Other-than-temporary Impairment in Debt Securities



Debt securities with fair values that are less than amortized cost are
considered impaired. Impairment may result from either a decline in the
financial condition of the issuing entity or, in the case of fixed interest rate
debt securities, from rising interest rates. At each consolidated financial
statement date, management assesses each debt security in an unrealized loss
position to determine if impaired debt securities are temporarily impaired or if
the impairment is other than temporary. This assessment includes consideration
regarding the duration and severity of impairment, the credit quality of the
issuer and a determination of whether the Company intends to sell the security,
or if it is more likely than not that the Company will be required to sell the
security before recovery of its amortized cost basis less any current-period
credit losses. Other-than-temporary impairment is recognized in earnings if one
of the following conditions exists: 1) the Company's intent is to sell the
security; 2) it is more likely than not that the Company will be required to
sell the security before the impairment is recovered; or 3) the Company does not
expect to recover its amortized cost basis. If, by contrast, the Company does
not intend to sell the security and will not be required to sell the security
prior to recovery of the amortized cost basis, the Company recognizes only the
credit loss component of other-than-temporary impairment in earnings. The credit
loss component is calculated as the difference between the security's amortized
cost basis and the present value of its expected future cash flows. The
remaining difference between the security's fair value and the present value of
the future expected cash flows is deemed to be due to factors that are not
credit related and is recognized in other comprehensive income.

Fair Value Measurements



The Company utilizes fair value measurements to record fair value adjustments to
certain assets and liabilities and to determine fair value
disclosures. Securities available-for-sale are recorded at fair value on a
recurring basis. Additionally, from time to time, the Company may be required to
record at fair value other assets on a non-recurring basis, such as loans
held-for-sale, loans held-for-investment and certain other assets. These
non-recurring fair value adjustments typically involve application of lower of
cost or market accounting or write-downs of individual assets. Transfers between
levels of the fair value hierarchy are recognized on the actual date of the
event or circumstances that caused the transfer, which generally corresponds
with the Company's quarterly valuation process. For additional discussion,
see Note 13 to the Consolidated Financial Statements in this Form 10-K.

Share-Based Payment



The Company determines the fair value of stock options at grant date using the
Black-Scholes-Merton pricing model that takes into account the stock price at
the grant date, the exercise price, the expected dividend yield, stock price
volatility, and the risk-free interest rate over the expected life of the
option. The Black-Scholes-Merton model requires the input of highly subjective
assumptions including the expected life of the stock-based award and stock price
volatility. The estimates used in the model involve inherent uncertainties and
the application of Management's judgment. As a result, if other assumptions had
been used, our recorded stock-based compensation expense could have been
materially different from that reflected in these financial statements. The fair
value of non-vested restricted common shares generally equals the stock price at
grant date. In addition, we are required to estimate the expected forfeiture
rate and only recognize expense for those share-based awards expected to
vest. If our actual forfeiture rate is materially different from the estimate,
the share-based compensation expense could be materially different. For
additional discussion, see Note 15 to the Consolidated Financial Statements in
this Form 10-K.

Accounting for Income Taxes

Income taxes reported in the consolidated financial statements are computed
based on an asset and liability approach. We recognize the amount of taxes
payable or refundable for the current year, and deferred tax assets and
liabilities for the expected future tax consequences that have been recognized
in the financial statements. Under this method, deferred tax assets and
liabilities are determined based on the differences between the consolidated
financial statements and tax basis of assets and liabilities using enacted tax
rates in effect for the year in which the differences are expected to
reverse. We record net deferred tax assets to the extent it is
more-likely-than-not that they will be realized. In evaluating our ability to
recover the deferred tax assets, Management considers all available positive and
negative evidence, including scheduled reversals of deferred tax liabilities,
projected future taxable income, tax planning strategies and recent financial
operations. In projecting future taxable income, Management develops assumptions
including the amount of future state and federal pretax operating income, the
reversal of temporary differences, and the implementation of feasible and
prudent tax planning strategies. These assumptions require significant judgment
about the forecasts of future taxable income and are consistent with the plans
and estimates being used to manage the underlying business. The Company files
consolidated federal and combined state income tax returns.

A "more-likely-than-not" recognition threshold must be met before a tax benefit
can be recognized in the consolidated financial statements. For tax positions
that meet the more-likely-than-not threshold, an enterprise may recognize only
the largest amount of tax benefit that is greater than fifty percent likely of
being realized upon ultimate settlement with the taxing authority.  To the
extent tax authorities disagree with these tax positions, our effective tax
rates could be materially affected in the period of settlement with the taxing
authorities. For additional discussion, see Note 18 to the Consolidated
Financial Statements in this Form 10-K.

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Mortgage Servicing Rights



Transfers and servicing of financial assets and extinguishments of liabilities
are accounted for and reported based on consistent application of a
financial-components approach that focuses on control. Transfers of financial
assets that are sales are distinguished from transfers that are secured
borrowings. Retained interests (mortgage servicing rights) in loans sold are
measured by allocating the previous carrying amount of the transferred assets
between the loans sold and retained interest, if any, based on their relative
fair value at the date of transfer. Fair values are estimated using discounted
cash flows based on a current market interest rate. The Company recognizes a
gain and a related asset for the fair value of the rights to service loans for
others when loans are sold.

The recorded value of mortgage servicing rights is included in other assets on
the Consolidated Balance Sheets initially at fair value, and is amortized in
proportion to, and over the period of, estimated net servicing revenues. The
Company assesses capitalized mortgage servicing rights for impairment based upon
the fair value of those rights at each reporting date. For purposes of measuring
impairment, the rights are stratified based upon the product type, term and
interest rates. Fair value is determined by discounting estimated net future
cash flows from mortgage servicing activities using discount rates that
approximate current market rates and estimated prepayment rates, among other
assumptions. The amount of impairment recognized, if any, is the amount by which
the capitalized mortgage servicing rights for a stratum exceeds their fair
value. Impairment, if any, is recognized through a valuation allowance for each
individual stratum.

Impact of Recently Issued Accounting Standards



In March 2019, the FASB issued ASU 2019-01, Leases (Topic 842): Codification
Improvements.  These amendments align the guidance for fair value of the
underlying asset by lessors that are not manufacturers or dealers in Topic 842
with that of existing guidance (Issue 1).  This ASU also requires lessors within
the scope of Topic 942, Financial Services - Depository and Lending, to present
all "principal payments received under leases" within investing activities
(Issue 2).  Finally, this ASU exempts both lessees and lessors from having to
provide certain interim disclosures in the fiscal year in which a company adopts
the new leases standard (Issue 3).  Issue 1 and Issue 2 are effective for public
companies for fiscal years beginning after December 15, 2019, and interim
periods within those fiscal years.  Issue 3 is effective for public companies
for fiscal years, and interim periods within those fiscal years, beginning after
December 15, 2018.  The Company adopted Issue 3 of ASU 2019-01 on January 1,
2019, which did not have a significant impact on its consolidated financial
statements.  See Note 9 to the Consolidated Financial Statements in this Form
10-K.

In November 2018, the FASB issued ASU 2018-19, Codification Improvements to
Topic 326, Financial Instruments - Credit Losses.  The guidance clarifies that
receivables arising from operating leases are not within the scope of the credit
losses standard, but rather should be accounted for in accordance with the
leases standard.  The effective date and transition requirements are the same as
the effective dates and transition requirements in the credit losses standard,
ASU 2016-13.  The Company does not expect the adoption of this update to have a
significant impact on its consolidated financial statements.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses
(Topic 326): Measurement of Credit Losses on Financial Instruments.  The
amendments in ASU 2016-13, among other things, require the measurement of all
expected credit losses for financial assets held at the reporting date based on
historical experience, current conditions, and reasonable and supportable
forecasts.  Financial institutions and other organizations will now use
forward-looking information to better inform their credit loss estimates.  Many
of the loss estimation techniques applied today will still be permitted,
although the inputs to those techniques will change to reflect the full amount
of expected credit losses.  In addition, ASU 2016-13 amends the accounting for
credit losses on available-for-sale debt securities and purchased financial
assets with credit deterioration.  The amendments are effective for public
companies for annual periods beginning after December 15, 2019.  Early
application will be permitted for all organizations for fiscal years, and
interim periods within those fiscal years, beginning after December 15, 2018.
On October 16, 2019, the FASB voted to delay the adoption of ASU 2016-13 until
January 1, 2023 for small reporting companies with less than $250 million in
public float as defined in the SEC's rules.  The Company qualifies for this
delay in adoption.  The Company is currently evaluating the potential impact of
ASU 2016-13 on our financial statements. In that regard, the Company has formed
a cross-functional working group, under the direction of our Chief Financial
Officer and our Chief Credit Officer. The working group is comprised of
individuals from various functional areas including credit risk, finance and
information technology, among others. The Company is currently working through
its implementation plan which includes assessment and documentation of
processes, internal controls and data sources; model development and
documentation; and system configuration, among other things. The Company is also
in the process of implementing a third-party vendor solution to assist us in the
application of ASU 2016-13. The adoption of ASU 2016-13 could result in an
increase in the Company's allowance for loan losses as a result of changing from
an "incurred loss" model, which encompasses allowances for current known and
inherent losses within the portfolio, to an "expected loss" model, which
encompasses allowances for losses expected to be incurred over the life of the
portfolio. Furthermore, ASU 2016-13 will necessitate that the Company establish
an allowance for expected credit losses for certain debt securities and other
financial assets. While the Company is currently unable to reasonably estimate
the impact of adopting ASU 2016-13, the Company expects that the impact of
adoption will be significantly influenced by the composition, characteristics
and quality of its loan and securities portfolios as well as the prevailing
economic conditions and forecasts as of the adoption date.

