form10k-90721_bcb.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

(Mark One)

T            Annual Report  Pursuant To Section 13 Or 15(D) Of The Securities Exchange Act of 1934
For the fiscal ended December 31, 2007.
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: 000-50275

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

New Jersey
26-0065262
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
   
104-110 Avenue C, Bayonne, New Jersey
07002
(Address of principal executive offices)
(Zip Code)

Registrant's telephone number, including area code:  (201) 823-0700

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Name of each exchange on which registered
Common Stock, $0.01 par value
The NASDAQ Stock Market, LLC
   
Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
YES *          NO T

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
YES *          NO T
 
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 T          NO *
 
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not 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 amendment to this Form 10-K.           T

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer *
Accelerated filer  *
Non-accelerated filer  *
Smaller reporting company  T
(Do not check if a smaller reporting company)
   

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).   YES *     NO T

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the Registrant, computed by reference to the last sale price on June 30, 2007, as reported by the Nasdaq Capital Market, was approximately $60.4 million.

As of March 10, 2008, there were issued 5,078,858 shares of the Registrant’s Common Stock.

DOCUMENTS INCORPORATED BY REFERENCE:
 
(1) Proxy Statement for the 2008 Annual Meeting of Stockholders of the Registrant (Part III).
 
(2) Annual Report to Stockholder (Part II and IV).
 



TABLE OF CONTENTS
 
Item
  Page Number
     
ITEM 1.
BUSINESS
1
ITEM 1A.
RISK FACTORS
26
ITEM 1B.
UNRESOLVED STAFF COMMENTS
29
ITEM 2.
PROPERTIES
29
ITEM 3.
LEGAL PROCEEDINGS
30
ITEM 4.
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
30
ITEM 5.
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
30
ITEM 6.
SELECTED CONSOLIDATED FINANCIAL DATA
33
ITEM 7.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
34
ITEM 7A.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
47
ITEM 8.
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
49
ITEM 9.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
49
ITEM 9A.(T)
CONTROLS AND PROCEDURES
49
ITEM 9B.
OTHER INFORMATION
50
ITEM 10.
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
50
ITEM 11.
EXECUTIVE COMPENSATION
51
ITEM 12.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
51
ITEM 13.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
51
ITEM 14.
PRINCIPAL ACCOUNTANT FEES AND SERVICES
51
ITEM 15.
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
51

 

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PART I
 
ITEM 1.          BUSINESS
 
BCB Bancorp, Inc.
 
BCB Bancorp, Inc. (the “Company”) is a New Jersey corporation, which on May 1, 2003 became the holding company parent of BCB Community Bank (the “Bank”). The Company has not engaged in any significant business activity other than owning all of the outstanding common stock of BCB Community Bank. Our executive office is located at 104-110 Avenue C, Bayonne, New Jersey 07002. Our telephone number is (201) 823-0700. At December 31, 2007 we had $563.5 million in consolidated assets, $398.8 million in deposits and $48.5 million in consolidated stockholders’ equity. The Company is subject to extensive regulation by the Board of Governors of the Federal Reserve System.
 
BCB Community Bank
 
BCB Community Bank, formerly known as Bayonne Community Bank, was chartered as a New Jersey bank on October 27, 2000, and we opened for business on November 1, 2000.  We changed our name from Bayonne Community Bank to BCB Community Bank in April of 2007. We operate through three branches in Bayonne and Hoboken, New Jersey and through our executive office located at 104-110 Avenue C, Bayonne, New Jersey 07002. Our deposit accounts are insured by the Federal Deposit Insurance Corporation and we are a member of the Federal Home Loan Bank System.
 
We are a community-oriented financial institution. Our business is to offer FDIC-insured deposit products and invest funds held in deposit accounts at the Bank, together with funds generated from operations, in investment securities and loans. We offer our customers:
 
 
·
loans, including commercial and multi-family real estate loans, one- to four-family mortgage loans, home equity loans, construction loans, consumer loans and commercial business loans. In recent years the primary growth in our loan portfolio has been in loans secured by commercial real estate and multi-family properties;
 
·
FDIC-insured deposit products, including savings and club accounts, non-interest bearing accounts, money market accounts, certificates of deposit and individual retirement accounts; and
 
·
retail and commercial banking services including wire transfers, money orders, traveler’s checks, safe deposit boxes, a night depository, federal payroll tax deposits, bond coupon redemption and automated teller services.

Business Strategy
 
Our business strategy is to operate as a well-capitalized, profitable and independent community-oriented financial institution dedicated to providing quality customer service.  Managements’ and the Board of Directors’ extensive knowledge of the Hudson County market differentiates us from our competitors. Our business strategy incorporates the following elements: maintaining a community focus, focusing on profitability, continuing our growth,



concentrating on real estate based lending, capitalizing on market dynamics, providing attentive and personalized service and attracting highly qualified and experienced personnel.

Maintaining a community focus.  Our management and Board of Directors have strong ties to the Bayonne community.  Many members of the management team are Bayonne natives and are active in the community through non-profit board membership, local business development organizations, and industry associations.  In addition, our board members are well established professionals and business people in the Bayonne area.  Management and the Board are interested in making a lasting contribution to the Bayonne community and have succeeded in attracting deposits and loans through attentive and personalized service.

