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FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


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

For the fiscal year ended December 31, 2003

OR
[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to ________

Commission file number 000-25927

MACATAWA BANK CORPORATION
(Exact name of registrant as specified in its charter)

              MICHIGAN           
(State of other jurisdiction of
incorporation or organization)
       38-3391345      
(I.R.S. Employer
Identification No.)

10753 Macatawa Drive, Holland, Michigan 49424
(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (616) 820-1444

Securities registered pursuant to Section 12(b) of the Exchange Act: None

Securities registered pursuant to Section 12(g) of the Exchange Act: Common Stock.


Indicate by check mark whether the issuer: (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ____

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained in this form and no disclosure will be contained, to the best of Registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendments to this Form 10-K. [ ]

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

The registrant’s revenues for 2003 were $74,078,000. The aggregate market value of the voting and non-voting common equity held by non-affiliates of the Registrant, based on a per share price of $24.18 as of June 30, 2003, was $182,110,000 (common stock, no par value). As of March 4, 2004, there were outstanding 8,375,972 shares of the Company’s common stock (no par value). Portions of the Company’s Proxy Statement for the Annual Meeting of Shareholders to be held April 21, 2004 are incorporated by reference into Part II and Part III of this Report.


PART I

ITEM 1: Business

        As used in this Annual Report, the terms “we,” “us,” “our” and “Macatawa” mean Macatawa Bank Corporation and its subsidiaries, unless the context indicates another meaning.

General

        Macatawa Bank Corporation is a Michigan corporation and is a financial holding company and the bank holding company for its wholly owned banking subsidiary, Macatawa Bank, as well as Macatawa Investment Services, Inc. and Macatawa Statutory Trust I. Effective January 9, 2002, Macatawa Bank Corporation elected to become a financial holding company pursuant to Title I of the Gramm-Leach-Bliley Act. Macatawa Bank commenced operations on November 25, 1997. Grand Bank was formed in 1987 and operated from a single location in Grand Rapids, Michigan. Grand Bank became a wholly owned subsidiary effective April 1, 2002 upon the completion of the acquisition of Grand Bank Financial Corporation (GBFC), and its results are included in the consolidated statements of income since this effective date. To achieve further synergies from the Grand Bank acquisition, we merged Grand Bank into Macatawa Bank effective January 1, 2003 with the combined bank named Macatawa Bank. At the same time, Grand Bank Mortgage Company was merged into Macatawa Bank Mortgage Company.

        Macatawa Bank is a Michigan chartered bank with depository accounts insured by the Federal Deposit Insurance Corporation. The bank operates twenty branch offices and a lending and operational service facility offering commercial and personal banking services, including checking and savings accounts (including certificates of deposit), safe deposit boxes, travelers checks, money orders, trust services and commercial, mortgage and consumer loans in Kent County, Ottawa County, and northern Allegan County, Michigan. Macatawa Investment Services was formed in October 2001 and gained approval in June 2002 from the NASD to commence operations as a broker/dealer. Macatawa Investment Services provides various brokerage services including discount brokerage, personal financial planning and consultation regarding mutual funds. Macatawa Statutory Trust I is a grantor trust that issued a pooled trust preferred security in July, 2003. Macatawa Bank Mortgage Company, a subsidiary of Macatawa Bank, originates and sells residential mortgage loans into the secondary market on a servicing released basis. As of December 31, 2003, we had total assets of $1.4 billion, total deposits of $1.1 billion, approximately 71,000 deposit accounts and shareholders’ equity of $121.9 million.

        Our headquarters and administrative offices are located at 10753 Macatawa Drive, Holland, Michigan 49424, and our telephone number is (616) 820-1444. Our internet website address is www.macatawabank.com. We make available free of charge through this website our annual report on Form 10-K, our quarterly reports on Form 10-Q and our current reports on Form 8-K and amendments to those reports as soon as reasonably practicable after filing such reports with the Securities and Exchange Commission. The reference to our website address does not constitute incorporation by reference of the information contained on the website, and the information contained on the website is not part of this document.

