##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-QSB
  þ
    
    QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
 For the quarterly period ended June 30, 2006
 o
    
    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
 For
the transition period from _________ to _________
 000-31673
 OHIO LEGACY CORP
  (State or other jurisdiction of incorporation or organization)
 (I.R.S. Employer Identification No.)
 305 West Liberty Street, Wooster, OH, 44691
 (Issuers telephone number)
 þ o
 o þ
  o þ




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##### 



PagePART I  FINANCIAL INFORMATIONItem 1. Financial Statements
    
    
    3Item 2. Managements Discussion and Analysis
    
    
    16Item 3. Controls and Procedures
    
    
    27PART II  OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    27Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    27Item 3. Defaults Upon Senior Securities
    
    
    27Item 4. Submission of Matters to a Vote of Security Holders
    
    
    27Item 5. Other Information
    
    
    27Item 6. Exhibits
    
    
    28SIGNATURES
    
    
    29EX-31.1EX-31.2
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##### Table of Contents



PART I  FINANCIAL INFORMATION
 
 Item 1. Financial Statements.
 
 June 30,
    
    
    December 31,2006
    
    
    2005(unaudited)ASSETSCash and due from banks
    
    $
    7,188,800
    
    
    $
    4,528,094Federal funds sold and interest-bearing deposits in financial institutions
    
    
    5,835,777
    
    
    
    3,594,452Cash and cash equivalents
    
    
    13,024,577
    
    
    
    8,122,546Certificate of deposit in financial institution
    
    
    100,000
    
    
    
    100,000Securities available for sale
    
    
    29,292,722
    
    
    
    33,032,297Securities held to maturity (fair value of $806,712 and $823,359
at June 30, 2006, and December 31, 2005)
    
    
    833,442
    
    
    
    838,224Loans, net of allowance of $1,706,244 and $1,589,407 at
June 30, 2006 and December 31, 2005
    
    
    172,422,429
    
    
    
    158,182,319Federal bank stock
    
    
    1,512,900
    
    
    
    1,479,500Premises and equipment, net
    
    
    3,733,601
    
    
    
    3,797,314Intangible assets
    
    
    363,682
    
    
    
    455,244Accrued interest receivable and other assets
    
    
    2,435,045
    
    
    
    2,010,323Total assets
    
    $
    223,718,398
    
    
    $
    208,017,767LIABILITIESDeposits:Noninterest-bearing demand
    
    $
    14,539,371
    
    
    $
    15,727,338Interest-bearing demand
    
    
    10,703,674
    
    
    
    12,231,345Savings
    
    
    44,334,269
    
    
    
    42,665,057Certificates of deposit
    
    
    99,909,014
    
    
    
    92,273,308Total deposits
    
    
    169,486,328
    
    
    
    162,897,048Repurchase agreements
    
    
    2,897,889
    
    
    
    3,066,517Short term Federal Home Loan Bank advances
    
    
    6,700,000
    
    
    
    7,200,000Federal Home Loan Bank advances
    
    
    21,533,069
    
    
    
    11,796,010Subordinated debentures
    
    
    3,325,000
    
    
    
    3,325,000Capital lease obligations
    
    
    952,228
    
    
    
    959,450Accrued interest payable and other liabilities
    
    
    746,511
    
    
    
    668,867Total liabilities
    
    
    205,641,025
    
    
    
    189,912,892SHAREHOLDERS EQUITYPreferred stock, no par value, 500,000 shares authorized,
none outstanding
    
    
    
    
    
    
    Common stock, no par value, 5,000,000 shares authorized,
2,214,564 shares issued and outstanding at
June 30, 2006, and December 31, 2005, respectively
    
    
    18,719,231
    
    
    
    18,658,386Accumulated earnings
    
    
    231,415
    
    
    
    79,415Accumulated other comprehensive income (loss)
    
    
    (873,273
    )
    
    
    (632,926
    )Total shareholders equity
    
    
    18,077,373
    
    
    
    18,104,875Total liabilities and shareholders equity
    
    $
    223,718,398
    
    
    $
    208,017,767
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For the Three Months Ended
    
    
    For the Six Months EndedJune 30,
    
    
    June 30,2006
    
    
    2005
    
    
    2006
    
    
    2005Interest and dividends income:Loans, including fees
    
    $
    2,943,590
    
    
    $
    2,357,997
    
    
    $
    5,697,828
    
    
    $
    4,476,408Securities, taxable
    
    
    301,144
    
    
    
    367,720
    
    
    
    622,808
    
    
    
    755,684Securities, tax-exempt
    
    
    7,188
    
    
    
    5,746
    
    
    
    14,369
    
    
    
    11,484Interest-bearing deposits and federal funds
sold and other
    
    
    61,070
    
    
    
    28,834
    
    
    
    103,623
    
    
    
    91,912Dividends on federal bank stock
    
    
    21,672
    
    
    
    18,962
    
    
    
    43,291
    
    
    
    36,351Total interest and dividends income
    
    
    3,334,664
    
    
    
    2,779,259
    
    
    
    6,481,919
    
    
    
    5,371,839Interest expense:Deposits
    
    
    1,269,073
    
    
    
    928,416
    
    
    
    2,342,844
    
    
    
    1,774,594Short term Federal Home Loan Bank advances
    
    
    41,532
    
    
    
    5,915
    
    
    
    110,680
    
    
    
    5,915Federal Home Loan Bank advances
    
    
    231,298
    
    
    
    87,506
    
    
    
    403,152
    
    
    
    178,392Subordinated debentures
    
    
    70,722
    
    
    
    70,722
    
    
    
    141,444
    
    
    
    141,444Repurchase agreements
    
    
    32,120
    
    
    
    
    