Focusing on profitability.  On an operational basis, we achieved profitability in our tenth month of operation.  For the year ended December 31, 2007, our return on average equity was 8.86% and our return on average assets was 0.83%.  Our earnings per diluted share increased from $0.64 for the year ended December 31, 2003 to $0.90 for the year ended December 31, 2007.  We achieved this earnings growth by focusing on low-cost deposits and by tightly controlling our non-interest expenses.  Management is committed to maintaining profitability by diversifying the services we offer.

Continuing our growth.  We have consistently increased our assets.  From December 31, 2003 to December 31, 2007, our assets have increased from $300.7 million to $563.5 million.  Over the same time period, our loan balances have increased from $188.8 million to $364.7 million, while deposits have increased from $253.7 million to $398.8 million.  In addition, we have maintained our asset quality ratios while growing the loan portfolio.  At December 31, 2007, our non-performing assets to total assets ratio was 0.81%.

Concentrating on real estate-based lending.  A primary focus of our business strategy is to originate loans secured by commercial and multi-family properties.  Such loans provide higher returns than loans secured by one- to four-family real estate.  As a result of our underwriting practices, including debt service requirements for commercial real estate and multi-family loans, management believes that such loans offer us an opportunity to obtain higher returns.

Capitalizing on market dynamics. The consolidation of the banking industry in Hudson County has created the need for a customer focused banking institution.  This consolidation has moved decision making away from local, community-based banks to much larger banks headquartered outside of New Jersey.

Providing attentive and personalized service.  Management believes that providing attentive and personalized service is the key to gaining deposit and loan relationships in Bayonne and its surrounding communities.  Since we began operations, our branches have been open 7 days a week.

Attracting highly experienced and qualified personnel.   An important part of our strategy is to hire bankers who have prior experience in the Hudson County market as well as pre-existing business relationships.  Our management team has an average of 29 years of banking experience, while our lenders and branch personnel have significant prior experience at community banks and regional banks in Hudson County.  Management believes that its knowledge of the Hudson County market has been a critical element in the success of BCB Community Bank.  Management’s extensive knowledge of the local communities has allowed us to develop and
 

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implement a highly focused and disciplined approach to lending and has enabled the Bank to attract a high percentage of low cost deposits. 
 
Our Market Area
 
We are located in the City of Bayonne and Hoboken, Hudson County, New Jersey.  The Bank’s locations are easily accessible to provide convenient services to businesses and individuals throughout our market area.
 
Our market area includes the City of Bayonne, Jersey City and portions of Hoboken, New Jersey. These areas are all considered “bedroom” or “commuter” communities to Manhattan.  Our market area is well-served by a network of arterial roadways including Route 440 and the New Jersey Turnpike.
 
Our market area has a high level of commercial business activity. Businesses are concentrated in the service sector and retail trade areas. Major employers in our market area include Bayonne Medical Center and the Bayonne Board of Education.
 
Competition
 
The banking business in New Jersey is extremely competitive. We compete for deposits and loans with existing New Jersey and out-of-state financial institutions that have longer operating histories, larger capital reserves and more established customer bases. Our competition includes large financial service companies and other entities in addition to traditional banking institutions such as savings and loan associations, savings banks, commercial banks and credit unions.
 
Our larger competitors have a greater ability to finance wide-ranging advertising campaigns through their greater capital resources. Our marketing efforts depend heavily upon referrals from officers, directors, stockholders, selective advertising in local media and direct mail solicitations. We compete for business principally on the basis of personal service to customers, customer access to our officers and directors and competitive interest rates and fees.
 
In the financial services industry in recent years, intense market demands, technological and regulatory changes and economic pressures have eroded industry classifications that were once clearly defined. Banks have diversified their services, increased rates paid on deposits and become more cost effective as a result of competition with one another and with new types of financial service companies, including non-banking competitors. Some of the results of these market dynamics in the financial services industry have been a number of new bank and non-bank competitors, increased merger activity, and increased customer awareness of product and service differences among competitors.
 

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Lending Activities
 
Analysis of Loan Portfolio. Set forth below is selected data relating to the composition of our loan portfolio by type of loan as a percentage of the respective portfolio.
 
   
At December 31,
 
   
2007
   
2006
   
2005
   
2004
   
2003
 
       
   
Amount
   
Percent
   
Amount
   
Percent
   
Amount
   
Percent
   
Amount
   
Percent
   
Amount
   
Percent
 
Type of loans:
                         
(Dollars in Thousands)
                         
Real estate loans:
                                                           
  One- to four-family
  $ 55,248       14.96 %   $ 43,993       13.64 %   $ 34,901       12.11 %   $ 34,855       13.98 %   $ 33,913       17.74 %
  Construction
    49,984       13.53       38,882       12.06       28,743       9.98       19,209       7.70       10,009       5.24  
  Home equity
    35,397       9.58       32,321       10.02       24,297       8.43       20,629       8.27       16,825       8.80  
  Commercial and multi-family
    208,108       56.35       192,141       59.60       185,170       64.26       158,755       63.68       115,160       60.25  
Commercial business
    19,873       5.38       14,705       4.56       14,578       5.06       15,123       6.07       14,048       7.35  
Consumer
    739       0.20       396       0.12       456       0.16       744        0.30       1,183       0.62  
    Total
    369,349       100.00 %     322,438       100.00 %     288,145       100.00 %     249,315       100.00 %     191,138       100.00 %
Less:
                                                                               
Deferred loan fees, net
    630               575               604               429               239          
Allowance for loan losses
    4,065               3,733               3,090               2,506               2,113          
    Total loans, net
  $ 364,654             $ 318,130             $ 284,451             $ 246,380             $ 188,786          


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Loan Maturities.  The following table sets forth the contractual maturity of our loan portfolio at December 31, 2007.  The amount shown represents outstanding principal balances.  Demand loans, loans having no stated schedule of repayments and no stated maturity and overdrafts are reported as being due in one year or less.  Variable-rate loans are shown as due at the time of repricing.  The table does not include prepayments or scheduled principal repayments.
 