Products and Services

        Deposit Services. We offer a broad range of deposit services, including checking accounts, savings accounts and time deposits of various types. Transaction accounts and time certificates are tailored to the principal market area at rates competitive with those offered in the area. All deposit accounts are insured by the FDIC up to the maximum amount permitted by law. We solicit these accounts from individuals, businesses, associations, churches, nonprofit organizations, financial institutions and government authorities. We may also use alternative funding sources as needed, including advances from Federal Home Loan Banks, conduit financing and the packaging of loans for securitization and sale.

        Deposits are gathered primarily from the communities we serve through our network of 20 branches. We offer business and consumer checking accounts, regular and money market savings accounts, and certificates of deposits having many options in their terms.


2


        We set our deposit pricing to be competitive with other banks in our market area. This has enabled us to increase deposits from new, as well as existing customers, while maintaining a healthy net interest margin. We periodically purchase brokered deposits to supplement funding needs. These are time accounts originated outside of our local market area. Brokered deposits comprised approximately 10% of total deposits at December 31, 2003 and approximately 12% at December 31, 2002. We operate in a very competitive environment, competing with other local banks similar in size and with significantly larger regional banks. We monitor rates at other financial institutions in the area to ascertain that our rates are competitive with the market. We also attempt to offer a wide variety of products to meet the needs of our customers.

        Deposit Portfolio Composition. The following table sets forth the average deposit balances and the weighted average rates paid thereon.

    (Dollars in thousands)                            
   Average for the Year
  
   2003 2002 2001
  
   Amount    Average
Rate
Amount    Average
Rate
Amount    Average
Rate
  
    Noninterest bearing demand   $ 110,670    -     $ 82,757    -     $ 52,184    -    
    NOW accounts    137,361    0.6%  118,594    1.1%  55,951    1.8%
    MMDA/savings    293,509    1.0%  260,206    1.9%  174,933    3.3%
    Time    432,230    3.1%  328,715    3.6%  176,983    5.8%
  
    Total deposits   $ 973,770    2.0% $ 790,272    2.6% $ 460,051    4.5%
  

        The following table summarizes time deposits in amounts of $100,000 or more by time remaining until maturity as of December 31, 2003:


(Dollars in thousands)

                       
   Amount  

Three months or less   $ 65,596  
Over 3 months through 6 months    43,372  
Over 6 months through 1 year    59,453  
Over 1 year    104,071  

  Total   $ 272,492  






3


      Lending Activities.

        Loan Portfolio Composition. The following table reflects the composition of our loan portfolio and the corresponding percentage of our total loans represented by each class of loans as of the dates indicated.

Loan Portfolio Composition

                                   
(Dollars in thousands) Year Ended December 31

    2003      2002      2001      2000      1999     

    Amount  %    Amount  %    Amount  %    Amount  %    Amount   %  

Commercial real estate   $467,918    40% $356,310    37% $133,428   $25% $79,444    19% $54,160    19%
Residential real estate    172,647    15%  133,843    14%  67,655    12%  60,822    15%  44,734    15%
Other commercial    381,097    33%  341,370    36%  269,993    49%  214,098    52%  147,232    52%
Consumer    135,445    12%  129,515    13%  74,617    14%  56,312    14%  39,248    14%

Total loans   1,157,107    100% 961,038    100% 545,693    100% 410,676    100% 285,374    100%

Less:  
Allowance for loan losses    (16,093 )      (13,472 )      (7,699 )      (5,854 )      (3,995 )

Total loans receivable, net   $ 1,141,014       $ 947,566       $ 537,994       $ 404,822       $ 284,379  

Nonperforming Assets. The following table shows the composition and amount of our nonperforming assets.