    
    
    60,991
    
    
    
    Capital leases
    
    
    37,378
    
    
    
    37,766
    
    
    
    74,865
    
    
    
    75,618Total interest expense
    
    
    1,682,123
    
    
    
    1,130,325
    
    
    
    3,133,976
    
    
    
    2,175,963Net interest income
    
    
    1,652,541
    
    
    
    1,648,934
    
    
    
    3,347,943
    
    
    
    3,195,876Provision for loan losses
    
    
    127,000
    
    
    
    15,000
    
    
    
    177,000
    
    
    
    107,046Net interest income after provision for loan losses
    
    
    1,525,541
    
    
    
    1,633,934
    
    
    
    3,170,943
    
    
    
    3,088,830Noninterest income:Service charges and other fees
    
    
    287,680
    
    
    
    128,050
    
    
    
    534,153
    
    
    
    254,287Gain on sale of credit card portfolio
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9,782Loss on disposal of fixed asset
    
    
    (1,136
    )
    
    
    (4,424
    )
    
    
    (1,872
    )
    
    
    (4,424
    )Gain (loss) on sale of repossessed assets
    
    
    (11,928
    )
    
    
    7,000
    
    
    
    (6,298
    )
    
    
    7,000Other income
    
    
    10,713
    
    
    
    5,316
    
    
    
    22,651
    
    
    
    10,793Total noninterest income
    
    
    285,329
    
    
    
    135,942
    
    
    
    548,634
    
    
    
    277,438Noninterest expense:Salaries and benefits
    
    
    910,431
    
    
    
    721,531
    
    
    
    1,830,027
    
    
    
    1,325,004Occupancy and equipment
    
    
    237,268
    
    
    
    196,174
    
    
    
    473,373
    
    
    
    397,097Professional fees
    
    
    112,496
    
    
    
    138,164
    
    
    
    202,778
    
    
    
    275,717Franchise tax
    
    
    63,750
    
    
    
    62,213
    
    
    
    127,550
    
    
    
    133,513Data processing
    
    
    150,354
    
    
    
    147,950
    
    
    
    302,073
    
    
    
    310,225Marketing and advertising
    
    
    44,811
    
    
    
    43,056
    
    
    
    86,644
    
    
    
    81,670Stationery and supplies
    
    
    34,867
    
    
    
    28,128
    
    
    
    66,343
    
    
    
    59,826Amortization of intangible asset
    
    
    44,497
    
    
    
    54,766
    
    
    
    91,562
    
    
    
    112,099Deposit expenses and insurance
    
    
    54,428
    
    
    
    41,196
    
    
    
    97,085
    
    
    
    77,049Other expenses
    
    
    98,901
    
    
    
    108,720
    
    
    
    202,248
    
    
    
    192,597Total noninterest expense
    
    
    1,751,803
    
    
    
    1,541,898
    
    
    
    3,479,683
    
    
    
    2,964,797Earnings before income tax expense
    
    
    59,067
    
    
    
    227,978
    
    
    
    239,894
    
    
    
    401,471Income tax expense
    
    
    24,067
    
    
    
    76,978
    
    
    
    87,894
    
    
    
    135,471Net earnings
    
    $
    35,000
    
    
    $
    151,000
    
    
    $
    152,000
    
    
    $
    266,000Basic earnings per share
    
    $
    0.02
    
    
    $
    0.07
    
    
    $
    0.07
    
    
    $
    0.12Diluted earnings per share
    
    
    0.02
    
    
    
    0.07
    
    
    
    0.07
    
    
    
    0.12
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For the Three Months Ended
    
    
    For the Six Months EndedJune 30,
    
    
    June 30,2006
    
    
    2005
    
    
    2006
    
    
    2005Shareholders equity, beginning of period
    
    $
    18,181,118
    
    
    $
    17,186,617
    
    
    $
    18,104,875
    
    
    $
    17,240,374Net earnings
    
    
    35,000
    
    
    
    151,000
    
    
    
    152,000
    
    
    
    266,000Other comprehensive income (loss), net of tax:Net unrealized gain (loss) on available for sale
securities arising during the period
    
    
    (192,540
    )
    
    
    210,722
    
    
    
    (240,347
    )
    
    
    (94,535
    )Total comprehensive income (loss)
    
    
    (157,540
    )
    
    
    361,722
    
    
    
    (88,347
    )
    
    
    171,465Proceeds from exercise of stock warrants
    
    
    
    
    
    
    37,600
    
    
    
    
    
    
    
    165,600Additional paid in capital from stock options
    
    
    53,795
    
    
    
    
    
    
    
    60,845Proceeds from exercise of stock options
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8,500Income tax benefit from exercise of stock options
    
    
    
    
    
    
    1,530
    
    
    
    
    
    
    
    1,530Shareholders equity, end of period
    
    $
    18,077,373
    
    
    $
    17,587,469
    
    
    $
    18,077,373
    
    
    $
    17,587,469
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For the Six Months Ended June 30,2006
    
    
    2005Cash flows from operating activities:Net earnings
    
    $
    152,000
    
    
    $
    266,000Adjustments to reconcile net earnings to net cash from
operating activities:Depreciation and amortization
    
    
    296,715
    
    
    
    274,306Securities amortization and accretion, net
    
    
    60,724
    
    
    
    77,890Federal Home loan Bank (FHLB) stock dividends
    
    
    (26,400
    )
    
    
    (19,800
    )Provision for loan losses
    
    
    177,000
    
    
    
    107,046Loss from Ohio Legacy Trust I
    
    
    4,038
    
    
    
    Gain on sale of credit card portfolio
    
    
    
    
    
    
    (9,782
    )Loss on disposal of fixed asset
    
    
    1,872
    
    
    