   
Due within
1 Year
   
Due after 1
through
5 Years
   
Due after
5 Years
   
Total
 
   
(In Thousands)
 
One- to four-family
  $ 4,959     $ 3,995     $ 46,294     $ 55,248  
Construction
    37,312       10,714       1,958       49,984  
Home equity
    1,864       4,784       28,749       35,397  
Commercial and multi-family
    16,726       53,030       138,352       208,108  
Commercial business
    10,911       2,631       6,331       19,873  
Consumer
    533       206             739  
Total amount due
  $ 72,305     $ 75,360     $ 221,684     $ 369,349  

Loans with Predetermined or Floating or Adjustable Rates of Interest.  The following table sets forth the dollar amount of all loans at December 31, 2007 that are due after December 31, 2008, and have predetermined interest rates and that have floating or adjustable interest rates.
 
   
Fixed Rates
   
Floating or
Adjustable Rates
   
Total
 
   
(In Thousands)
 
One- to four-family
  $ 28,797     $ 21,492     $ 50,289  
Construction
    3,123       9,549       12,672  
Home equity
    31,032       2,501       33,533  
Commercial and multi-family
    39,522       151,860       191,382  
Commercial business
    2,722       6,240       8,962  
Consumer
    206             206  
Total amount due
  $ 105,402     $ 191,642     $ 297,044  

Commercial and Multi-family Real Estate Loans. Our commercial and multi-family real estate loans are secured by commercial real estate (for example, shopping centers, medical buildings, retail offices) and multi-family residential units, consisting of five or more units. Permanent loans on commercial and multi-family properties are generally originated in amounts up to 75% of the appraised value of the property. Our commercial real estate loans are secured by improved property such as office buildings, retail stores, warehouses, church buildings and other non-residential buildings. Commercial and multi-family real estate loans are generally made at rates that adjust above the five year U.S. Treasury interest rate, with terms of up to 25 years, or are balloon loans with fixed interest rates which generally mature in three to five years with principal amortization for a period of up to 30 years.  Our largest commercial loan had a principal balance of $2.5 million at December 31, 2007, and was secured by a mixed use property comprised of retail and office facilities.  Our largest multi-family loan had a principal balance of $4.4 million at December 31, 2007.  Both loans were performing in accordance with their terms on that date.
 
Loans secured by commercial and multi-family real estate are generally larger and involve a greater degree of risk than one- to four-family residential mortgage loans.  The borrower’s creditworthiness and the feasibility and cash flow potential of the project is of

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primary concern in commercial and multi-family real estate lending. Loans secured by income properties are generally larger and involve greater risks than residential mortgage loans because payments on loans secured by income properties are often dependent on the successful operation or management of the properties.  As a result, repayment of such loans may be subject to a greater extent than residential real estate loans to adverse conditions in the real estate market or the economy.  We intend to continue emphasizing the origination of loans secured by commercial real estate and multi-family properties.

One- to Four-Family Lending. Our one- to four-family residential mortgage loans are secured by property located in the State of New Jersey. We generally originate one- to four-family residential mortgage loans in amounts up to 80% of the lesser of the appraised value or selling price of the mortgaged property without requiring mortgage insurance.  We will originate loans with loan to value ratios up to 90% provided the borrowers obtain private mortgage insurance.  We originate both fixed rate and adjustable rate loans.  One- to four-family loans may have terms of up to 30 years.  The majority of one- to four-family loans we originate for retention in our portfolio have terms no greater than 15 years.  We offer adjustable rate loans with fixed rate periods of up to five years, with principal and interest calculated using a maximum 30-year amortization period. We offer these loans with a fixed rate for the first five years with repricing following every year after the initial period. Adjustable rate loans may adjust up to 200 basis points annually and 600 basis points over the term of the loan.  We also broker for a third party lender one- to four-family residential loans, which are primarily fixed rate loans with terms of 30 years.  Our loan brokerage activities permit us to offer customers longer-term fixed rate loans we would not otherwise originate while providing a source of fee income.  During 2007, we brokered $23.0 million in one- to four-family loans and recognized gains of $420,000 from the sale of such loans.
 
All of our one- to four-family mortgages include “due on sale” clauses, which are provisions giving us the right to declare a loan immediately payable if the borrower sells or otherwise transfers an interest in the property to a third party.
 
Property appraisals on real estate securing our single-family residential loans are made by state certified and licensed independent appraisers approved by our Board of Directors. Appraisals are performed in accordance with applicable regulations and policies.  At our discretion, we obtain either title insurance policies or attorneys’ certificates of title on all first mortgage real estate loans originated.  We also require fire and casualty insurance on all properties securing our one- to four-family loans.  We also require the borrower to obtain flood insurance where appropriate.  In some instances, we charge a fee equal to a percentage of the loan amount commonly referred to as points.
 
Construction Loans. We offer loans to finance the construction of various types of commercial and residential property.  We originated $48.4 million of such loans during the year ended December 31, 2007.  Construction loans to builders generally are offered with terms of up to eighteen months and interest rates are tied to the prime rate plus a margin.  These loans generally are offered as adjustable rate loans.  We will originate residential construction loans for individual borrowers and builders, provided all necessary plans and permits are in order.  Construction loan funds are disbursed as the project progresses.  At December 31, 2007, our largest construction loan was $3.3 million, of which $2.0 million was disbursed. This
 

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construction loan has been made for the construction of residential properties.  At December 31, 2007, this loan was performing in accordance with its terms.
 