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In April 2019, the FASB issued ASU 2019-04, Codification Improvements to Topic
326, Financial Instruments-Credit Losses, Topic 815, Derivatives and Hedging,
and Topic 825, Financial Instruments.  These amendments clarify and improve
areas of guidance related to the recently issued standards on credit losses,
hedging, and recognition and measurement.  The Company does not expect the
adoption of this update to have a significant impact on its consolidated
financial statements.

In May 2019, the FASB issued ASU 2019-05, Financial Instruments-Credit Losses
(Topic 326): Targeted Transition Relief.  These amendments provide entities that
have certain instruments within the scope of Subtopic 326-20, Financial
Instruments-Credit Losses-Measured at Amortized Cost, with an option to
irrevocably elect the fair value option in Subtopic 825-10, Financial
Instruments-Overall, applied on an instrument-by-instrument basis for eligible
instruments, upon adoption of Topic 326. The fair value option election does not
apply to held-to-maturity debt securities. An entity that elects the fair value
option should subsequently apply the guidance in Subtopics 820-10, Fair Value
Measurement-Overall, and 825-10.  The effective date and transition methodology
are the same as in ASU 2016-13, Financial Instruments - Credit Losses (Topic
326): Measurement of Credit Losses on Financial Instruments.  The Company does
not expect the adoption of this update to have a significant impact on its
consolidated financial statements.

In November 2019, the FASB issued ASU 2019-10, Financial Instruments - Credit
Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842):
Effective Dates.  This ASU amends the effective dates of ASU 2017-12 (Hedging);
ASU 2016-13 (Credit Losses) and ASU 2016-02 (Leases). It pushes back by one year
the effective date for all other entities, and also distinguishes that smaller
reporting companies as defined by the SEC are considered for purposes of ASU No.
2016-13 only, as an other entity.  This standard was effective immediately. 

ASU


2017-12, Derivatives and Hedging (Topic 815) was effective for the Company on
January 1, 2019 and did not have a significant impact on its consolidated
financial statements.  The Company adopted ASU 2016-02, Leases (Topic 842) on
January 1, 2019, which resulted in the Company's recognition of a right-of-use
asset of $4,417,000 included in Interest receivable and other assets and lease
liabilities of $4,812,000 included in Interest payable and other liabilities on
the Condensed Consolidated Balance Sheets.  The Company qualifies as a smaller
reporting company as defined by the SEC and as such, the Company is allowed to
delay the adoption of ASU 2016-13, Financial Instruments - Credit Losses (Topic
326) to January 1, 2023.  See discussion above on the expected impact of ASU
2016-13.

In November 2019, the FASB issued ASU 2019-11, Codification Improvements to
Topic 326, Financial Instruments - Credit Losses.  This ASU, among other
narrow-scope improvements, clarifies guidance around how to report expected
recoveries.  This ASU permits organizations to record expected recoveries on
assets purchased with credit deterioration.  In addition to other narrow
technical improvements, the ASU also reinforces existing guidance that prohibits
organizations from recording negative allowances for available-for-sale debt
securities.  The effective date and transition methodology are the same as in
ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of
Credit Losses on Financial Instruments.  The Company does not expect the
adoption of this update to have a significant impact on its consolidated
financial statements.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740):
Simplifying the Accounting for Income Taxes.  This ASU removes specific
exceptions to the general principles in Topic 740 in GAAP.  It eliminates the
need for an organization to analyze whether certain exceptions apply in a given
period.  This ASU also improves financial statement preparers' application of
income tax-related guidance and simplifies GAAP for: a) Franchise taxes that are
partially based on income; b) Transactions with a government that result in a
step up in the tax basis of goodwill; c) Separate financial statements of legal
entities that are not subject to tax; and d) Enacted changes in tax laws in
interim periods.  For public business entities, ASU 2019-12 is effective for
fiscal years beginning after December 15, 2020, and interim periods within those
fiscal years.  The Company does not expect the adoption of this update to have a
significant impact on its consolidated financial statements.

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STATISTICAL INFORMATION AND DISCUSSION



The following statistical information and discussion should be read in
conjunction with the Selected Financial Data included in Part II (Item 6) and
the audited consolidated financial statements and accompanying notes included in
Part II (Item 8) of this Annual Report on Form 10-K.

The following tables present information regarding the consolidated average
assets, liabilities and stockholders' equity, the amounts of interest income
from average earning assets and the resulting yields, and the amount of interest
expense paid on interest-bearing liabilities. Average loan balances include
non-performing loans. Interest income includes proceeds from loans on
non-accrual status only to the extent cash payments have been received and
applied as interest income. Tax-exempt income is not shown on a tax equivalent
basis.

         Distribution of Assets, Liabilities and Stockholders' Equity;
                    Interest Rates and Interest Differential
                             (Dollars in thousands)

                                   2019                           2018                           2017

                          Average                        Average                        Average
                          Balance        Percent         Balance        Percent         Balance        Percent
ASSETS
Cash and Due From
Banks                   $   127,977           10.2 %   $   139,957           11.5 %   $   156,638           13.3 %
Certificates of
Deposit                      12,538            1.0 %         4,160            0.3 %         6,923            0.6 %
Investment Securities       319,418           25.5 %       293,259           24.1 %       296,924           25.2 %
Loans (1)                   741,466           59.3 %       739,243           60.6 %       677,522           57.5 %
Stock in Federal Home
Loan Bank and other
equity securities, at
cost                          6,405            0.5 %         5,884            0.5 %         5,218            0.4 %
Other Real Estate
Owned                           840            0.1 %           185            0.0 %             -              -
Other Assets                 41,899            3.4 %        36,460            3.0 %        34,759            3.0 %
Total Assets            $ 1,250,543          100.0 %   $ 1,219,148          100.0 %   $ 1,177,984          100.0 %

LIABILITIES &
STOCKHOLDERS' EQUITY
Deposits:
Demand                  $   408,551           32.7 %   $   394,106           32.3 %   $   361,729           30.7 %
Interest-Bearing
Transaction Deposits        308,917           24.7 %       307,727           25.2 %       293,464           24.9 %
Savings and MMDAs           334,672           26.8 %       333,788           27.4 %       335,709           28.5 %
Time Certificates            58,128            4.6 %        67,177            5.5 %        77,705            6.6 %
Other Liabilities            16,313            1.3 %        11,743            1.0 %        10,860            0.9 %
Stockholders' Equity        123,962            9.9 %       104,607            8.6 %        98,517            8.4 %
Total Liabilities and
Stockholders' Equity    $ 1,250,543          100.0 %   $ 1,219,148          100.0 %   $ 1,177,984          100.0 %


(1) Average balances for loans include loans held-for-sale and non-accrual loans


    and are net of the allowance for loan losses.



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                             Net Interest Earnings
                       Average Balances, Yields and Rates
                             (Dollars in thousands)


                                 2019                                          2018                                          2017
                                                Yields                                        Yields                                        Yields
                                Interest       Earned/                        Interest       Earned/                        Interest       Earned/
                 Average        Income/         Rates          Average        Income/         Rates          Average        Income/         Rates
Assets           Balance        Expense          Paid          Balance        Expense          Paid          Balance        Expense          Paid

Total Loans,
Including
Loan Fees(1)   $   741,466     $   39,097           5.27 %   $   739,243     $   37,189           5.03 %   $   677,522     $   33,115           4.89 %

Due From
Banks               98,593          2,148           2.18 %       114,350          2,163           1.89 %       131,478          1,428           1.09 %

Certificates
of Deposit          12,538            355           2.83 %         4,160            104           2.50 %         6,923             72           1.04 %

Investment
Securities:
Taxable            306,473          6,637           2.17 %       283,500          5,500           1.94 %       279,711          4,762           1.70 %

Non-taxable
(2)                 12,945            300           2.32 %         9,759            143           1.47 %        17,213            257           1.49 %

Total
Investment
Securities         319,418          6,937           2.17 %       293,259          5,643           1.92 %       296,924          5,019           1.69 %

Other
Earning
Assets               6,405            456           7.12 %         5,884            518           8.80 %         5,218            383           7.34 %

Total
Earning
Assets         $ 1,178,420     $   48,993           4.16 %   $ 1,156,896     $   45,617           3.94 %   $ 1,118,065     $   40,017           3.58 %

Cash and Due
from Banks          29,384                                        25,607                                        25,160

Other Real
Estate Owned           840                                           185                                             -

Interest
Receivable
and Other
Assets              41,899                                        36,460                                        34,759

Total Assets   $ 1,250,543                                   $ 1,219,148                                   $ 1,177,984

(1) Average balances for loans include loans held-for-sale and non-accrual loans

and are net of the allowance for loan losses, but non-accrued interest

thereon is excluded. Includes amortization of deferred loan fees and costs.

(2) Interest income and yields on tax-exempt securities are not presented on a


    taxable equivalent basis.