    4,424Loss on dispositions of real estate owned
    
    
    11,928
    
    
    
    Accretion of fair value purchase adjustments
    
    
    (10,385
    )
    
    
    (79,242
    )Stock option expense
    
    
    60,845
    
    
    
    Net change in:Accrued interest receivable and other assets
    
    
    (263,988
    )
    
    
    (99,814
    )Accrued interest payable and other liabilities
    
    
    77,644
    
    
    
    (23,274
    )Deferred loan fees
    
    
    (26,277
    )
    
    
    35,962Net cash provided by operating activities
    
    
    515,716
    
    
    
    533,716Cash flows from investing activities:Purchases of securities available for sale
    
    
    
    
    
    
    (3,459,730
    )Purchases of certificates of deposit
    
    
    
    
    
    
    (100,000
    )Maturities, calls and paydowns of securities available for sale
    
    
    3,301,337
    
    
    
    4,536,957Proceeds from sale of credit card portfolio
    
    
    
    
    
    
    257,418Proceeds from sale of real estate owned
    
    
    182,090
    
    
    
    Purchases of federal bank stock
    
    
    (7,000
    )
    
    
    (60,050
    )Net change in loans
    
    
    (14,607,674
    )
    
    
    (13,964,369
    )Participation loans purchased
    
    
    
    
    
    
    Purchases of premises and equipment
    
    
    (143,312
    )
    
    
    (573,620
    )Net cash used by investing activities
    
    
    (11,274,559
    )
    
    
    (13,363,394
    )Cash flows from financing activities:Net change in deposits
    
    
    6,599,665
    
    
    
    5,456,299Net change in repurchase agreements
    
    
    (168,628
    )
    
    
    Repayment of capital lease obligations
    
    
    (7,222
    )
    
    
    (4,452
    )Proceeds from exercise of stock warrants
    
    
    
    
    
    
    165,600Proceeds from exercise of stock options
    
    
    
    
    
    
    8,500Proceeds from short term FHLB advances, net of repayments
    
    
    (500,000
    )
    
    
    4,500,000Proceeds from FHLB advances
    
    
    12,000,000
    
    
    
    Repayments of FHLB advances
    
    
    (2,262,941
    )
    
    
    (3,245,144
    )Net cash provided by financing activities
    
    
    15,660,874
    
    
    
    6,880,803Net change in cash and cash equivalents
    
    
    4,902,031
    
    
    
    (5,948,875
    )Cash and cash equivalents at beginning of period
    
    
    8,122,546
    
    
    
    16,989,323Cash and cash equivalents at end of period
    
    $
    13,024,577
    
    
    $
    11,040,448Supplemental disclosures of cash flow information:Cash paid during the period for:Interest
    
    $
    3,055,853
    
    
    $
    2,168,161Federal income taxes
    
    
    160,000
    
    
    
    180,000Noncash transactions:Transfer of loans to other real estate owned
    
    $
    216,841
    
    
    
    
  6




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NOTE 1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Nature of Operations and Principles of Consolidation
    Use of Estimates
 Reclassifications
 Income Taxes
 Stock-based compensation
  7




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NOTE 1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
      8




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NOTE 1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  Three months ended June 30, 2006Using
    
    
    SFASPrevious
    
    
    123(R)
    
    
    AsAccounting
    
    
    Adjustments
    
    
    ReportedIncome before income taxes
    
    $
    112,862
    
    
    $
    (53,795
    )
    
    $
    59,067Income taxes
    
    
    39,054
    
    
    
    14,987
    
    
    
    24,067Net income
    
    $
    73,808
    
    
    $
    (38,808
    )
    
    $
    35,000Basic earnings per share
    
    $
    0.03
    
    
    $
    (0.01
    )
    
    $
    0.02Diluted earnings per share
    
    $
    0.03
    
    
    $
    (0.01
    )
    
    $
    0.02
 Six months ended June 30, 2006Using
    
    
    SFASPrevious
    
    
    123(R)
    
    
    AsAccounting
    
    
    Adjustments
    
    
    ReportedIncome before income taxes
    
    $
    300,739
    
    
    $
    (60,845
    )
    
    $
    239,894Income taxes
    
    
    102,881
    
    
    
    14,987
    
    
    
    87,894Net income
    
    $
    197,858
    
    
    $
    (45,858
    )
    
    $
    152,000Basic earnings per share
    
    $
    0.09
    
    
    $
    (0.02
    )
    
    $
    0.07Diluted earnings per share
    
    $
    0.09
    
    
    $
    (0.02
    )
    
    $
    0.07
  Three months ended June 30, 2005Pro Forma asAs
    
    
    Pro Forma
    
    
    If underReported
    
    
    Adjustments
    
    
    SFAS 123(R)Income before income taxes
    
    $
    227,978
    
    
    $
    (217,121
    )
    
    $
    10,857Income taxes
    
    
    76,978
    
    
    
    55,882
    
    
    
    21,096Net income
    
    $
    151,000
    
    
    $
    (161,239
    )
    
    $
    (10,239
    )Basic earnings per share
    
    $
    0.07
    
    
    $
    (0.07
    )
    
    $
    (0.00
    )Diluted earnings per share
    
    $
    0.07
    
    
    $
    (0.07
    )
    
    $
    (0.00
    )
  9




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NOTE 1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Six months ended June 30, 2005Pro Forma asAs
    
    
    Pro Forma
    
    
    If underReported
    
    
    Adjustments
    
    
    SFAS 123(R)Income before income taxes
    
    $
    401,471
    
    
    $
    (267,398
    )
    
    $
    134,073Income taxes
    
    
    135,471
    
    
    
    58,921
    
    
    