Construction financing is generally considered to involve a higher degree of risk of loss than long-term financing on improved, occupied real estate.  Risk of loss on a construction loan is dependent largely upon the accuracy of the initial estimate of the property’s value at completion of construction and development and the estimated cost (including interest) of construction.  During the construction phase, a number of factors could result in delays and cost overruns.  If the estimate of construction costs proves to be inaccurate, we may be required to advance funds beyond the amount originally committed to permit completion of the project.  Additionally, if the estimate of value proves to be inaccurate, we may be confronted, at or prior to the maturity of the loan, with a project having a value which is insufficient to assure full repayment.
 
Home Equity Loansand Home Equity Lines of Credit.  We offer home equity loans and lines of credit that are secured by the borrower’s primary residence.  Our home equity loans can be structured as loans that are disbursed in full at closing or as lines of credit.  Home equity loans and lines of credit are offered with terms up to 15 years.  Virtually all of our home equity loans are originated with fixed rates of interest and home equity lines of credit are originated with adjustable interest rates tied to the prime rate.  Home equity loans and lines of credit are underwritten under the same criteria that we use to underwrite one- to four-family loans.  Home equity loans and lines of credit may be underwritten with a loan-to-value ratio of 80% when combined with the principal balance of the existing mortgage loan.  At the time we close a home equity loan or line of credit, we file a mortgage to perfect our security interest in the underlying collateral.  At December 31, 2007, the outstanding balances of home equity loans and lines of credit totaled $35.4 million, or 9.58% of our loan portfolio.
 
Commercial Business Loans.  Our commercial business loans are underwritten on the basis of the borrower’s ability to service such debt from income.  Our underwriting standards for commercial business loans include a review of the applicant’s tax returns, financial statements, credit history and an assessment of the applicant’s ability to meet existing obligations and payments on the proposed loan based on cash flow generated by the applicant’s business.  Commercial business loans are generally made to small and mid-sized companies located within the State of New Jersey. In most cases, we require collateral of equipment, accounts receivable, inventory, chattel or other assets before making a commercial business loan.  Our largest commercial business loan at December 31, 2007 had a principal balance of $3.9 million and was secured by a combination of commercial and residential real estate.
 
Commercial business loans generally have higher rates and shorter terms than one- to four-family residential loans, but they may also involve higher average balances and a higher risk of default since their repayment generally depends on the successful operation of the borrower’s business.
 
Consumer Loans.  We make various types of secured and unsecured consumer loans and loans that are collateralized by new and used automobiles. Consumer loans generally have terms of three years to ten years.
 

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Consumer loans are advantageous to us because of their interest rate sensitivity, but they also involve more credit risk than residential mortgage loans because of the higher potential for default, the nature of the collateral and the difficulty in disposing of the collateral.
 
The following table shows our loan origination, purchase, sale and repayment activities for the periods indicated.
 
   
Years Ended December 31,
 
   
2007
   
2006
   
2005
   
2004
   
2003
 
   
(In Thousands)
 
                                         
Beginning of period
  $ 322,438     $ 288,145     $ 249,315     $ 191,138     $ 123,435  
                                         
Originations by Type:
                                       
Real estate mortgage:
                                       
One- to four-family residential
    6,454       9,203       4,299       4,103       22,768  
Construction
    48,415       34,889       35,765       19,326       6,392  
Home equity
    14,512       15,821       13,998       14,212       9,393  
Commercial and multi-family
    55,892       51,542       70,471       64,219       62,966  
Commercial business
    16,987       7,946       8,968       8,628       2,544  
Consumer
    215       222       203       284       924  
Total loans originated
    142,475       119,623       133,704       110,772       104,987  
                                         
Purchases:
                                       
Real estate mortgage:
                                       
One- to four-family residential
                             
Construction
    3,726       4,870       3,645       4,289       2,223  
Home equity
                             
Commercial and multi-family
    5,267       1,737             8,450       3,207  
Commercial business
    600       400       1,000              
Consumer
                             
Total loans purchased
    9,593       7,007       4,645       12,739       5,430  
                                         
Sales:
                                       
Real estate mortgage:
                                       
One- to four-family residential
                             
Construction
    5,040       2,044       1,273       959        
Home equity
                             
Commercial and multi-family
    1,275       3,388             788       3,480  
Commercial business
                      1,128        
Consumer
                             
Total loans sold
    6,315       5,432       1,273       2,875       3,480  
                                         
Principal repayments
    97,396       86,905       98,246       62,459       39,234  
Transfer of loans to real estate owned
    1,446                          
Total reductions
    98,842       92,337       99,519       65,334       42,714  
                                         
Increase (decrease) in other items, net
                             
Net increase
    46,911       34,293       38,830       58,177       67,703  
                                         
Ending balance
  $ 369,349     $ 322,438     $ 288,145     $ 249,315     $ 191,138  

Loan Approval Authority and Underwriting. We establish various lending limits for executive management and also maintain a loan committee. The loan committee is comprised of the Chairman of the Board, the President, the Senior Lending Officer and five non-employee members of the Board of Directors.  The President or the Senior Lending Officer, together with one other loan officer, have authority to approve applications for real estate loans up to $500,000, other secured loans up to $500,000 and unsecured loans up to $25,000. The loan committee considers all applications in excess of the above lending limits and the entire board of directors ratifies all such loans.
 