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                                Continuation of
                             Net Interest Earnings
                       Average Balances, Yields and Rates
                             (Dollars in thousands)

                                     2019                                          2018                                          2017

                                                    Yields                                        Yields                                        Yields
Liabilities and                     Interest       Earned/                        Interest       Earned/                        Interest       Earned/

Stockholders' Average Income/ Rates Average

Income/ Rates Average Income/ Rates Equity

               Balance        Expense          Paid          Balance        Expense          Paid          Balance        Expense          Paid

Interest-Bearing

Deposits:

Interest-Bearing


Transaction
Deposits           $   308,917     $      505           0.16 %   $   307,727     $      428           0.14 %   $   293,464     $      246           0.08 %

Savings and
MMDAs                  334,672            981           0.29 %       333,788            559           0.17 %       335,709            530           0.16 %

Time
Certificates            58,128            373           0.64 %        67,177            281           0.42 %        77,705            303           0.39 %

Total
Interest-Bearing
Deposits               701,717          1,859           0.26 %       708,692          1,268           0.18 %       706,878          1,079           0.15 %

Demand Deposits        408,551                                       394,106                                       361,729

Total Deposits       1,110,268     $    1,859           0.17 %     1,102,798     $    1,268           0.11 %     1,068,607     $    1,079           0.10 %

Interest payable
and Other
Liabilities             16,313                                        11,743                                        10,860

Stockholders'
Equity                 123,962                                       104,607                                        98,517

Total
Liabilities and
Stockholders'
Equity             $ 1,250,543                                   $ 1,219,148                                   $ 1,177,984

Net Interest
Income and
Net Interest
Margin (1)                         $   47,134           4.00 %                   $   44,349           3.83 %                   $   38,938           3.48 %

Net Interest
Spread (2)                                              3.90 %                                        3.76 %                                        3.43 %


(1) Net interest margin is computed by dividing net interest income by total average interest-earning assets.

(2) Net interest spread represents the average yield earned on interest-earning


    assets less the average rate paid on interest-bearing liabilities.



                                       33

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                              Analysis of Changes
                    in Interest Income and Interest Expense
                             (Dollars in thousands)

Following is an analysis of changes in interest income and expense (dollars in
thousands) for 2019 over 2018. Changes not solely due to interest rate or volume
have been allocated proportionately to interest rate and volume.

                                                     2019 Over 2018
                                                        Interest
                                           Volume         Rate        Change

Increase (Decrease) in Interest Income:



Loans                                      $   113     $    1,795     $ 1,908

Due From Banks                                (321 )          306         (15 )

Certificates of Deposit                        235             16         251

Investment Securities - Taxable                462            675       

1,137



Investment Securities - Non-taxable             57            100         157

Other Earning Assets                            43           (105 )       (62 )

                                               589          2,787       3,376

Increase (Decrease) in Interest Expense:

Deposits:



Interest-Bearing Transaction Deposits            2             75          77

Savings and MMDAs                                2            420         422

Time Certificates                              (42 )          134          92

                                               (38 )          629         591
Increase in Net Interest Income:           $   627     $    2,158     $ 2,785




                                       34

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                              INVESTMENT PORTFOLIO

                      Composition of Investment Securities

The mix of investment securities held by the Company at December 31 of the previous three fiscal years is as follows (dollars in thousands):



                                                       2019          2018   

2017


Investment securities available-for-sale (at fair
value):

U.S. Treasury Securities                             $  43,255     $  50,682     $  18,464
Securities of U.S. Government Agencies and
Corporations                                            53,912        42,076        21,109
Obligations of State and Political Subdivisions         27,031        19,168        23,208
Collateralized Mortgage Obligations                     79,420        63,799        66,083
Mortgage-Backed Securities                             139,279       138,912       151,877

Total Investments                                    $ 342,897     $ 314,637     $ 280,741



                      Maturities of Investment Securities

The following table is a summary of the relative maturities (dollars in
thousands) and projected yields of the Company's investment securities as of
December 31, 2019. The yields on tax-exempt securities are shown on a tax
equivalent basis.

                               Period to Maturity

                                                        After One But                After Five But
                           Within One Year            Within Five Years             Within Ten Years
                        Amount         Yield         Amount         Yield         Amount         Yield


Investment securities
available-for-sale
(at fair value):
U.S. Treasury
Securities              $  15,495          2.09 %    $  27,760          2.32 %    $       -             -
Securities of U.S.
Government Agencies
and Corporations           19,575          2.39 %       25,429          1.98 %        8,415          2.08 %
Obligations of State
and Political
Subdivisions                  778          4.43 %        7,185          3.12 %        8,149          3.35 %
Collateralized
Mortgage Obligations        1,867          3.60 %       74,727          2.09 %        2,826          2.72 %
Mortgage-Backed
Securities                    336          1.67 %      137,339          2.10 %        1,604          2.82 %

TOTAL                   $  38,051          2.36 %    $ 272,440          2.14 %    $  20,994          2.72 %



                                              After Ten Years                  Total
                                           Amount         Yield        Amount         Yield

Investment securities available-for-sale
(at fair value):
U.S. Treasury Securities                   $       -             -     $  43,255          2.24 %
Securities of U.S. Government Agencies
and Corporations                                 493          3.58 %      53,912          2.16 %
Obligations of State & Political
Subdivisions                                  10,919          3.26 %      27,031          3.28 %
Collateralized Mortgage Obligations                -             -        79,420          2.15 %
Mortgage-Backed Securities                         -             -       139,279          2.11 %

TOTAL                                      $  11,412          3.28 %   $ 342,897          2.23 %





                                       35

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                                 LOAN PORTFOLIO

                              Composition of Loans

The mix of loans, net of deferred origination fees and costs and allowance for
loan losses and excluding loans held-for-sale, at December 31 for the previous
five fiscal years is as follows (dollars in thousands):

                                                           December 31,
                                  2019                         2018                         2017

                         Balance       Percent        Balance       Percent        Balance       Percent

Commercial              $ 106,140           13.6 %   $ 125,177           16.1 %   $ 135,015           18.0 %
Commercial Real
Estate                    451,774           58.0 %     420,106           54.2 %     398,346           53.2 %
Agriculture               115,751           14.8 %     123,626           15.9 %     113,555           15.2 %
Residential Mortgage       64,943            8.3 %      51,064            6.6 %      42,081            5.6 %
Residential
Construction               15,212            1.9 %      20,124            2.6 %      21,299            2.8 %
Consumer                   26,825            3.4 %      35,397            4.6 %      38,900            5.2 %
                          780,645          100.0 %     775,494          100.0 %     749,196          100.0 %
Allowance for loan
losses                    (12,356 )                    (12,822 )                    (11,133 )
Net deferred
origination fees and
costs                         584                          721                        1,049
TOTAL                   $ 768,873                    $ 763,393                    $ 739,112



                                                   2016                       2015

                                           Balance      Percent       Balance      Percent

Commercial                                $ 126,311         18.6 %   $ 136,095         22.2 %
Commercial Real Estate                      344,210         50.6 %     292,316         47.6 %
Agriculture                                 101,905         15.0 %      84,813         13.8 %
Residential Mortgage                         40,237          5.9 %      43,375          7.0 %
Residential Construction                     23,650          3.5 %      12,110          2.0 %
Consumer                                     43,250          6.4 %      45,386          7.4 %
                                            679,563        100.0 %     614,095        100.0 %
Allowance for loan losses                   (10,899 )                   (9,251 )
Net deferred origination fees and costs       1,106                      1,009
TOTAL                                     $ 669,770                  $ 605,853



Commercial loans are primarily for financing the needs of a diverse group of
businesses located in the Bank's market area. Commercial real estate loans
generally fall into two categories, owner-occupied and non-owner occupied. Real
estate construction loans are generally for financing the construction of
single-family residential homes for individuals and builders we believe are
well-qualified. These loans are secured by real estate and have short
maturities. Residential mortgage loans, which are secured by real estate,
include owner-occupied and non-owner occupied properties in the Bank's market
area. Loans are considered agriculture loans when the primary source of
repayment is from the sale of an agricultural or agricultural-related product or
service. Such loans are secured and/or unsecured to producers and processors of
crops and livestock. The Bank also makes loans to individuals for investment
purposes.

As shown in the comparative figures for loan mix during 2019 and 2018, total
loans increased as a result of increases in commercial real estate loans and
residential mortgage loans, which were partially offset by decreases in
commercial loans, agriculture loans, residential construction loans and consumer
loans.

                                       36

--------------------------------------------------------------------------------

Maturities and Sensitivities of Loans to Changes in Interest Rates

Loan maturities of the loan portfolio at December 31, 2019 are as follows (dollars in thousands) (excludes loans held-for-sale):



            Maturing                 Fixed Rate       Variable Rate        Total

Within one year                     $      8,317     $        64,807     $  73,124
After one year through five years         94,495              49,836       144,331
After five years                         136,931             426,259       563,190

Total                               $    239,743     $       540,902     $ 780,645
               Non-Accrual, Past Due, OREO and Restructured Loans

It is generally the Company's policy to discontinue interest accruals once a
loan is past due for a period of 90 days as to interest or principal
payments. When a loan is placed on non-accrual, interest accruals cease and
uncollected accrued interest is reversed and charged against current
income. Payments received on non-accrual loans are applied against principal. A
loan may only be restored to an accruing basis when it again becomes well
secured and in the process of collection or all past due amounts have been
collected and an appropriate period of performance has been demonstrated.