    76,550Net income
    
    $
    266,000
    
    
    $
    (208,477
    )
    
    $
    57,523Basic earnings per share
    
    $
    0.12
    
    
    $
    (0.09
    )
    
    $
    0.03Diluted earnings per share
    
    $
    0.12
    
    
    $
    (0.09
    )
    
    $
    0.03
  Six months endedJune 30, 2006Total options outstandingWeighted
    
    
    WeightedAverage
    
    
    AverageExercise
    
    
    FairShares
    
    
    Price
    
    
    ValueOptions outstanding, beginning of
period
    
    
    285,750
    
    
    $
    10.76
    
    
    $
    4.73Forfeited
    
    
    (21,250
    )
    
    
    10.80
    
    
    
    4.90Exercised
    
    
    
    
    
    
    
    
    
    
    Granted
    
    
    29,875
    
    
    
    9.52
    
    
    
    4.64Options outstanding, end of period
    
    
    294,375
    
    
    $
    10.63
    
    
    $
    4.71Options exercisable, end of period
    
    
    269,000
    
    
    $
    10.74
    
    
    $
    4.72
  Six Months EndedJune 30, 2006WeightedAverageTotal unvested options
    
    Shares
    
    
    Fair ValueUnvested options, beginning of period
    
    
    37,500
    
    
    $
    2.99Vested
    
    
    (37,000
    )
    
    
    3.25Forfeited
    
    
    (5,000
    )
    
    
    2.77Granted
    
    
    29,875
    
    
    
    4.64Unvested options, end of period
    
    
    25,375
    
    
    $
    4.59
  10




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NOTE 1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  Six Months EndedJune 30,2006
    
    
    2005Proceeds of options exercised
    
    $
    
    
    
    $
    8,500Related tax benefit recognized
    
    
    
    
    
    
    1,530Intrinsic value of options exercised
    
    
    
    
    
    
    4,500
   Outstanding
    
    
    ExercisableWeightedAverage
    
    
    Weighted
    
    
    
    
    
    
    WeightedRemaining
    
    
    Average
    
    
    
    
    
    
    AverageContractual
    
    
    Exercise
    
    
    
    
    
    
    ExerciseRange of Exercise Prices
    
    Number
    
    
    Life (years)
    
    
    Price
    
    
    Number
    
    
    Price$8.50  $9.99
    
    
    72,375
    
    
    
    8.16
    
    
    $
    8.97
    
    
    
    47,000
    
    
    $
    8.71$10.00
    
    
    91,500
    
    
    
    5.83
    
    
    
    10.00
    
    
    
    91,500
    
    
    
    10.00$12.00
    
    
    130,500
    
    
    
    8.40
    
    
    
    12.00
    
    
    
    130,500
    
    
    
    12.00294,375
    
    
    
    7.54
    
    
    $
    10.63
    
    
    
    269,000
    
    
    $
    10.74
  May 2006
    
    
    May 2006
    
    
    April 2005Stock Options
    
    
    Stock Options
    
    
    Stock OptionsOptions granted
    
    
    500
    
    
    
    29,375
    
    
    
    89,500Fair value, calculated
    
    $
    4.50
    
    
    $
    4.64
    
    
    $
    5.59Exercise price
    
    $
    9.27
    
    
    $
    9.52
    
    
    $
    12.00Risk-free interest rate, 10-year Treasury
    
    
    5.12
    %
    
    
    5.10
    %
    
    
    4.19
    %Expected stock price volatility
    
    
    24.14
    %
    
    
    24.43
    %
    
    
    25.91
    %Expected dividend rate
    
    None
    
    None
    
    NoneExpected life
    
    10 years
    
    10 years
    
    10 years
  11




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##### Table of Contents



NOTE 1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  CompensationCostsRemainder of 2006
    
    $
    19,4282007
    
    
    38,8572008
    
    
    37,0152009
    
    
    7,873Total
    
    $
    103,173
 NOTE 2  EARNINGS PER SHARE
  Three months ended
    
    
    Six months endedJune 30
    
    
    June 302006
    
    
    2005
    
    
    2006
    
    
    2005BASIC:Net earnings
    
    $
    35,000
    
    
    $
    151,000
    
    
    $
    152,000
    
    
    $
    266,000Weighted average common shares outstanding
    
    
    2,214,564
    
    
    
    2,135,439
    
    
    
    2,214,564
    
    
    
    2,129,171Basic earnings per share
    
    $
    0.02
    
    
    $
    0.07
    
    
    $
    0.07
    
    
    $
    0.12DILUTED:Net earnings
    
    $
    35,000
    
    
    $
    151,000
    
    
    $
    152,000
    
    
    $
    266,000Weighted average common shares outstanding
    
    
    2,214,564
    
    
    
    2,135,439
    
    
    
    2,214,564
    
    
    
    2,129,171Dilutive effect of stock options
    
    
    3,642
    
    
    
    21,300
    
    
    
    5,108
    
    
    
    33,435Dilutive effect of stock warrants
    
    
    
    
    
    
    34,652
    
    
    
    284
    
    
    
    55,789Total common shares and dilutive potential
common shares
    
    
    2,218,206
    
    
    
    2,191,391
    
    
    
    2,219,956
    
    
    
    2,218,395Diluted earnings per share
    
    $
    0.02
    
    
    $
    0.07
    
    
    $
    0.07
    
    
    $
    0.12
  Three months ended
    
    
    Six months endedJune 30
    
    
    June 302006
    
    
    2005
    
    
    2006
    
    
    2005Stock options
    
    
    222,000
    
    
    
    143,250
    
    
    
    130,500
    
    
    
    Stock warrants
    
    
    150,000
    
    
    
    
    
    
    
    
    
    
    