8


Upon receipt of a completed loan application from a prospective borrower, a credit report is ordered. Income and certain other information is verified. If necessary, additional financial information may be requested. An appraisal is required for the underwriting of all one- to four-family loans.  We may rely on an estimate of value of real estate performed by our Senior Lending Officer for home equity loans or lines of credit of up to $250,000.  Appraisals are processed by state certified independent appraisers approved by the Board of Directors.
 
An attorney’s certificate of title is required on all newly originated real estate mortgage loans.  In connection with refinancing and home equity loans or lines of credit in amounts up to $250,000, we will obtain a record owner’s search in lieu of an attorney’s certificate of title.  Borrowers also must obtain fire and casualty insurance. Flood insurance is also required on loans secured by property that is located in a flood zone.
 
Loan Commitments. Written commitments are given to prospective borrowers on all approved real estate loans. Generally, we honor commitments for up to 60 days from the date of issuance. At December 31, 2007, our outstanding loan origination commitments totaled $2.9 million, outstanding construction loans in progress totaled $40.0 million and undisbursed lines of credit totaled $14.5 million.
 
Non-performing and Problem Assets
 
Loan Delinquencies.  We send a notice of nonpayment to borrowers when their loan becomes 15 days past due.  If such payment is not received by month end, an additional notice of nonpayment is sent to the borrower.  After 60 days, if payment is still delinquent, a notice of right to cure default is sent to the borrower giving 30 additional days to bring the loan current before foreclosure is commenced. If the loan continues in a delinquent status for 90 days past due and no repayment plan is in effect, foreclosure proceedings will be initiated.
 
Loans are reviewed and are placed on a non-accrual status when the loan becomes more than 90 days delinquent or when, in our opinion, the collection of additional interest is doubtful. Interest accrued and unpaid at the time a loan is placed on nonaccrual status is charged against interest income.  Subsequent interest payments, if any, are either applied to the outstanding principal balance or recorded as interest income, depending on the assessment of the ultimate collectability of the loan.  At December 31, 2007, we had $3.8 million in non-accruing loans.  Our largest exposure of non-performing loans at that date consisted of one loan, with a principal balance of $1.4 million, to a civic organization in central New Jersey that has experienced a reduction in its revenue and as such has encountered difficulties in meeting its financial obligations.  A consistent, substantive and on-going dialogue has been established with the principals of this facility to ascertain, develop and implement a plan to address this situation.  Another loan relationship with an exposure of $1.2 million is also in non-accrual status.  This loan was originated in concert with another financial institution by means of a participation agreement on a parcel of real estate in Rumson, New Jersey.  The principal in this facility has filed for protection under the bankruptcy laws of the United States and this situation is presently being adjudicated under those applicable laws.
 
A loan is considered impaired when it is probable the borrower will not repay the loan according to the original contractual terms of the loan agreement. We have determined that first
 

9


mortgage loans on one- to four-family properties and all consumer loans represent large groups of smaller-balance homogeneous loans that are collectively evaluated. Additionally, we have determined that an insignificant delay (less than 90 days) will not cause a loan to be classified as impaired and a loan is not impaired during a period of delay in payment, if we expect to collect all amounts due including interest accrued at the contractual interest rate for the period of delay.  We independently evaluate all loans identified as impaired. We estimate credit losses on impaired loans based on the present value of expected cash flows or the fair value of the underlying collateral if the loan repayment is derived from the sale or operation of such collateral. Impaired loans, or portions of such loans, are charged off when we determine that a realized loss has occurred. Until such time, an allowance for loan losses is maintained for estimated losses. Cash receipts on impaired loans are applied first to accrued interest receivable unless otherwise required by the loan terms, except when an impaired loan is also a nonaccrual loan, in which case the portion of the receipts related to interest is recognized as income. At December 31, 2007, we had six loans totaling $3.8 million which are classified as impaired and on which loan loss allowances totaling $728,000 have been established.  During 2007, interest income of $64,000 was recognized on impaired loans.
 
The following table sets forth delinquencies in our loan portfolio as of the dates indicated:
 
   
At December 31, 2007
   
At December 31, 2006
 
   
60-89 Days
   
90 Days or More
   
60-89 Days
   
90 Days or More
 
   
Number
of Loans
   
Principal
Balance
of Loans
   
Number
of Loans
   
Principal
Balance
of Loans
   
Number
of Loans
   
Principal
Balance
of Loans
   
Number
of Loans
   
Principal
Balance
of Loans
 
   
(Dollars in Thousands)
 
Real estate mortgage:
                                               
One- to four-
 family residential
        $       1     $ 319           $           $  
Construction
                1       1,247       1       1,356              
Home equity
                1       149                          
Commercial and multi-family
    2       1,770       5       2,558                   1       307  
Total
    2       1,770       8       4,273       1       1,356       1       307  
                                                                 
Commercial business
                                               
Consumer
                            1       2       1       16  
Total delinquent loans
    2     $ 1,770       8     $ 4,273       2     $ 1,358       2     $ 323  
                                                                 
Delinquent loans to total loans
            0.48 %             1.16 %             0.42 %             0.10 %