The following tables summarize the Company's non-accrual loans by loan category
(dollars in thousands), net of guarantees of the State of California and U.S.
Government, including its agencies and its government-sponsored agencies at
December 31, 2019, 2018, 2017, 2016, and 2015.

                                     At December 31, 2019                          At December 31, 2018
                             Gross         Guaranteed         Net          Gross        Guaranteed         Net

Commercial                 $      266     $        170     $      96     $     750     $        300     $     450
Commercial real estate            466               45           421           381               56           325
Agriculture                         -                -             -         4,830              776         4,054
Residential mortgage              172                -           172           100                -           100
Residential construction            -                -             -             -                -             -
Consumer                          253                -           253           191                -           191
Total non-accrual loans    $    1,157     $        215     $     942     $   6,252     $      1,132     $   5,120



                                     At December 31, 2017                         At December 31, 2016
                             Gross        Guaranteed         Net          Gross        Guaranteed         Net

Commercial                 $   1,057     $         32     $   1,025     $   5,000     $      2,000     $   3,000
Commercial real estate         1,724               70         1,654           540               81           459
Agriculture                        -                -             -             -                -             -
Residential mortgage             781                -           781           654                -           654
Residential construction           -                -             -             -                -             -
Consumer                         205                -           205           103                -           103
Total non-accrual loans    $   3,767     $        102     $   3,665     $   6,297     $      2,081     $   4,216



                                       37

--------------------------------------------------------------------------------


                                   At December 31, 2015
                            Gross       Guaranteed        Net

Commercial                 $   112     $         57     $    55
Commercial real estate         964               95         869
Agriculture                      -                -           -
Residential mortgage         1,092                -       1,092
Residential construction         -                -           -
Consumer                       560                -         560
Total non-accrual loans    $ 2,728     $        152     $ 2,576



Non-accrual loans amounted to $1,157,000 at December 31, 2019 and were comprised
of three commercial loans totaling $266,000, two commercial real estate loans
totaling $466,000, one residential mortgage loan totaling $172,000 and four
consumer loans totaling $253,000.  Non-accrual loans amounted to $6,252,000 at
December 31, 2018 and were comprised of two commercial loans totaling $750,000,
two commercial real estate loans totaling $381,000, five agriculture loans
totaling $4,830,000, two residential mortgage loans totaling $100,000, and one
consumer loan totaling $191,000.

If interest on non-accrual loans had been accrued, such interest income would
have approximated $139,000 and $377,000 during the years ended December 31, 2019
and 2018, respectively. Income actually recognized for these loans approximated
$475,000 and $23,000 for the years ended December 31, 2019 and 2018,
respectively.  The increase in nonaccrual interest was primarily due to payoffs
received on five loans during 2019 which resulted in recoveries of contractually
due interest.

Loans for which it is probable that payment of interest and principal will not
be made in accordance with the contractual terms of the loan agreement are
considered impaired. Non-performing impaired loans are non-accrual loans and
loans that are 90 days or more past due and still accruing. Total non-performing
impaired loans at December 31, 2019 and 2018, consisting of loans on non-accrual
status totaled $1,157,000 and $6,252,000, respectively. A restructuring of a
loan can constitute a troubled debt restructuring if the Company for economic or
legal reasons related to the borrower's financial difficulties grants a
concession to the borrower that it would not otherwise consider. A loan that is
restructured in a troubled debt restructuring is considered an impaired
loan. Performing impaired loans, which consisted of loans modified as troubled
debt restructurings, totaled $3,318,000 and $4,622,000 at December 31, 2019 and
2018, respectively. The Company expects to collect all principal and interest
due from performing impaired loans. These loans are not on non-accrual
status. No assurance can be given that the existing or any additional collateral
will be sufficient to secure full recovery of the obligations owed under these
loans.

The Company had no loans 90 days past due and still accruing as of the periods ended December 31, 2019 and 2018.


                                       38
--------------------------------------------------------------------------------
As the following table illustrates, total non-performing assets, which consists
of loans on non-accrual status, loans past due 90-days and still accruing and
Other Real Estate Owned ("OREO") net of guarantees of the State of California
and U.S. Government, including its agencies and its government-sponsored
agencies, decreased $5,270,000, or 84.8%, to $942,000 from December 31, 2018 to
December 31, 2019. Non-performing assets net of guarantees represent 0.1% and
0.5% of total assets at December 31, 2019 and 2018, respectively. The Bank's
management believes that the $1,157,000 in non-accrual loans were appropriately
reflected at their fair value at December 31, 2019. However, no assurance can be
given that the existing or any additional collateral will be sufficient to
secure full recovery of the obligations owed under these loans.

                                  At December 31, 2019

At December 31, 2018


                          Gross        Guaranteed         Net          Gross        Guaranteed         Net
(dollars in
thousands)
Non-accrual loans       $   1,157     $        215     $     942     $   6,252     $      1,132     $   5,120
Loans 90 days past
due and still
accruing                        -                -             -             -                -             -
Total non-performing
loans                       1,157              215           942        

6,252            1,132         5,120
Other real estate
owned                           -                -             -         1,092                -         1,092
Total non-performing
assets                      1,157              215           942         7,344            1,132         6,212
Non-performing loans
(net of guarantees)
to total loans                                               0.1 %                                        0.7 %
Non-performing assets
(net of guarantees)
to total assets                                              0.1 %                                        0.5 %
Allowance for loan
and lease losses
to  non-performing
loans (net of
guarantees)                                              1,311.7 %         

                            250.4 %



                                  At December 31, 2017                         At December 31, 2016
                          Gross        Guaranteed         Net          Gross        Guaranteed         Net
(dollars in
thousands)
Non-accrual loans       $   3,767     $        102     $   3,665     $   6,297     $      2,081     $   4,216
Loans 90 days past
due and still
accruing                       45                -            45             -                -             -
Total non-performing
loans                       3,812              102         3,710         6,297            2,081         4,216
Other real estate
owned                           -                -             -             -                -             -
Total non-performing
assets                      3,812              102         3,710        

6,297            2,081         4,216
Non-performing loans
(net of guarantees)
to total loans                                               0.5 %                                        0.6 %
Non-performing assets
(net of guarantees)
to total assets                                              0.3 %                                        0.4 %
Allowance for loan
and lease losses
to  non-performing
loans (net of
guarantees)                                                300.1 %                                      258.5 %



                                                               At December 31, 2015
                                                       Gross        Guaranteed         Net
(dollars in thousands)
Non-accrual loans                                    $   2,728     $        152     $   2,576
Loans 90 days past due and still accruing                    2                -             2
Total non-performing loans                               2,730              152         2,578
Other real estate owned                                      -                -             -
Total non-performing assets                              2,730              152         2,578
Non-performing loans (net of guarantees) to total
loans                                                                                     0.4 %

Non-performing assets (net of guarantees) to total assets

                                                                                    0.3 %
Allowance for loan and lease losses
to  non-performing loans (net of guarantees)                                            358.8 %



OREO consists of property that the Company has acquired by deed in lieu of
foreclosure or through foreclosure proceedings, and property that the Company
does not hold title to but is in actual control of, known as in-substance
foreclosure. The estimated fair value of the property is determined prior to
transferring the balance to OREO. The balance transferred to OREO is the
estimated fair value of the property less estimated cost to sell. Impairment may
be deemed necessary to bring the book value of the loan equal to the appraised
value. Appraisals or loan officer evaluations are then conducted periodically
thereafter charging any additional impairment to the appropriate expense
account.  The Company had no OREO as of the year ended December 31, 2019.  The
Company had one commercial real estate property classified as OREO totaling
$1,092,000 as of the year ended December 31, 2018.

                                       39
--------------------------------------------------------------------------------

                            Potential Problem Loans

The Company manages asset quality and credit risk by maintaining diversification
in its loan portfolio and through review processes that include analysis of
credit requests and ongoing examination of outstanding loans and delinquencies,
with particular attention to portfolio dynamics and loan mix. The Company
strives to identify loans experiencing difficulty early enough to correct the
problems, to record charge-offs promptly based on realistic assessments of
collectability and current collateral values and to maintain an adequate
allowance for loan losses at all times.  Asset quality reviews of loans and
other non-performing assets are administered using credit risk rating standards
and criteria similar to those employed by state and federal banking regulatory
agencies. The federal banking regulatory agencies utilize the following
definitions for assets adversely classified for supervisory purposes:
"Substandard Assets: a substandard asset is inadequately protected by the
current sound worth and paying capacity of the obligor or of the collateral
pledged, if any. Assets so classified must have a well-defined weakness or
weaknesses that jeopardize the liquidation of the debt. They are characterized
by the distinct possibility that the institution will sustain some loss if the
deficiencies are not corrected." "Doubtful Assets: An asset classified doubtful
has all the weaknesses inherent in one classified substandard with the added
characteristic that the weaknesses make collection or liquidation in full, on
the basis of currently existing facts, conditions, and values, highly
questionable and improbable." Other Real Estate Owned" and loans rated
Substandard and Doubtful are deemed "classified assets." This category, which
includes both performing and non-performing assets, receives an elevated level
of attention regarding collection.