    
  12




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##### Table of Contents



NOTE 3  LOANS
  June 30, 2006
    
    
    December 31, 2005Balance
    
    
    Percent
    
    
    Balance
    
    
    PercentResidential real estate
    
    $
    63,011,619
    
    
    
    36.1
    %
    
    $
    59,320,852
    
    
    
    37.1
    %Multifamily residential real estate
    
    
    10,044,683
    
    
    
    5.8
    
    
    
    9,929,945
    
    
    
    6.2Commercial real estate
    
    
    61,999,726
    
    
    
    35.6
    
    
    
    54,522,175
    
    
    
    34.1Construction
    
    
    10,979,961
    
    
    
    6.3
    
    
    
    11,758,408
    
    
    
    7.3Commercial
    
    
    17,229,037
    
    
    
    9.9
    
    
    
    12,805,424
    
    
    
    8.0Consumer and home equity
    
    
    11,057,741
    
    
    
    6.3
    
    
    
    11,655,793
    
    
    
    7.3Total loans
    
    
    174,322,767
    
    
    
    100.0
    %
    
    
    159,992,597
    
    
    
    100.0
    %Less: Allowance for loan losses
    
    
    (1,706,244
    )
    
    
    
    
    
    
    (1,589,407
    )Net deferred loan fees
    
    
    (194,094
    )
    
    
    
    
    
    
    (220,871
    )Loans, net
    
    $
    172,422,429
    
    
    
    
    
    
    $
    158,182,319
   For the Three Months Ended
    
    
    For the Six Months EndedJune 30,
    
    
    June 30,2006
    
    
    2005
    
    
    2006
    
    
    2005Balance, beginning of period
    
    $
    1,637,205
    
    
    $
    1,344,001
    
    
    $
    1,589,407
    
    
    $
    1,263,655Provision for loan losses
    
    
    127,000
    
    
    
    15,000
    
    
    
    177,000
    
    
    
    107,046Loans charged-off
    
    
    (59,075
    )
    
    
    (143,649
    )
    
    
    (63,087
    )
    
    
    (155,870
    )Recoveries
    
    
    1,114
    
    
    
    408
    
    
    
    2,924
    
    
    
    929Balance, end of period
    
    $
    1,706,244
    
    
    $
    1,215,760
    
    
    $
    1,706,244
    
    
    $
    1,215,760Allowance for loan losses, percent of total loans
    
    
    0.98
    %
    
    
    0.83
    %
  June 30,
    
    
    December 31,2006
    
    
    2005Loans past due over 90 days still on accrual
    
    $
    
    
    
    $
    Nonaccrual loans, includes smaller balance homogeneous loans
    
    
    678,048
    
    
    
    663,970Impaired loans, included in nonaccrual loans
    
    $
    177,067
    
    
    $
    344,837Amount of the allowance for loan losses allocated
    
    
    
    
    
    
    35,000
  13




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##### Table of Contents



NOTE 3  LOANS
 For the Three Months Ended
    
    
    For the Six Months EndedJune 30,
    
    
    June 30,2006
    
    
    2005
    
    
    2006
    
    
    2005Interest income foregone on nonaccrual loans
    
    $
    9,429
    
    
    $
    7,654
    
    
    $
    14,451
    
    
    $
    28,790Average of impaired loans during the period
    
    $
    262,534
    
    
    $
    338,949
    
    
    $
    289,968
    
    
    $
    700,232Interest income recognized during impairment
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Cash-basis interest income recognized
during impairment
    
    
    4,974
    
    
    
    6,747
    
    
    
    15,444
    
    
    
    6,747
  June 30,
    
    
    December 31,2006
    
    
    2005Commitments to make loans:Variable-rate
    
    $
    891,000
    
    
    $
    702,000Fixed-rate
    
    
    735,000
    
    
    
    123,000Unused lines of credit, variable-rate
    
    $
    18,374,000
    
    
    $
    19,052,000
   14




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##### Table of Contents



NOTE 4  FEDERAL HOME LOAN BANK ADVANCES
   June
    
    
    December2006
    
    
    2005Thirty-month interest-only advance
2.77% fixed rate, maturing June 23, 2006
    
    $
    
    
    
    $
    1,500,000Three-year interest-only advance
3.07% fixed rate, maturing December 22, 2006
    
    
    1,500,000
    
    
    
    1,500,000Three-year, constant monthly payment advance
2.26% fixed rate, final maturity October 1, 2006
    
    
    343,456
    
    
    
    853,818Three-year interest-only advance
2.42% fixed rate, maturing March 10, 2007
    
    
    5,000,000
    
    
    
    5,000,000Two-year interest-only advance
4.32% fixed rate, maturing September 7, 2007
    
    
    2,000,000
    
    
    
    2,000,000Four-year, constant monthly payment advance
2.57% fixed rate, final maturity October 1, 2007
    
    
    689,613
    
    
    
    942,192Twenty seven month interest-only advance
4.94% fixed rate, maturing April 25, 2008
    
    
    2,000,000
    
    
    
    Three-year interest-only advance
4.89% fixed rate, maturing January 16, 2009
    
    
    3,000,000
    
    
    
    Three-year interest-only advance
5.24% fixed rate, maturing February 23, 2009
    
    
    2,500,000
    
    
    
    Four-year interest-only advance
4.98% fixed rate, maturing January 25, 2010
    
    
    2,000,000
    
    
    
    Four-year interest-only advance
5.25% fixed rate, maturing February 23, 2010
    
    
    2,500,000
    
    
    