10



   
At December 31, 2005
   
At December 31, 2004
 
   
60-89 Days
   
90 Days or More
   
60-89 Days
   
90 Days or More
 
   
Number
of
Loans
   
Principal
Balance
of Loans
   
Number
of Loans
   
Principal
Balance
of Loans
   
Number
of
Loans
   
Principal
Balance
of Loans
   
Number
of
Loans
   
Principal
Balance
of Loans
 
   
(Dollars in Thousands)
 
Real estate mortgage:
                                               
One- to four-
  family residential
        $       1     $ 79           $       1     $ 173  
Construction
                                               
Home equity
                            1       29              
Commercial and multi-family
                4       803                   1       313  
Total
                5       882       1       29       2       486  
                                                                 
Commercial business
                1       150       1       123       3       515  
Consumer
                                        1       3  
Total delinquent loans
        $       6     $ 1,032       2     $ 152       6     $ 1,004  
                                                                 
Delinquent loans to total loans
            %             0.36 %             0.06 %             0.40 %


   
At December 31, 2003
 
   
60-89 Days
   
90 Days or More
 
   
Number
of Loans
   
Principal
Balance
of Loans
   
Number
of Loans
   
Principal
Balance
of Loans
 
   
(Dollars in Thousands)
 
Real estate mortgage:
     
One- to four-
  family residential
    1     $ 103           $  
Construction
                       
Home equity
                       
Commercial and multi-family
                       
Total
    1       103              
                                 
Commercial business
    3       355       3       386  
Consumer
                       
Total delinquent loans
    4     $ 458       3     $ 386  
                                 
Delinquent loans to total loans
            0.24 %             0.20 %




11


The table below sets forth the amounts and categories of non-performing assets in the Bank’s loan portfolio.  Loans are placed on non-accrual status when the collection of principal and/or interest become doubtful.  For all years presented, BCB Community Bank has had no troubled debt restructurings (which involve forgiving a portion of interest or principal on any loans or making loans at a rate materially less than that of market rates).  Foreclosed assets include assets acquired in settlement of loans.

   
At December 31,
 
   
2007
   
2006
   
2005
   
2004
   
2003
 
   
(Dollars in Thousands)
 
Non-accruing loans:
                             
One- to four-family residential
  $ 319     $     $     $ 173     $  
Construction
    1,247                          
Home equity
    149                          
Commercial and multi-family
    2,039       307       637       313       67  
Commercial business
                150       67        
Consumer
          16                    
Total
    3,754       323       787       553       67  
                                         
Accruing loans delinquent more than 90 days:
                                       
One- to four-family residential
                             
Construction
                             
Home equity
                             
Commercial and multi-family
    519             166             319  
Commercial business
                      448        
Consumer
                79       3        
Total
    519             245       451       319  
                                         
Total non-performing loans
    4,273       323       1,032       1,004       386  
Foreclosed assets
    287                   6        
                                         
Total non-performing assets
  $ 4,560     $ 323     $ 1,032     $ 1,010     $ 386  
Total non-performing assets as a percentage
  of total assets
    0.81 %     0.06 %     0.22 %     0.27 %     0.13 %
Total non-performing loans as a percentage
  of total loans
    1.16 %     0.10 %     0.36 %     0.40 %     0.20 %

For the year ended December 31, 2007, gross interest income which would have been recorded had our non-accruing loans been current in accordance with their original terms amounted to $287,000.  We received and recorded $64,000 in interest income for such loans for the year ended December 31, 2007.

Classified Assets.  Our policies provide for a classification system for problem assets.  Under this classification system, problem assets are classified as “substandard,” “doubtful,” “loss” or “special mention.”  An asset is considered substandard if it is inadequately protected by its current net worth and paying capacity of the borrower or of the collateral pledged, if any. Substandard assets include those characterized by the “distinct possibility” that “some loss” will be sustained if the deficiencies are not corrected.  Assets classified as doubtful have all the weaknesses inherent in those classified substandard with the added characteristic that the weakness present makes “collection or liquidation in full” on the basis of currently existing facts, conditions, and values, “highly questionable and improbable.”  Assets classified as loss are those considered “uncollectible” and of such little value that their continuance as assets without the establishment of a specific loss reserve is not warranted, and the loan is charged-off.  Assets may be designated special mention because of potential weaknesses that do not currently warrant classification in one of the aforementioned categories.
 

12


When we classify problem assets, we may establish general allowances for loan losses in an amount deemed prudent by management.  General allowances represent loss allowances which have been established to recognize the inherent risk associated with lending activities, but which, unlike specific allowances, have not been allocated to particular problem assets. A portion of general loss allowances established to cover possible losses related to assets classified as substandard or doubtful may be included in determining our regulatory capital. Specific valuation allowances for loan losses generally do not qualify as regulatory capital. At December 31, 2007, we had no assets classified as doubtful, $2.4 million in assets classified as substandard, all of which were also classified as impaired and $3.8 million in assets classified as special mention, of which $1.4 million was classified as impaired. The loans classified as substandard represent primarily commercial loans secured either by residential real estate, commercial real estate or heavy equipment.  The loans that have been classified substandard were classified as such primarily because either updated financial information has not been timely provided, or the collateral underlying the loan is in the process of being revalued.
 
Allowances for Loan Losses.  A provision for loan losses is charged to operations based on management’s evaluation of the losses that may be incurred in our loan portfolio.  The evaluation, including a review of all loans on which full collectability of interest and principal may not be reasonably assured, considers: (1) the risk characteristics of the loan portfolio; (2) current economic conditions; (3) actual losses previously experienced; (4) the level of loan growth; and (5) the existing level of reserves for loan losses that are possible and estimable.
 
