UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Commission File Number 0-25045
NOTIFICATION OF LATE FILING
[X] Form 10-QSB
For Period Ended: June 30, 2003
Nothing in the form shall be construed to imply that the Commission has verified
any information contained herein.
If the notification relates to a portion of the filing checked above, identify
the Item(s) to which the notification relates: Not applicable
PART I
REGISTRANT INFORMATION
Full Name of Registrant: Central Federal Corporation
Address of Principal Executive
Office 601 Main Street
City, State and Zip Code Wellsville, Ohio 43968
PART II
RULES 12b-25(b) and (c)
If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following
should be completed. (Check box if appropriate.)
[ ] (a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense;
[X] (b) The subject quarterly report on Form 10-QSB will be filed on
or before the fifth calendar day following the prescribed due
date; and
[ ] (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
PART III
NARRATIVE
State below in reasonable detail the reasons that the required Form 10-QSB
could not be filed within the prescribed period.
The registrant worked diligently to prepare and file its quarterly report on
Form 10-QSB for its fiscal quarter ended June 30, 2003, but it was unable to
complete necessary reviews of the financial statements included in the report
by the prescribed filing date, August 14, 2003. The impediment to completing
those reviews could not be eliminated without unreasonable effort on expense.
The registrant's Form 10-QSB for the fiscal quarter ended June 30, 2003 will be
filed no later than August 19, 2003, within the time period prescribed by Rule
12b-25(b)(2)(ii) promulgated under the Securities Exchange Act of 1934.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Kelley L. Nanna 330 532-1517
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d) of
the Securities Exchange Act of 1934 or Section 30 of the Investment
Company Act of 1940 during the preceding 12 months (or for such shorter
period that the registrant was required to file such reports) been
filed? If the answer is no, identify report(s).
[X] Yes [ ] No
(3) Is it anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject
report or portion thereof? [X] Yes [ ] No
(4) If so, attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the reasons
why a reasonable estimate of the results cannot be made.
CENTRAL FEDERAL CORPORATION
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(Exact name of registrant as specified in its charter)
has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: August 14, 2003 By /s/ Kelley L. Nanna
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Kelley L. Nanna, CPA
Treasurer
(Principal Financial Officer)
CHANGE IN RESULTS OF OPERATIONS
Net income for the three months ended June 30, 2003 decreased by $88,000 or
62.9% from $140,000 for the three months ended June 30, 2002 to $52,000 for the
three months ended June 30, 2003. Net income (loss) decreased $1.4 million or
406.9% from $349,000 for the six months ended June 30, 2003 to ($1,071,000) for
the six months ended June 30, 2003. Basic earnings per share were $.03 and $.09
for the quarter ended June 30, 2003 and 2002, respectively. Basic earnings
(loss) per share were ($.64) and $.22 for the six months ended June 30, 2003
and 2002, respectively. Diluted earnings per share were $.03 and $.09 for the
quarter ended June 30, 2003 and 2002, respectively. Diluted earnings (loss) per
share were ($.63) and $.22 for the six months ended June 30, 2003 and 2002,
respectively.
The reduction in net income primarily was attributable to a significant
increase in non-interest expense for the six months ended June 30, 2003.
Non-interest expense for the six months ended June 30, 2003 was $3,568,000 as
compared to $1,562,000 for the six months ended June 30, 2002. There also was a
significant decrease in interest income, but that decrease was substantially
offset by a decrease in interest expense. Interest income for the six months
ended June 30, 2003 was $2,928,000 as compared to $3,708 for the six months
ended June 30, 2002, while interest expense for the six months ended June 30,
2003 was $1,123,000 as compared to $1,854,000 for the six months ended June 30,
2002.
More complete information regarding the registrant's results of operations for
the quarter and six months ended June 30, 2003 is set forth in the financial
statements and related Management's Discussion and Analysis included in the
registrant's Form 10-QSB for the quarter ended June 30, 2003, which will be
filed with the Securities and Exchange Commission no later than August 19, 2003.