    $
    21,533,069
    
    
    $
    11,796,010
  Remainder of 2006
    
    $
    2,099,2992007
    
    
    7,433,7702008
    
    
    2,000,0002009
    
    
    5,500,0002010
    
    
    4,500,000$
    21,533,069
  15




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##### Table of Contents



Item 2. Managements Discussion and Analysis
  FORWARD-LOOKING STATEMENTS
  
    
    anticipated changes in industry conditions created by state and federal
legislation and regulations;
    
    anticipated changes in general interest rates and the impact of future interest
rate changes on our profitability, capital adequacy and the fair value of our financial
assets and liabilities;
    
    retention of our existing customer base and our ability to attract new customers;
    
    the development of new products and services and their success in the marketplace;
    
    the adequacy of the allowance for loan losses; and
    
    statements regarding our anticipated loan and deposit account growth, expense
levels, liquidity and capital resources and projections of earnings.
  
    
    competition in the industry and markets in which we operate;
    
    changes in general interest rates;
    
    rapid changes in technology affecting the financial services industry;
    
    changes in government regulation; and
    
    general economic and business conditions.
  16




---



##### Table of Contents



OVERVIEW
  
    
    Improve our deposit mix by increasing the percentage of low cost deposits.
    
    Improve our efficiency ratio by increasing overall revenues.
    
    Maintain our growth rate while we improve the overall earnings profile of the Company.
   
    
    Loan growth remained strong with net growth of $14.2 million during the period, $11.5
million of which occurred during the second quarter, contributing to an increase in total
assets of $15.7 million year-to-date.
    
    The deposit portfolio grew $6.6 million during the period, with most of the growth
coming in the certificate of deposit (CD) and Money Market products. Deposits grew $7.1
million in the second quarter.
    
    Year-to-date net income is $152,000 compared to $266,000 for the first six months of 2005.
  
    
    Second Quarter net income was $35,000 compared to $151,000 for the same period a year ago.
    
    Spread and margin decreased as the cost of funds increased 98 basis points over the
second quarter of 2005.
    
    Net interest income was basically flat, in spite of an increase in interest income of
$555,000 over second quarter 2005.
    
    Net income was impacted by a $127,000 provision for loan losses. This compares to a
$15,000 provision for loan losses for the same period in 2005. Asset quality indicators
remained strong. Commercial real estate and commercial loan growth was strong during the
period.
    
    Non-interest expense included a $54,000 charge for stock option expense as a result of
our adoption of Financial Accounting Standard No. 123(R), Share-based Payment(FAS123R),
which requires the recording of the fair value of options grants as compensation expense.
    
    Non-interest income increased $149,000 over the same quarter in 2005.
 SIGNIFICANT ACCOUNTING POLICIES
 Allowance for loan losses
  17




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##### Table of Contents



FINANCIAL CONDITION
 Assets
 Securities
 Loans
  Allowance for loan losses and asset quality
  Premises and equipment, accrued interest receivable and other assets.
 Deposits.
  18




---



##### Table of Contents



Federal Home Loan Bank advances
 RESULTS OF OPERATIONS  THREE MONTHS ENDED JUNE 30, 2006
  Net interest income
  19




---



##### Table of Contents



Three months ended June 30,2006
    
    
    2005Average
    
    
    Interest
    
    
    
    
    
    
    Average
    
    
    InterestOutstanding
    
    
    earned/
    
    
    Yield/
    
    
    outstanding
    
    
    earned/
    
    
    Yield/(Dollars in thousands)
    
    Balance
    
    
    paid
    
    
    Rate
    
    
    balance
    
    
    paid
    
    
    RateAssetsInterest-earning assets:Interest-bearing deposits and federal funds sold
    
    $
    5,273
    
    
    $
    61
    
    
    
    4.65
    %
    
    $
    3,947
    
    
    $
    29
    
    
    
    2.93
    %Securities available for sale
    
    
    31,400
    
    
    
    301
    
    
    
    3.84
    
    
    
    39,750
    
    
    
    368
    
    
    
    3.70Securities held to maturity (1)
    
    
    835
    
    
    
    11
    
    
    
    5.22
    
    
    
    646
    
    
    
    9
    
    
    
    5.39Federal agency stock
    
    
    1,498
    
    
    
    22
    
    
    
    5.79
    
    
    
    1,430
    
    
    
    18
    
    
    
    5.30Loans (2)
    
    
    167,591
    
    
    
    2,943
    
    
    
    7.04
    
    
    
    143,907
    
    
    
    2,358
    
    
    
    6.57Total interest-earning assets
    
    
    206,597
    
    
    
    3,338
    
    
    
    6.48
    
    
    
    189,680
    
    
    
    2,782
    
    
    
    5.88Noninterest-earning assets
    
    
    10,078
    
    
    
    
    
    
    
    
    
    
    
    9,152Total assets
    
    $
    216,675
    
    
    
    
    
    
    
    
    
    
    $
    198,832Liabilities and Shareholders EquityInterest-bearing liabilities:Interest-bearing demand deposits
    
    $
    9,188
    
    
    
    17
    
    
    
    0.74
    
    
    $
    10,413
    
    
    
    20
    
    
    
    0.78Savings accounts
    
    
    12,195
    
    
    
    25
    
    
    
    0.83
    
    
    
    20,291
    
    
    
    50
    
    
    
    1.00Money market accounts
    
    
    32,333
    
    
    
    265
    
    
    
    3.29
    
    
    
    27,645
    
    
    
    183
    
    
    
    2.65Certificates of deposit
    
    
    96,416
    
    
    
    962
    
    
    
    4.00
    
    
    
    90,736
    
    
    
    675
    
    
    
    2.98Total interest-bearing deposits
    
    
    150,132
    
    
    
    1,269
    
    
    
    3.39
    
    
    
    149,085
    
    
    
    928
    
    
    
    2.50Other borrowings
    
    
    33,556
    
    
    