We monitor our allowance for loan losses and make additions to the allowance as economic conditions dictate. Although we maintain our allowance for loan losses at a level that we consider adequate for the inherent risk of loss in our loan portfolio, future losses could exceed estimated amounts and additional provisions for loan losses could be required.  In addition, our determination of the amount of the allowance for loan losses is subject to review by the New Jersey Department of Banking and Insurance and the FDIC, as part of their examination process. After a review of the information available, our regulators might require the establishment of an additional allowance. Any increase in the loan loss allowance required by regulators would have a negative impact on our earnings.
 

13


The following table sets forth an analysis of the Bank’s allowance for loan losses.
 
   
Years Ended December 31,
 
   
2007
   
2006
   
2005
   
2004
   
2003
 
   
(Dollars in Thousands)
 
                               
Balance at beginning of period
  $ 3,733     $ 3,090     $ 2,506     $ 2,113     $ 1,233  
                                         
Charge-offs:
                                       
One- to four-family residential
                             
Construction
    270                          
Home equity
                             
Commercial and multi-family
                             
Commercial business
          66       522       332        
Consumer
    15       1       24              
Total charge-offs
    285       67       546       332        
                                         
Recoveries
    17       85       12       35        
Net charge-offs (recoveries)
    268       (18 )     534       297        
Provisions charged to operations
    600       625       1,118       690       880  
Ending balance
  $ 4,065     $ 3,733     $ 3,090     $ 2,506     $ 2,113  
                                         
Ratio of non-performing assets to total assets at the end of period
    0.81 %     0.06 %     0.22 %     0.27 %     0.13 %
                                         
Allowance for loan losses as a percent of total loans outstanding
    1.10 %     1.16 %     1.07 %     1.01 %     1.11 %
                                         
Ratio of net charge-offs (recoveries) during the period to loans outstanding at end of the period
    0.07 %     (0.01 )%     0.19 %     0.13 %     %
                                         
Ratio of net charge-offs (recoveries) during the period to non-performing loans at the end of the period
    6.27 %     (5.57 )%     51.74 %     29.58 %     %


 

14



 
Allocation of the Allowance for Loan Losses.  The following table illustrates the allocation of the allowance for loan losses for each category of loan.  The allocation of the allowance to each category is not necessarily indicative of future loss in any particular category and does not restrict our use of the allowance to absorb losses in other loan categories.
 
   
At December 31,
 
   
2007
   
2006
   
2005
   
2004
   
2003
 
   
Amount
   
Percent of
Loans in
each
Category in
Total Loans
   
Amount
   
Percent of
Loans in
each
Category in
Total Loans
   
Amount
   
Percent of
Loans in
each
Category in
Total Loans
   
Amount
   
Percent of
Loans in
each
Category in
Total Loans
   
Amount
   
Percent of
Loans in
each
Category in
Total Loans
 
   
(Dollars in Thousands)
 
Type of loan:
                                                           
One- to four-family
  $ 221       14.96 %   $ 69       13.64 %   $ 76       12.11 %   $ 78       13.98 %   $ 105       17.74 %
Construction
    885       13.53       1,068       12.06       329       9.98       217       7.70       125       5.24  
Home equity
    172       9.58       126       10.02       91       8.43       82       8.27       50       8.80  
Commercial and multi-family
    2,476       56.35       2,285       59.60       2,180       64.26       1,669       63.68       1,178       60.25  
Commercial business
    262       5.38       168       4.56       401       5.06       444       6.07       649       7.35  
Consumer
    49       0.20       17       0.12       13       0.16       16       0.30       6       0.62  
Total
  $ 4,065       100.00 %   $ 3,733       100.00 %   $ 3,090       100.00 %   $ 2,506       100.00 %   $ 2,113       100.00 %


15



Investment Activities
 
Investment Securities. We are required under federal regulations to maintain a minimum amount of liquid assets that may be invested in specified short-term securities and certain other investments.  The level of liquid assets varies depending upon several factors, including: (i) the yields on investment alternatives, (ii) our judgment as to the attractiveness of the yields then available in relation to other opportunities, (iii) expectation of future yield levels, and (iv) our projections as to the short-term demand for funds to be used in loan origination and other activities.  Investment securities, including mortgage-backed securities, are classified at the time of purchase, based upon management’s intentions and abilities, as securities held-to-maturity or securities available for sale.  Debt securities acquired with the intent and ability to hold to maturity are classified as held-to-maturity and are stated at cost and adjusted for amortization of premium and accretion of discount, which are computed using the level yield method and recognized as adjustments of interest income.  All other debt securities are classified as available for sale to serve principally as a source of liquidity.
 
Current regulatory and accounting guidelines regarding investment securities require us to categorize securities as held-to-maturity, available for sale or trading.  As of December 31, 2007, we had $165.0 million of securities classified as held-to-maturity, $2.1 million in securities classified as available for sale (consisting of 80,000 shares of a Fannie Mae preferred stock issue purchased at $25.15/share yielding 8.25% until December 31, 2010 and then yielding the greater of 7.75% per annum or 3-Month LIBOR plus 423 basis points; where the Dividend Rate will reset quarterly beginning 12/31/2010 and will be callable on that date and each fifth anniversary thereafter in whole or in part at the redemption price of $25.00/share plus accrued dividends from the most recent Payment Date), and no securities classified as trading.  Securities classified as available for sale are reported for financial reporting purposes at the fair value with net changes in the fair value from period to period included as a separate component of stockholders’ equity, net of income taxes.  At December 31, 2007, our securities classified as held-to-maturity had a fair value of $165.7 million.  Changes in the fair value of securities classified as held-to-maturity do not affect our income.  Management has the intent and we have the ability to hold securities classified as held-to-maturity.  During the year ended December 31, 2007, we had no securities sales.
 