Commercial loans, whether secured or unsecured, generally are made to support
the short-term operations and other needs of small businesses. These loans are
generally secured by the receivables, equipment, and other real property of the
business and are susceptible to the related risks described above. Problem
commercial loans are generally identified by periodic review of financial
information that may include financial statements, tax returns, and payment
history of the borrower. Based on this information, the Company may decide to
take any of several courses of action, including demand for repayment, requiring
the borrower to provide a significant principal payment and/or additional
collateral or requiring similar support from guarantors. Notwithstanding, when
repayment becomes unlikely based on the borrower's income and cash flow,
repossession or foreclosure of the underlying collateral may become
necessary. Collateral values may be determined by appraisals obtained through
Bank-approved, licensed appraisers, qualified independent third parties,
purchase invoices, or other appropriate documentation. Appropriate valuations
are obtained at origination of the credit and periodically thereafter (generally
every 3-12 months depending on the collateral type and market conditions), once
repayment is questionable, and the loan has been deemed classified.

Commercial real estate loans generally fall into two categories, owner-occupied
and non-owner occupied. Loans secured by owner occupied real estate are
primarily susceptible to changes in the market conditions of the related
business. This may be driven by, among other things, industry changes,
geographic business changes, changes in the individual financial capacity of the
business owner, general economic conditions and changes in business cycles.
These same risks apply to commercial loans whether secured by equipment,
receivables or other personal property or unsecured. Problem commercial real
estate loans are generally identified by periodic review of financial
information that may include financial statements, tax returns, payment history
of the borrower, and site inspections.  Based on this information, the Company
may decide to take any of several courses of action, including demand for
repayment, requiring the borrower to provide a significant principal payment
and/or additional collateral or requiring similar support from guarantors.
Notwithstanding, when repayment becomes unlikely based on the borrower's income
and cash flow, repossession or foreclosure of the underlying collateral may
become necessary.  Losses on loans secured by owner-occupied real estate,
equipment, or other personal property generally are dictated by the value of
underlying collateral at the time of default and liquidation of the
collateral. When default is driven by issues related specifically to the
business owner, collateral values tend to provide better repayment support and
may result in little or no loss. Alternatively, when default is driven by more
general economic conditions, underlying collateral generally has devalued more
and results in larger losses due to default. Loans secured by non-owner occupied
real estate are primarily susceptible to risks associated with swings in
occupancy or vacancy and related shifts in lease rates, rental rates or room
rates. Most often, these shifts are a result of changes in general economic or
market conditions or overbuilding and resultant over-supply of space. Losses are
dependent on the value of underlying collateral at the time of default. Values
are generally driven by these same factors and influenced by interest rates and
required rates of return as well as changes in occupancy costs. Collateral
values may be determined by appraisals obtained through Bank-approved, licensed
appraisers, qualified independent third parties, sales invoices, or other
appropriate means. Appropriate valuations are obtained at origination of the
credit and periodically thereafter (generally every 3-12 months depending on the
collateral type and market conditions), once repayment is questionable, and the
loan has been deemed classified.

Agricultural loans, whether secured or unsecured, generally are made to
producers and processors of crops and livestock. Repayment is primarily from the
sale of an agricultural product or service. Agricultural loans are generally
secured by inventory, receivables, equipment, and other real
property. Agricultural loans primarily are susceptible to changes in market
demand for specific commodities. This may be exacerbated by, among other things,
industry changes, changes in the individual financial capacity of the business
owner, general economic conditions and changes in business cycles, as well as
changing weather conditions. Problem agricultural loans are generally identified
by periodic review of financial information that may include financial
statements, tax returns, crop budgets, payment history, and crop
inspections. Based on this information, the Company may decide to take any of
several courses of action, including demand for repayment, requiring the
borrower to provide a significant principal payment and/or additional collateral
or requiring similar support from guarantors. Notwithstanding, when repayment
becomes unlikely based on the borrower's income and cash flow, repossession or
foreclosure of the underlying collateral may become necessary. Collateral values
may be determined by appraisals obtained through Bank-approved, licensed
appraisers, qualified independent third parties, purchase invoices, or other
appropriate documentation. Appropriate valuations are obtained at origination of
the credit and periodically thereafter (generally every 3-12 months depending on
the collateral type and market conditions), once repayment is questionable, and
the loan has been deemed classified.

                                       40
--------------------------------------------------------------------------------
Residential mortgage loans, which are secured by real estate, are primarily
susceptible to three risks; non-payment due to diminished or lost income,
over-extension of credit, a lack of borrower's cash flow to sustain payments,
and shortfalls in collateral value. In general, non-payment is due to loss of
employment and follows general economic trends in the marketplace, particularly
the upward movement in the unemployment rate, loss of collateral value, and
demand shifts. Problem residential mortgage loans are generally identified via
payment default. Based on this information, the Company may decide to take any
of several courses of action, including demand for repayment, requiring the
borrower to provide a significant principal payment and/or additional collateral
or requiring similar support from guarantors. Notwithstanding, when repayment
becomes unlikely based on the borrower's income and cash flow, repossession or
foreclosure of the underlying collateral may become necessary. Collateral values
may be determined by appraisals obtained through Bank-approved, licensed
appraisers, qualified independent third parties, purchase invoices, or other
appropriate documentation. Appropriate valuations are obtained at origination of
the credit and periodically thereafter (generally every 3-12 months depending on
the collateral type and market conditions), once repayment is questionable, and
the loan has been deemed classified.

Construction loans, whether owner occupied or non-owner occupied residential
development loans, are not only susceptible to the related risks described above
but the added risks of construction itself, including cost over-runs,
mismanagement of the project, or lack of demand and market changes experienced
at time of completion. Again, losses are primarily related to underlying
collateral value and changes therein as described above. Problem construction
loans are generally identified by periodic review of financial information that
may include financial statements, tax returns and payment history of the
borrower. Based on this information, the Company may decide to take any of
several courses of action, including demand for repayment, requiring the
borrower to provide a significant principal payment and/or additional collateral
or requiring similar support from guarantors, or repossession or foreclosure of
the underlying collateral. Collateral values may be determined by appraisals
obtained through Bank-approved, licensed appraisers, qualified independent third
parties, purchase invoices, or other appropriate documentation. Appropriate
valuations are obtained at origination of the credit and periodically thereafter
(generally every 3-12 months depending on the collateral type and market
conditions), once repayment is questionable, and the loan has been deemed
classified.

Consumer loans, whether unsecured or secured, are primarily susceptible to four
risks: non-payment due to diminished or lost income, over-extension of credit, a
lack of borrower's cash flow to sustain payments, and shortfall in collateral
value. In general, non-payment is due to loss of employment and will follow
general economic trends in the marketplace, particularly the upward movements in
the unemployment rate, loss of collateral value, and demand shifts. Problem
consumer loans are generally identified via payment default. Based on this
information, the Company may decide to take any of several courses of action,
including demand for repayment, requiring the borrower to provide a significant
principal payment and/or additional collateral or requiring similar support from
guarantors. Notwithstanding, when repayment becomes unlikely based on the
borrower's income and cash flow, repossession or foreclosure of the underlying
collateral may become necessary. Collateral values may be determined by
appraisals obtained through Bank-approved, licensed appraisers, qualified
independent third parties, purchase invoices, or other appropriate
documentation. Appropriate valuations are obtained at origination of the credit
and periodically thereafter (generally every 3-12 months depending on the
collateral type and market conditions), once repayment is questionable, and the
loan has been deemed classified.

Once a loan becomes delinquent or repayment becomes questionable, a Company
collection officer will address collateral shortfalls with the borrower and
attempt to obtain additional collateral or a principal payment. If this is not
forthcoming and payment of principal and interest in accordance with the
contractual terms of the loan agreement becomes unlikely, the Company will
consider the loan to be impaired and will estimate its probable loss, using the
present value of future cash flows discounted at the loan's effective interest
rate, the loan's observable market price, or the fair value of the collateral if
the loan is collateral dependent. For collateral dependent loans, the Company
will utilize a recent valuation of the underlying collateral less estimated
costs of sale, and charge-off the loan down to the estimated net realizable
amount. Depending on the length of time until final collection, the Company may
periodically revalue the estimated loss and take additional charge-offs or
specific reserves as warranted. Revaluations may occur as often as every 3-12
months depending on the underlying collateral and volatility of values. Final
charge-offs or recoveries are taken when the collateral is liquidated and the
actual loss is confirmed. Unpaid balances on loans after or during collection
and liquidation may also be pursued through legal action and attachment of wages
or judgment liens on the borrower's other assets.

                                       41
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Excluding the non-performing loans cited previously, loans totaling $8,749,000
and $15,926,000 were classified as substandard or doubtful loans, representing
potential problem loans at December 31, 2019 and 2018, respectively. In
Management's opinion, the potential loss related to these problem loans was
sufficiently covered by the Bank's existing loan loss reserve (Allowance for
Loan Losses) at December 31, 2019 and 2018. The ratio of the Allowance for Loan
Losses to total loans at December 31, 2019 and 2018 was 1.58% and 1.65%,
respectively.