(Dollars in thousands) December 31
 
2003 2002 2001 2000 1999
 
Nonaccrual loans     $ 1,717   $ 2,539   $ 2,084   $ 155   $ 101  
Loans 90 days or more delinquent and still accruing    2,308    259    298    41    -  
Restructured loans    -    -    -    -    -  
 
Total nonperforming loans    4,025    2,798    2,382    196    101  
 
Foreclosed assets    464    388    -    -    -  
Repossessed assets    4    58    -    -    -  
 
Total nonperforming assets   $ 4,493   $ 3,244   $ 2,382   $ 196   $ 101  
 
Nonperforming loans to total loans    .35 %  .29 %  .43 %  .05 %  .04 %
Nonperforming assets to total assets    .32 %  .28 %  .36 %  .04 %  .03 %



4


Loan Loss Experience
The following is a summary of our loan balances at the end of each period and the daily average balances of these loans. It also includes changes in the allowance for loan losses arising from loans charged-off and recoveries on loans previously charged-off, and additions to the allowance which we have expensed.

(Dollars in thousands) December 31

2003 2002 2001 2000 1999

Loans:                        
  Average daily balance of loans for the year   $ 1,046,723   $ 831,709   $ 474,318   $ 347,351   $ 213,472  
  Amount of loans outstanding at end of period    1,157,107    961,038    545,693    410,676    285,374  
Allowance for loan losses:  
  Balance at beginning of year   $ 13,472   $ 7,699   $ 5,854   $ 3,995   $ 2,030  
   Balances from GBFC acquisition    --    3,464  
  Addition to allowance charged to operations    4,105    3,321    2,285    1,931    1,967  
  Loans charged-off:  
   Commercial    (1,308 )  (1,143 )  (485 )  (67 )  -  
   Residential Real Estate    (50 )  -    (1 )  -    -  
   Consumer    (187 )  (128 )  (27 )  (20 )  (6 )
  Recoveries:  
   Commercial    26    249    63    14    -  
   Residential Real Estate    17    0    1    -    -  
   Consumer    18    10    9    1    4  

  Balance at end of year   $ 16,093   $ 13,472   $ 7,699   $ 5,854   $ 3,995  

  Ratios:  
   Net charge-offs to average loans outstanding    .14 %  .12 %  .09 %  .02 %  -  
Allowance for loan losses to loans outstanding at year end    1.39 %  1.40 %  1.41 %  1.43 %  1.40 %

Allocation of the Allowance for Loan Losses
The following table shows the allocation of the allowance for loan loss at the dates indicated to the extent specific allocations have been determined relative to particular loans.

(Dollars in thousands)

Year Ended December 31

2003 2002 2001 2000 1999

Allowance
Amount
% of Each
Category to Total Loans
Allowance
Amount
% of Each
Category to Total Loans
Allowance
Amount
% of Each
Category to Total Loans
Allowance
Amount
% of Each
Category to Total Loans
Allowance
Amount
% of Each
Category to Total Loans

Commercial and
  commercial real estate
    $ 14,371    78.3 % $ 11,207    72.6 % $ 6,391    73.9 % $ 3,902    71.5 % $ 2,784    70.6 %
Real estate mortgages    360    10.0 %  326    13.9 %  196    12.4 %  176    14.8 %  112    15.7 %
Consumer    1,074    11.7 %  950    13.5 %  564    13.7 %  435    13.7 %  297    13.7 %
Unallocated    288    -    989    -    548    -    1,341    -    802    -  

     Total   $ 16,093    100.0 % $ 13,472    100.0 % $ 7,699    100.0 % $ 5,854    100.0 % $ 3,995    100.0 %


5


        Maturities and Sensitivities of Loans to Changes in Interest Rates. The following table shows the amount of total loans outstanding as of December 31, 2003 which, based on remaining scheduled repayments of principal, are due in the periods indicated.

(Dollars in thousands)

   Maturing
  
Within One Year After One, But
Within Five Years
After Five Years Total
  
Commercial real estate   $    129,493   $322,597   $  15,828   $   467,918  
Residential real estate  47,700