At December 31, 2007, our investment policy allowed investments in instruments such as: (i) U.S. Treasury obligations; (ii) U.S. federal agency or federally sponsored agency obligations; (iii) mortgage-backed securities; and (iv) certificates of deposit.  The Board of Directors may authorize additional investments.  At December 31, 2007, our U.S. Government agency securities totaled $130.2 million, all of which were classified as held-to-maturity and which primarily consisted of callable securities issued by government sponsored enterprises.
 
As a source of liquidity and to supplement our lending activities, we have invested in residential mortgage-backed securities.  Mortgage-backed securities generally yield less than the loans that underlie such securities because of the cost of payment guarantees or credit enhancements that reduce credit risk.  Mortgage-backed securities can serve as collateral for borrowings and, through repayments, as a source of liquidity.  Mortgage-backed securities represent a participation interest in a pool of single-family or other type of mortgages.  Principal
 

16


and interest payments are passed from the mortgage originators, through intermediaries (generally government-sponsored enterprises) that pool and repackage the participation interests in the form of securities, to investors, like us.  The government-sponsored enterprises guarantee the payment of principal and interest to investors and include Freddie Mac, Ginnie Mae, and Fannie Mae.
 
Mortgage-backed securities typically are issued with stated principal amounts.  The securities are backed by pools of mortgage loans that have interest rates that are within a set range and have varying maturities.  The underlying pool of mortgages can be composed of either fixed rate or adjustable rate mortgage loans.  Mortgage-backed securities are generally referred to as mortgage participation certificates or pass-through certificates.  The interest rate risk characteristics of the underlying pool of mortgages (i.e., fixed rate or adjustable rate) and the prepayment risk, are passed on to the certificate holder.  The life of a mortgage-backed pass-through security is equal to the life of the underlying mortgages.  Expected maturities will differ from contractual maturities due to scheduled repayments and because borrowers may have the right to call or prepay obligations with or without prepayment penalties.
 
Securities Portfolio.  The following table sets forth the carrying value of our securities portfolio and Federal funds at the dates indicated.
 
   
At December 31,
 
   
2007
   
2006
   
2005
 
   
(In Thousands)
 
Securities available for sale:
                 
Equity securities
  $ 2,056     $     $  
                       
U.S. Government and Agency securities
    130,156       122,594       109,090  
    Mortgage-backed securities
    34,861       26,078       30,912  
   Total securities held to maturity
    165,017       148,672       140,002  
Money market funds
    3,500       17,500       18,500  
FHLB stock
    5,560       3,724       2,778  
Total investment securities
  $ 176,133     $ 169,896     $ 161,280  

The following table shows our securities held-to-maturity purchase, sale and repayment activities for the periods indicated.
 
   
Years Ended December 31,
 
   
2007
   
2006
   
2005
 
   
(In Thousands)
 
                   
Purchases:
                 
Fixed-rate
  $ 37,338     $ 37,500     $ 55,815  
  Total purchases
  $ 37,338     $ 37,500     $ 55,815  
                         
Sales:
                       
Fixed-rate
  $     $     $ 7,345  
  Total sales
  $     $     $ 7,345  
                         
Principal Repayments:
                       
Repayment of principal
  $ 21,010     $ 28,845     $ 25,531  
Increase in other items, net
    17       15       27  
  Net increases
  $ 16,345     $ 8,670     $ 22,966  


17


Maturities of Securities Portfolio.  The following table sets forth information regarding the scheduled maturities, carrying values, estimated market values, and weighted average yields for the Bank’s securities portfolio at December 31, 2007 by contractual maturity.  The following table does not take into consideration the effects of scheduled repayments or the effects of possible prepayments.
 
   
As of December 31, 2007
 
   
Within one year
   
More than
One to five years
   
More than five to
ten years
   
More than ten years
         
Total investment
securities
 
   
Carrying
Value
   
Average
Yield
   
Carrying
Value
   
Average
Yield
   
Carrying
Value
   
Average
Yield
   
Carrying
Value
   
Average
Yield
   
Fair
Value
   
Carrying
Value
   
Average
Yield
 
   
(Dollars in Thousands)
 
                                                                   
U.S. government agency securities
  $ 4,000       4.31 %   $ 25,312       4.76 %   $ 15,988       4.96 %   $ 84,856       6.11 %   $ 131,022     $ 130,156       5.65 %
Mortgage-backed securities
    -       -       157       6.00       1,334       5.79       33,370       5.06       34,638       34,861       5.09  
Equity securities
    2,056       8.25                                           2,056       2,056       8.25  
FHLB stock
    5,560       8.40                                           5,560       5,560       8.40  
Total investment securities
  $ 11,616       6.97 %   $ 25,469       4.77 %   $ 17,332       5.02 %   $ 118,226       5.81 %   $ 173,276     $ 172,633       5.66 %


18


Sources of Funds
 
Our major external source of funds for lending and other investment purposes are deposits.  Funds are also derived from the receipt of payments on loans and prepayment of loans and maturities of investment securities and mortgage-backed securities and borrowings. Scheduled loan principal repayments are a relatively stable source of funds, while deposit inflows and outflows and loan prepayments are significantly influenced by general interest rates and market conditions.
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