                        SUMMARY OF LOAN LOSS EXPERIENCE

The Company's allowance for credit losses is maintained at a level considered
adequate to provide for losses that can be estimated based upon specific and
general conditions. These include conditions unique to individual borrowers, as
well as overall credit loss experience, the amount of past due, non-performing
loans and classified loans, recommendations of regulatory authorities,
prevailing economic conditions and other factors. A portion of the allowance is
specifically allocated to classified loans whose full collectability is
uncertain. Such allocations are determined by Management based on loan-by-loan
analyses. In addition, loans with similar characteristics not usually criticized
using regulatory guidelines are analyzed based on the historical loss rates and
delinquency trends, grouped by the number of days the payments on these loans
are delinquent. Last, allocations are made to non-criticized and classified
commercial loans and residential real estate loans based on historical loss
rates, and other statistical data. The remainder of the allowance is considered
to be unallocated. The unallocated allowance is established to provide for
probable losses that have been incurred as of the reporting date but not
reflected in the allocated allowance. It addresses additional qualitative
factors consistent with Management's analysis of the level of risks inherent in
the loan portfolio, which are related to the risks of the Company's general
lending activity. Included in the unallocated allowance is the risk of losses
that are attributable to national or local economic or industry trends which
have occurred but have yet been recognized in past loan charge-off history
(external factors). The external factors evaluated by the Company include:
economic and business conditions, external competitive issues, and other
factors. Also included in the unallocated allowance is the risk of losses
attributable to general attributes of the Company's loan portfolio and credit
administration (internal factors). The internal factors evaluated by the Company
include: loan review system, adequacy of lending Management and staff, loan
policies and procedures, problem loan trends, concentrations of credit, and
other factors. By their nature, these risks are not readily allocable to any
specific loan category in a statistically meaningful manner and are difficult to
quantify. Management assigns a range of estimated risk to the qualitative risk
factors described above based on Management's judgment as to the level of risk
and assigns a quantitative risk factor from the range of loss estimates to
determine the appropriate level of the unallocated portion of the
allowance. Management considered the $12,356,000 allowance for credit losses to
be adequate as a reserve against losses as of December 31, 2019.

                                       42
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                   Analysis of the Allowance for Loan Losses
                             (Dollars in thousands)

                                    2019           2018           2017           2016           2015

Balance at Beginning of Year $ 12,822 $ 11,133 $ 10,899

    $   9,251      $   8,583
Provision for Loan Losses                 -          2,100            600          1,800            650
Loans Charged-Off:
Commercial                             (638 )         (509 )         (681 )         (446 )          (44 )
Commercial Real Estate                    -           (142 )            -            (15 )           (7 )
Agriculture                             (98 )            -              -              -              -
Residential Mortgage                      -              -           (121 )          (13 )         (211 )
Residential Construction                  -              -              -              -              -
Consumer                                (43 )          (34 )          (33 )          (65 )         (175 )

Total Charged-Off                      (779 )         (685 )         (835 )         (539 )         (437 )

Recoveries:
Commercial                              209             46            302             37            102
Commercial Real Estate                    -              -              -              -             18
Agriculture                               -              -              -             81              -
Residential Mortgage                     74             34             96              1            219
Residential Construction                 21            131              5              5             60
Consumer                                  9             63             66            263             56

Total Recoveries                        313            274            469            387            455

Net (Charge-offs) Recoveries           (466 )         (411 )         (366 )         (152 )           18

Balance at End of Year            $  12,356      $  12,822      $  11,133

$ 10,899 $ 9,251



Ratio of Net (Charge-Offs)
Recoveries
During the Year to Average
Loans
Outstanding During the Year           (0.06 %)       (0.05 %)       (0.05 %)       (0.02 %)        0.00 %
Allowance as a percentage of
Total Loans                            1.58 %         1.65 %         1.49 %         1.60 %         1.51 %
Allowance as a percentage of
Non-performing loans, net of
guarantees                          1,311.7 %        250.4 %        300.1 %        258.5 %        358.8 %



                                       43

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                  Allocation of the Allowance for Loan Losses

The Allowance for Loan Losses has been established as a general component
available to absorb probable inherent losses throughout the loan portfolio. The
following table is an allocation of the Allowance for Loan Losses balance on the
dates indicated (dollars in thousands):

                                                  December 31, 2019                                                   December 31, 2018                                                   December 31, 2017

                              Allocation of                                                       Allocation of                                                       Allocation of
                           Allowance for Loan     Allowance as a % of    

Loans as a % of Allowance for Loan Allowance as a % of Loans as a % of Allowance for Loan Allowance as a % of Loans as a % of


                             Losses Balance         Total Allowance      Total Loans, net        Losses Balance         Total Allowance      Total Loans, net        Losses Balance         Total Allowance      Total Loans, net
Loan Type:

Commercial                       $        2,354                  19.1 %                13.6 %        $        3,198                  25.0 %                16.1 %        $        2,625                  23.7 %                18.0 %
Commercial Real Estate                    6,846                  55.4 %                58.0 %                 5,890                  45.9 %                54.2 %                 5,460                  49.0 %                53.2 %
Agriculture                               2,054                  16.6 %                14.8 %                 1,632                  12.7 %                15.9 %                 1,547                  13.9 %                15.2 %
Residential Mortgage                        466                   3.8 %                 8.3 %                   643                   5.0 %                 6.6 %                   628                   5.6 %                 5.6 %
Residential  Construction                   201                   1.6 %                 1.9 %                   318                   2.5 %                 2.6 %                   360                   3.2 %                 2.8 %
Consumer                                    236                   1.9 %                 3.4 %                   279                   2.2 %                 4.6 %                   342                   3.1 %                 5.2 %
Unallocated                                 199                   1.6 %                   -                     862                   6.7 %                   -                     171                   1.5 %                   -

Total                            $       12,356                 100.0 %               100.0 %        $       12,822                 100.0 %               100.0 %        $       11,133                 100.0 %               100.0 %



                                                  December 31, 2016                                                    December 31, 2015

                              Allocation of
                           Allowance for Loan     Allowance as a % of     Loans as a % of     Allocation of Allowance    Allowance as a % of     Loans as a % of
                             Losses Balance         Total Allowance      Total Loans, net     for Loan Losses Balance      Total Allowance      Total Loans, net
Loan Type:

Commercial                       $        3,571                  32.8 %                18.3 %         $          3,097                  33.5 %                22.0 %
Commercial Real Estate                    3,910                  35.9 %                50.9 %                    3,343                  36.1 %                47.8 %
Agriculture                               1,262                  11.6 %                15.0 %                    1,060                  11.5 %                13.9 %
Residential Mortgage                        660                   6.0 %                 5.9 %                      739                   8.0 %                 7.0 %
Residential  Construction                   440                   4.0 %                 3.5 %                      334                   3.6 %                 1.9 %
Consumer                                    498                   4.6 %                 6.4 %                      641                   6.9 %                 7.4 %
Unallocated                                 558                   5.1 %                   -                         37                   0.4 %                   -

Total                            $       10,899                 100.0 %               100.0 %         $          9,251                 100.0 %               100.0 %



The Bank believes that any breakdown or allocation of the allowance into loan
categories lends an appearance of exactness, which does not exist, because the
allowance is available for all loans. The allowance breakdown shown above is
computed taking actual experience into consideration but should not be
interpreted as an indication of the specific amount and allocation of actual
charge-offs that may ultimately occur.

                                       44
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                                    Deposits

The following table sets forth the average amount and the average rate paid on
each of the listed deposit categories (dollars in thousands) during the periods
specified:

                                     2019                                 2018                                 2017
                       Average Amount      Average Rate     Average Amount      Average Rate     Average Amount      Average Rate

Deposit Type:

Non-interest-Bearing
Demand                   $      408,551                -      $      394,106                -      $      361,729                -

Interest-Bearing
Demand (NOW)             $      308,917             0.16 %    $      307,727             0.14 %    $      293,464             0.08 %

Savings and MMDAs        $      334,672             0.29 %    $      333,788             0.17 %    $      335,709             0.16 %

Time                     $       58,128             0.64 %    $       67,177             0.42 %    $       77,705             0.39 %


The following table sets forth by time remaining to maturity the Bank's time deposits over $250,000 (dollars in thousands) as of December 31, 2019:



Three months or less                      $  4,738

Over three months through twelve months 5,104



Over twelve months                           6,035

Total                                     $ 15,877



                             Short-Term Borrowings

The Company had no secured borrowings and no Federal Funds purchased at December 31, 2019 and 2018.



Additional short-term borrowings available to the Company consist of a line of
credit and advances from the Federal Home Loan Bank ("FHLB") secured under terms
of a blanket collateral agreement by a pledge of FHLB stock and certain other
qualifying collateral such as commercial and mortgage loans. At December 31,
2019, the Company had collateral borrowing capacity from the FHLB of
$349,068,000 and at such date, also had unsecured Federal Funds lines of credit
totaling $82,000,000 with correspondent banks.

                              Long-Term Borrowings

The Company had no long-term borrowings at December 31, 2019 and 2018. Average outstanding balances of long-term borrowings were $0 during 2019 and 2018.