    413
    
    
    
    4.92
    
    
    
    19,397
    
    
    
    202
    
    
    
    4.16Total interest-bearing liabilities
    
    
    183,688
    
    
    
    1,682
    
    
    
    3.67
    
    
    
    168,482
    
    
    
    1,130
    
    
    
    2.69Noninterest-bearing demand deposits
    
    
    13,870
    
    
    
    
    
    
    
    
    
    
    
    12,192Noninterest-bearing liabilities
    
    
    1,141
    
    
    
    
    
    
    
    
    
    
    
    821Total liabilities
    
    
    198,699
    
    
    
    
    
    
    
    
    
    
    
    181,495Shareholders equity
    
    
    17,976
    
    
    
    
    
    
    
    
    
    
    
    17,337Total liabilities and shareholders equity
    
    $
    216,675
    
    
    
    
    
    
    
    
    
    
    $
    198,832Net interest income; interest rate 
spread (3)
    
    
    
    
    
    $
    1,656
    
    
    
    2.81
    %
    
    
    
    
    
    $
    1,652
    
    
    
    3.19
    %Net earning assets
    
    $
    22,909
    
    
    
    
    
    
    
    
    
    
    $
    21,198Net interest margin (4)
    
    
    
    
    
    
    
    
    
    
    3.22
    %
    
    
    
    
    
    
    
    
    
    
    3.49
    %Average interest-earning assets to
interest-bearing liabilities
    
    
    1.12
    x
    
    
    
    
    
    
    
    
    
    
    1.13
    x
 
 (1)
    
    Presented on a taxable-equivalent basis.(2)
    
    Net of net deferred loan fees and costs and loans in process. Nonaccrual loans are included in noninterest-earning assets.(3)
    
    Interest rate spread represents the difference between the yield on interest-earning assets and the cost of interest-bearing liabilities.(4)
    
    Net interest margin represents net interest income, annualized, divided by average interest-earning assets. Interest income
 Interest expense
 
    
    Interest bearing demand deposit balances decreased $1.2 million while rates remained basically flat
    
    Savings account balances decreased $8 million while rates actually decreased 17 basis points
    
    Money market balances increased $4.7 million with average rates increasing 64 basis points
    
    CD balances increased $5.7 million with average rates increasing 102 basis points
    
    Borrowings increased $14.1 million with average rates increasing 76 basis points
 20




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##### Table of Contents



Provision for loan losses
 Noninterest income
 Noninterest expense
    Income taxes
 RESULTS OF OPERATIONS  SIX MONTHS ENDED JUNE 30, 2006
  Net interest income
 21




---



##### Table of Contents



Six months ending June 30,2006
    
    
    2005Average
    
    
    Interest
    
    
    
    
    
    
    Average
    
    
    Interestoutstanding
    
    
    earned/
    
    
    Yield/
    
    
    outstanding
    
    
    earned/
    
    
    Yield/(Dollars in thousands)
    
    balance
    
    
    paid
    
    
    Rate
    
    
    balance
    
    
    paid
    
    
    RateAssetsInterest-earning assets:Interest-bearing deposits and federal funds sold
    
    $
    4,438
    
    
    $
    103
    
    
    
    4.71
    %
    
    $
    7,759
    
    
    $
    91
    
    
    
    2.39
    %Securities available for sale
    
    
    32,232
    
    
    
    623
    
    
    
    3.86
    
    
    
    40,599
    
    
    
    756
    
    
    
    3.72Securities held to maturity (1)
    
    
    836
    
    
    
    22
    
    
    
    5.21
    
    
    
    647
    
    
    
    17
    
    
    
    5.38Federal agency stock
    
    
    1,489
    
    
    
    43
    
    
    
    5.81
    
    
    
    1,403
    
    
    
    36
    
    
    
    5.18Loans (2)
    
    
    164,061
    
    
    
    5,698
    
    
    
    7.00
    
    
    
    139,455
    
    
    
    4,478
    
    
    
    6.47Total interest-earning assets
    
    
    203,056
    
    
    
    6,489
    
    
    
    6.44
    
    
    
    189,863
    
    
    
    5,378
    
    
    
    5.71Noninterest-earning assets
    
    
    10,202
    
    
    
    
    
    
    
    
    
    
    
    8,798Total assets
    
    $
    213,258
    
    
    
    
    
    
    
    
    
    
    $
    198,661Liabilities and Shareholders EquityInterest-bearing liabilities:Interest-bearing demand deposits
    
    $
    9,505
    
    
    
    36
    
    
    
    0.76
    
    
    $
    10,970
    
    
    
    43
    
    
    
    0.78Savings accounts
    
    
    13,113
    
    
    
    54
    
    
    
    0.84
    
    
    
    23,601
    
    
    
    122
    
    
    
    1.05Money market accounts
    
    
    29,387
    
    
    
    443
    
    
    
    3.04
    
    
    
    24,587
    
    
    
    315
    
    
    
    2.58Certificates of deposit
    
    
    94,989
    
    
    
    1,810
    
    
    
    3.84
    
    
    
    90,124
    
    
    
    1,295
    
    
    
    2.90Total interest-bearing deposits
    
    
    146,994
    
    
    
    2,343
    
    
    
    3.21
    
    
    
    149,282
    
    
    
    1,775
    
    
    
    2.40Other borrowings
    
    
    32,960
    
    
    
    791
    
    
    
    4.80
    
    
    
    19,373
    
    
    
    401
    
    
    
    4.14Total interest-bearing liabilities
    
    
    179,954
    
    
    
    3,134
    
    
    
    3.51
    
    
    
    168,655
    
    
    
    2,176
    
    
    
