COMMUNITY FIRST BANKSHARES INC - 10-Q Quarterly Report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

ý	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the quarterly period ended June 30, 2003

OR

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

	For the transition period from to

Commission file number 0-19368

COMMUNITY FIRST BANKSHARES, INC.
(Exact name of registrant as specified in its charter)

Delaware		46-0391436
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

520 Main Avenue Fargo, ND		58124
(Address of principal executive offices)		(Zip Code)

(701) 298-5600
(Registrant’s telephone number, including area code)

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

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act): YES ý NO o

At August 8, 2003, 37,913,469 shares of Common Stock were outstanding.

COMMUNITY FIRST BANKSHARES, INC.

FORM 10-Q

QUARTER ENDED JUNE 30, 2003

INDEX

PART I -		FINANCIAL INFORMATION:

	Item 1.		Condensed Consolidated Financial Statements and Notes

	Item 2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations

	Item 3.		Quantitative and Qualitative Disclosure About Market Risk

	Item 4.		Controls and Procedures

PART II - OTHER INFORMATION:

	Item 1.		Legal Proceedings

	Item 2.		Changes in Securities

	Item 3.		Defaults Upon Senior Securities

	Item 4.		Submission of Matters to a Vote of Security Holders

	Item 5.		Other Information

	Item 6.		Exhibits and Reports on Form 8-K

SIGNATURES AND CERTIFICATIONS

COMMUNITY FIRST BANKSHARES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

(Dollars in thousands, except per share data)	June 30, 2003			December 31, 2002
	(unaudited)
ASSETS
Cash and due from banks	$	223,522		$	242,887
Federal funds sold and securities purchased under agreements to resell	6,750			—
Interest-bearing deposits	5,390			4,613
Available-for-sale securities	1,588,644			1,672,445
Held-to-maturity securities (fair value: 6/30/03 - $81,744, 12/31/02 - $80,165)	81,744			80,165
Loans	3,425,902			3,577,893
Less: Allowance for loan losses	(54,187		)	(56,156		)
Net loans	3,371,715			3,521,737
Bank premises and equipment, net	132,581			132,122
Accrued interest receivable	31,481			34,863
Goodwill	63,448			62,903
Other intangible assets	31,240			32,577
Other assets	49,611			42,858
Total assets	$	5,586,126		$	5,827,170
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
Noninterest-bearing	$	461,652		$	470,900
Interest-bearing:
Savings and NOW accounts	2,444,297			2,424,943
Time accounts over $100,000	551,390			670,187
Other time accounts	1,003,909			1,103,716
Total deposits	4,461,248			4,669,746
Federal funds purchased and securities sold under agreements to repurchase	376,244			377,230
Other short-term borrowings	83,329			76,260
Long-term debt	112,500			127,500
Accrued interest payable	16,755			18,987
Other liabilities	34,090			58,998
Total liabilities	5,084,166			5,328,721
Company-obligated mandatorily redeemable preferred securities of subsidiary trusts	120,000			120,000
Shareholders’ equity:
Common stock, par value $.01 per share: Authorized Shares – 80,000,000 Issued Shares – 51,021,896	510			510
Capital surplus	194,365			193,887
Retained earnings	413,690			393,550
Unrealized gain on available-for-sale securities, net of tax	20,284			23,826
Less cost of common stock in treasury – June 30, 2003 – 12,763,499 shares December 31, 2002 – 12,343,096 shares	(246,889		)	(233,324		)
Total shareholders’ equity	381,960			378,449
Total liabilities and shareholders’ equity	$	5,586,126		$	5,827,170

See accompanying notes.

COMMUNITY FIRST BANKSHARES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Dollars in thousands, except per share data)	For the Three Months Ended June 30,				For the Six Months Ended June 30,
(Unaudited)	2003		2002		2003		2002
Interest income:
Loans	$	61,410	$	69,721	$	124,620	$	140,480
Investment securities	18,522		20,942		38,158		41,899
Interest-bearing deposits	16		9		28		18
Federal funds sold and resale agreements	1		12		1		27
Total interest income	79,949		90,684		162,807		182,424
Interest expense:
Deposits	12,662		18,590		27,369		40,158
Short-term and other borrowings	1,480		1,812		2,838		3,407
Long-term debt	1,746		1,986		3,645		3,977
Total interest expense	15,888