                        Supplemental Compensation Plans

The Company and the Bank maintain an unfunded non-contributory defined benefit
pension plan ("Salary Continuation Plan") and related split dollar plan for a
select group of highly compensated employees.  Eligibility to participate in the
Salary Continuation Plan is limited to a select group of management or highly
compensated employees of the Bank that are designated by the Board.
Additionally, the Company and the Bank adopted a supplemental executive
retirement plan ("SERP") in 2006. The SERP is intended to integrate the various
forms of retirement payments offered to executives. There are currently three
participants in the SERP.  At December 31, 2019, the accrued benefit liability
was $5,871,000, of which $3,891,000 was recorded in interest payable and other
liabilities and $1,980,000 was recorded in accumulated other comprehensive
income (loss), net, in the Consolidated Balance Sheets.  At December 31, 2018,
the accrued benefit liability was $5,322,000, of which $3,640,000 was recorded
in interest payable and other liabilities and $1,682,000 was recorded in
accumulated other comprehensive income (loss), net, in the Consolidated Balance
Sheets.

The Company and the Bank maintain an unfunded non-contributory defined benefit
pension plan ("Directors' Retirement Plan") and related split dollar plan for
the directors of the Bank.  At December 31, 2019, the accrued benefit liability
was $820,000, of which $798,000 was recorded in interest payable and other
liabilities and $22,000 was recorded in accumulated other comprehensive income
(loss), net, in the Consolidated Balance Sheets.  At December 31, 2018, the
accrued benefit liability was $787,000, of which $827,000 was recorded in
interest payable and other liabilities and ($40,000) was recorded in accumulated
other comprehensive income (loss), net, in the Consolidated Balance Sheets.

For additional information, see Note 17 to the Consolidated Financial Statements in this Form 10-K.


                                       45
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                                    Overview

     Year Ended December 31, 2019 Compared to Year Ended December 31, 2018

Net income for the year ended December 31, 2019, was $14.7 million, representing
an increase of $2.2 million, or 17.3%, compared to net income of $12.6 million
for the year ended December 31, 2018. The increase in net income was principally
attributable to a $3.4 million increase in interest income and $2.1 million
decrease in provision for loan loss, which was partially offset by a $0.6
million increase in interest expense, $1.8 million increase in non-interest
expense and a $0.9 million increase in provision for income taxes.

Total assets increased by $42.7 million, or 3.4%, to $1.29 billion as of
December 31, 2019, compared to $1.25 billion at December 31, 2018. The increase
in total assets was mainly due to a $28.3 million increase in investment
securities, $7.3 million increase in net loans (including loans held-for-sale),
a $7.1 million increase in certificates of deposit and a $5.2 million increase
in interest receivable and other assets, which was partially offset by a $4.5
million decrease in cash and cash equivalents and $1.1 million decrease in other
real estate owned.  Total deposits increased $14.0 million, or 1.3%, to $1.14
billion as of December 31, 2019, compared to $1.12 billion at December 31, 2018.

                                       46
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                             Results of Operations

                              Net Interest Income

Net interest income is the excess of interest and fees earned on the Bank's
loans, investment securities, federal funds sold and banker's acceptances over
the interest expense paid on deposits, mortgage notes and other borrowed funds
which are used to fund those assets. Net interest income is primarily affected
by the yields on the Bank's interest-earning assets and interest-bearing
liabilities outstanding during the period.  The $2,785,000 increase in the
Bank's net interest income in 2019 from 2018 was driven by both increased
volumes and interest rates.  Average investment securities growth was the
primary driver from a volume perspective, contributing $519,000 in additional
interest income compared to 2018.  This was partially offset by a decrease of
$321,000 in interest income due to a decrease in average due from bank
balances.  Increasing interest rates drove increases in interest income from
loans and investments by $1,795,000 and $775,000, respectively, while the rates
paid on interest bearing deposit accounts increased interest expense by
$629,000.  See "Analysis of Changes in Interest Income and Interest Expense" set
forth on page 34 of this Annual Report on Form 10-K for a discussion of the
effects of interest rates and loan/deposit volume on net interest income.

The Federal Reserve influences the general market rates of interest, including
the deposit and loan rates offered by many financial institutions. Our loan
portfolio is significantly affected by changes in the prime interest rate. The
prime interest rate, which is the rate offered on loans to borrowers with strong
credit, was 4.50% at December 31, 2017.  During 2018, the prime rate increased
100 basis points (25 basis points in each of March, June, September, and
December) to end the year at 5.50%.  During 2019, the prime rate decreased 75
basis points (25 basis points in each of August, September, and October) to end
the year at 4.75%.  The effective federal funds rate, which is the cost of
immediately available overnight funds, was 1.50% at December 31, 2017.  During
2018, the effective federal funds rate increased 100 basis points (25 basis
points in each of March, June, September and December) to end the period at
2.50%.  During 2019, the effective federal funds rate decreased 75 basis points
(25 basis points in each of July, September and October) to end the period at
1.75%.

We are primarily funded by core deposits, with non-interest-bearing demand
deposits historically being a significant source of funds. This lower-cost
funding base is expected to have a positive impact on our net interest income
and net interest margin in a rising interest rate environment. Federal
prohibitions on the payment of interest on demand deposits were repealed in
2011. Nonetheless, we have not experienced any significant additional costs as a
result. However, as market interest rates have increased, we have increased the
interest rates we pay on most of our interest-bearing deposit products.

The nature and impact of future changes in interest rates and monetary policy on
the business and earnings of the Company cannot be predicted. For additional
information, see "The Effects of Changes or Increases in, or Supervisory
Enforcement of, Banking or Other Laws and Regulations or Governmental Fiscal or
Monetary Policies Could Adversely Affect Us" in "Risk Factors (Item 1A) of this
Report on Form 10-K.

Interest income on loans for 2019 was up 5.1% from 2018, increasing from
$37,189,000 to $39,097,000.  The increase in interest income on loans was the
result of a 24 basis point increase in loan yields and 0.3% increase in average
loan volume.

Interest income on investment securities for 2019 was up 22.9% from 2018,
increasing from $5,643,000 to $6,937,000.  The increase in interest income on
investment securities was the result of an 8.9% increase in average investment
securities volume and a 25 basis point increase in investment securities
yields.  The Bank's strategy in 2019 was to use its excess cash to purchase
investment securities and increase the investment portfolio.  Investment
securities yields were 2.17% and 1.92% for 2019 and 2018, respectively.

Interest income on interest-bearing due from banks for 2019 was down 0.7% from
2018, decreasing from $2,163,000 to $2,148,000.  The decrease in interest income
on interest-bearing due from banks was the result of a 13.8% decrease in average
balances of interest-bearing due from banks, which was partially offset by a 29
basis point increase in yield on interest-bearing due from banks.

Interest income on certificates of deposit for 2019 was up 241.4% from 2018,
increasing from $104,000 to $355,000.  The increase in interest income on
certificates of deposit was the result of a 201.4% increase in average balances
of certificates of deposit and a 33 basis point increase in yield on
certificates of deposit.

Interest expense on deposits for 2019 was up 46.6% from 2018, increasing from
$1,268,000 to $1,859,000.  The increase in interest expense on deposits was the
result of an 8 basis point increase in interest rates paid on interest-bearing
deposits, which was partially offset by a 1.0% decrease in average balances of
interest-bearing deposits.

                                       47
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The mix of deposits for the previous three years was as follows (dollars in
thousands):

                                        2019                                 2018                                 2017

                           Average Balance       Percent        Average Balance       Percent        Average Balance       Percent

Non-interest-Bearing


Demand                    $         408,551           36.9 %   $         394,106           35.7 %   $         361,729           33.8 %

Interest-Bearing Demand
(NOW)                               308,917           27.8 %             307,727           27.9 %             293,464           27.5 %

Savings and MMDAs                   334,672           30.1 %             333,788           30.3 %             335,709           31.4 %

Time                                 58,128            5.2 %              67,177            6.1 %              77,705            7.3 %

Total                     $       1,110,268          100.0 %   $       1,102,798          100.0 %   $       1,068,607          100.0 %



Loan yields increased in 2019 and 2018 and deposit expense increased in 2019 and
2018.  The Bank's net interest margin (net interest income divided by average
earning assets) was 4.00% in 2019 and 3.83% in 2018.  The net spread between the
rate for total earning assets and the rate for interest-bearing deposits and
borrowed funds increased 14 basis points from 2018 to 2019.  The increase in the
net spread was primarily due to an overall increase in interest rates on earning
assets, which was partially offset by an increase in interest rates on
interest-bearing deposits.

                           Provision for Loan Losses

The provision for loan losses is established by charges to earnings based on
management's overall evaluation of the collectability of the loan
portfolio. Based on this evaluation, the provision for loan losses decreased to
$0 in 2019 from $2,100,000 in 2018, primarily due to limited loan growth coupled
with improvements in credit quality and decreased non-performing assets and
associated specific reserves in 2019.  The amount of loans charged-off increased
in 2019 to $779,000 from $685,000 in 2018, and recoveries increased to $313,000
in 2019 from $274,000 in 2018.  The increase in charge-offs was due to an
increase in charge-offs on commercial, agriculture and consumer loans, which was
partially offset by a decrease in charge-offs on commercial real estate loans.
The ratio of the Allowance for Loan Losses to total loans at December 31, 2019
was 1.58% compared to 1.65% at December 31, 2018. The ratio of the Allowance for
Loan Losses to total non-accrual loans and loans past due 90 days or more, net
of guarantees was 1,311.7% at December 31, 2019, compared to 250.4% at December
31, 2018.


                                       48

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                        Non-Interest Income and Expenses

Non-interest income consisted primarily of service charges on deposit accounts,
net realized gains on loans held-for-sale, and other income.  Service charges on
deposit accounts decreased $15,000 in 2019 over 2018.  Net realized gains on
loans held-for-sale increased $277,000 in 2019 over 2018. The increase in 2019
was primarily due to an increase in the volume of loan sales.  Other income
decreased $291,000 in 2019 over 2018.  The decrease was primarily due to a
decrease in miscellaneous income, which was partially offset by an increase in
mortgage brokerage income.

Non-interest expenses consisted primarily of salaries and employee benefits, occupancy and equipment expense, data processing expense, stationery and supplies expense, advertising and other expenses. Non-interest expenses increased to $33,940,000 in 2019 from $32,163,000 in 2018, representing an increase of $1,777,000, or 5.5%.

Following is an analysis of the increase or decrease in the components of non-interest expenses (dollars in thousands) during the periods specified:


                                    2019 over 2018

                                 Amount       Percent

Salaries and Employee Benefits   $ 1,151           5.5 %
Occupancy and Equipment              381          13.7 %
Data Processing                      622          28.4 %
Stationery and Supplies              (94 )       (24.2 %)
Advertising                           61          16.4 %
Directors Fees                        (9 )        (3.0 %)
OREO Expense and Impairment          281       1,221.7 %
Other Expense                       (616 )       (11.6 %)

Total                            $ 1,777           5.5 %



The increase in salaries and employee benefits in 2019 was primarily due to a 7%
increase in regular salaries, a 29% increase in commissions and a 16% increase
in group insurance.  The increase in regular salaries expense and group
insurance was primarily due to current year salary increases and an increase in
the number of full-time equivalent employees, which was partially due to
staffing hired for a new branch which opened in the fourth quarter of 2019. 

The


increase in commissions was primarily due to an increase in mortgage
originations. The increase in occupancy and equipment expense was primarily due
to rent expense and other expenses associated with the opening of an
administrative office space in the third quarter of 2019 and a new branch in the
fourth quarter of 2019.  The increase in data processing expense was primarily
due to costs associated with enhanced IT infrastructure as a result of a
decision to outsource core processing and network infrastructure to third
parties.  The increase in other real estate owned expense was primarily due to a
writedown on an existing commercial real estate property that was sold prior to
year-end 2019.  The decrease in other expenses was primarily due to a reversal
of FDIC assessments expense due to the receipt of credits applied in the third
and fourth quarters of 2019 and a decrease in amortization of low-income housing
tax credit investments in 2019.


                                       49
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                                  Income Taxes

The provision for income taxes is primarily affected by the tax rate, the level
of earnings before taxes and the level of tax-exempt income. In 2019, tax
expense increased to $5,670,000 from $4,744,000 in 2018, due to an increase in
income before taxes.  Non-taxable municipal bond income was $300,000 and
$143,000 for the years ended December 31, 2019 and 2018, respectively.

                                   Liquidity

Liquidity is defined as the ability to generate cash at a reasonable cost to
fulfill lending commitments and support asset growth, while satisfying the
withdrawal demands of deposit customers and any debt repayment requirements. The
Bank's principal sources of liquidity are core deposits and loan and investment
payments and prepayments. Providing a secondary source of liquidity is the
available-for-sale investment portfolio.  The Company held $342,897,000 in total
investment securities at December 31, 2019. Under certain deposit, borrowing,
and other arrangements, the Company must hold and pledge investment securities
as collateral.  At December 31, 2019, such collateral requirements totaled
approximately $37,943,000.  As a smaller source of liquidity, the Bank can
utilize existing credit arrangements.

The Company's primary source of liquidity on a stand-alone basis is dividends
from the Bank. As discussed in Part I (Item 1) of this Annual Report on Form
10-K, dividends from the Bank are subject to regulatory and corporate law
restrictions.

Liquidity risk can result from the mismatching of asset and liability cash
flows, or from disruptions in the financial markets.  The Bank experiences
seasonal swings in deposits, which impact liquidity. Management has sought to
address these seasonal swings by scheduling investment maturities and developing
seasonal credit arrangements with the Federal Home Loan Bank, Federal Reserve
Bank and Federal Funds lines of credit with correspondent banks. In addition,
the ability of the Bank's real estate department to originate and sell loans
into the secondary market has provided another tool for the management of
liquidity. As of December 31, 2019, the Company has not created any special
purpose entities to securitize assets or to obtain off-balance sheet funding.

The liquidity position of the Bank is managed daily, thus enabling the Bank to
adapt its position according to market fluctuations. Liquidity is measured by
various ratios, the most common of which is the ratio of net loans (including
loans held-for-sale) to deposits. This ratio was 67.9% on December 31, 2019 and
68.1% on December 31, 2018. At December 31, 2019 and 2018, the Bank's ratio of
core deposits to total assets was 86.9% and 88.7%, respectively. Core deposits
include demand deposits, interest-bearing transaction deposits, savings and
money market deposit accounts, and time deposits $250,000 or less. Core deposits
are important in maintaining a strong liquidity position as they represent a
stable and relatively low-cost source of funds. Management believes that the
Bank's liquidity position was adequate in 2019. This is best illustrated by the
change in the Bank's net non-core ratio, which explains the degree of reliance
on non-core liabilities to fund long-term assets. At December 31, 2019, the
Bank's net core funding dependence ratio, the difference between non-core funds,
time deposits $250,000 or more and brokered time deposits under $250,000, and
short-term investments to long-term assets, was (7.96%) as of December 31, 2019
and (12.14%) as of December 31, 2018. This ratio indicated at December 31, 2019,
the Bank did not significantly rely upon non-core deposits and borrowings to
fund the Bank's long-term assets, namely loans and investments. The Bank
believes that by maintaining adequate volumes of short-term investments and
implementing competitive pricing strategies on deposits, it can ensure adequate
liquidity to support future growth. The Bank also believes that its liquidity
position remains strong to meet both present and future financial obligations
and commitments, events or uncertainties that have resulted or are reasonably
likely to result in material changes with respect to the Bank's liquidity.

                                       50
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                                  Commitments

The following table details the amounts and expected maturities of commitments as of December 31, 2019 (amounts in thousands):



                                                            Maturities by period
                                                Less than                                      More than 5
          Commitments               Total         1 year        1-3 years       3-5 years         years

Commitments to extend credit
Commercial                        $  86,497     $   63,500     $    14,848     $     5,630     $     2,519
Commercial Real Estate               13,667          1,544           3,162               -           8,961
Agriculture                          23,921         14,494           4,857             121           4,449
Residential Mortgage                    991              -               -               -             991
Residential Construction             22,533         20,104           2,133               -             296
Consumer                             50,925         13,503           5,551           7,946          23,925
Commitments to sell loans             1,240          1,240               -               -               -
Standby Letters of Credit             2,455          2,256             199               -               -
Total                             $ 202,229     $  116,641     $    30,750     $    13,697     $    41,141



Commitments to extend credit are agreements to lend to a customer as long as
there is no violation of any condition established in the contract. Commitments
generally have fixed expiration dates or other termination clauses and may
require payment of a fee. Since many of the commitments are expected to expire
without being drawn upon, the total commitment amounts do not necessarily
represent future cash requirements.

                         Off-Balance Sheet Arrangements

The Company is a party to financial instruments with off-balance sheet risk in
the normal course of business to meet the financing needs of its
customers. These financial instruments include commitments to extend credit in
the form of loans or through standby letters of credit. These instruments
involve, to varying degrees, elements of credit and interest rate risk in excess
of the amounts recognized in the balance sheet. The contract amounts of those
instruments reflect the extent of involvement the Company has in particular
classes of financial instruments. These loans have been sold to third parties
without recourse, subject to customary default, representations and warranties,
recourse for breaches of the terms of the sales contracts and payment default
recourse.

Financial instruments, whose contract amounts represent credit risk at December 31 of the indicated years, were as follows (amounts in thousands):



                                 2019          2018

Undisbursed loan commitments   $ 198,534     $ 201,983
Standby letters of credit          2,455         2,974
Commitments to sell loans          1,240           570

                               $ 202,229     $ 205,527



The Bank expects its liquidity position to remain strong in 2020 as the Bank
expects to continue to grow into existing markets. The stock market remained
volatile this past year, but with the overall trend being favorable. While the
Bank did not experience an outflow of deposits in 2019, the potential of
outflows still exists if the stock market values continue to improve. Regardless
of the outcome, the Bank believes that it has the means to provide adequate
liquidity for funding normal operations in 2020.

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                                    Capital

The Company believes a strong capital position is essential to the Company's
continued growth and profitability. A solid capital base provides depositors and
shareholders with a margin of safety, while allowing the Company to take
advantage of profitable opportunities, support future growth and provide
protection against any unforeseen losses.

At December 31, 2019, stockholders' equity totaled $132.9 million, an increase
of $20.5 million from $112.5 million at December 31, 2018. The increase was
primarily due to net income of $14.7 million.  Also affecting capital in 2019
was paid in capital in the amount of $0.6 million resulting from employee stock
purchases and stock plan accruals. See the section entitled "Business - Capital
Standards" for additional information.

The capital of the Company and the Bank historically have been maintained at a
level that is in excess of regulatory guidelines for a "well capitalized"
institution. The policy of annual stock dividends has, over time, allowed the
Company to match capital and asset growth through retained earnings and a
managed program of geographic growth.
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