    2.60Noninterest-bearing demand deposits
    
    
    14,178
    
    
    
    
    
    
    
    
    
    
    
    12,026Noninterest-bearing liabilities
    
    
    1,083
    
    
    
    
    
    
    
    
    
    
    
    692Total liabilities
    
    
    195,215
    
    
    
    
    
    
    
    
    
    
    
    181,373Shareholders equity
    
    
    18,043
    
    
    
    
    
    
    
    
    
    
    
    17,288Total liabilities and shareholders equity
    
    $
    213,258
    
    
    
    
    
    
    
    
    
    
    $
    198,661Net interest income; interest-rate spread (3)
    
    
    
    
    
    $
    3,355
    
    
    
    2.93
    %
    
    
    
    
    
    $
    3,202
    
    
    
    3.11
    %Net earning assets
    
    $
    23,102
    
    
    
    
    
    
    
    
    
    
    $
    21,208Net interest margin (4)
    
    
    
    
    
    
    
    
    
    
    3.33
    %
    
    
    
    
    
    
    
    
    
    
    3.40
    %Average interest-earning assets to
interest-bearing liabilities
    
    
    1.13
    x
    
    
    
    
    
    
    
    
    
    
    1.13
    x
  
 (1)
    
    Presented on a taxable-equivalent basis.(2)
    
    Net of net deferred loan fees and costs and loans in process. Nonaccrual loans are included in noninterest-earning
assets.(3)
    
    Interest rate spread represents the difference between the yield on interest-earning assets and the cost of
interest-bearing liabilities.(4)
    
    Net interest margin represents net interest income, annualized, divided by average interest-earning assets. Interest income
 Interest expense
 Provision for loan losses
 22




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##### Table of Contents



Noninterest income.
 Noninterest expense
     23




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##### Table of Contents



STRATEGIC DEVELOPMENTS
 th
   CONTRACTUAL OBLIGATIONS, COMMITMENTS, CONTINGENT LIABILITIES AND OFF-BALANCE SHEET ARRANGEMENTS
  Six months
    
    Year ended December 31,(Dollars in thousands)
    
    2006
    
    2007
    
    2008
    
    2009
    
    2010
    
    ThereafterCertificates of deposit
    
    $
    35,426
    
    
    $
    43,768
    
    
    $
    15,138
    
    
    $
    2,813
    
    
    $
    2,226
    
    
    $
    538Repurchase agreements
    
    
    2,898
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Short-term FHLB advances
    
    
    6,700
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    FHLB advances
    
    
    2,099
    
    
    
    7,434
    
    
    
    2,000
    
    
    
    5,500
    
    
    
    4,500
    
    
    
    Subordinated debentures (1)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,325Capital lease obligations (2)
    
    
    86
    
    
    
    179
    
    
    
    181
    
    
    
    181
    
    
    
    181
    
    
    
    1,156Operating leases
    
    
    106
    
    
    
    200
    
    
    
    183
    
    
    
    183
    
    
    
    183
    
    
    
    502Deposits without maturity
    
    
    69,577
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
 
 (1)
    
    The subordinated debentures are redeemable at par, at the Companys option, any time prior
to maturity, which is March 31, 2022.(2)
    
    Includes $1,012 of amounts allocable to interest payments over the remaining term of the
leases.   24




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##### Table of Contents



LIQUIDITY
     CAPITAL RESOURCES
   25




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##### Table of Contents



To Be Well-Capitalized UnderFor Capital
    
    Prompt CorrectiveActual
    
    Adequacy Purposes
    
    Action ProvisionsAmount
    
    Ratio
    
    Amount
    
    Ratio
    
    Amount
    
    RatioTotal capital to risk-weighted assetsOhio Legacy Corp
    
    $
    23,618
    
    
    
    14.4
    %
    
    $
    13,103
    
    
    
    8.0
    %
    
    NA
    
    NAOhio Legacy Bank
    
    
    21,817
    
    
    
    13.3
    
    
    
    13,110
    
    
    
    8.0
    
    
    $
    16,387
    
    
    
    10.0
    %Tier 1 capital to risk-weighted
assetsOhio Legacy Corp
    
    $
    21,912
    
    
    
    13.3
    %
    
    $
    6,551
    
    
    
    4.0
    %
    
    NA
    
    NAOhio Legacy Bank
    
    
    20,111
    
    
    
    12.3
    
    
    
    6,555
    
    
    
    4.0
    
    
    $
    9,832
    
    
    
    6.0
    %Tier 1 capital to average assetsOhio Legacy Corp
    
    $
    21,912
    
    
    
    10.1
    %
    
    $
    8,705
    
    
    
    4.0
    %
    
    NA
    
    NAOhio Legacy Bank
    
    
    20,111
    
    
    
    9.2
    
    
    
    8,705
    
    
    
    4.0
    
    
    $
    10,881
    
    
    
    5.0
    %
  26




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##### Table of Contents



Item 3. Controls and Procedures
  
 PART II  OTHER INFORMATION
 
 Item 1. Legal Proceedings.
  
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
  
 Item 3. Defaults Upon Senior Securities.
  
 Item 4. Submission of Matters to a Vote of Security Holders.
   1.
    
    Election of Class I Directors
 Nominee for Director
    
    For
    
    Against
    
    AbstainJ. Edward Diamond
    
    
    1,646,370
    
    
    
    
    
    
    
    183,815L. Dwight Douce
    
    
    1,648,970
    
    
    
    
    
    
    
    181,215Daniel H. Plumly
    
    
    1,625,770
    
    
    
    
    
    
    
    204,415
 2.
    
    Election of Class III Director
 Nominee for Director
    
    For
    
    Against
    
    AbstainD. Michael Kramer
    
    
    1,628,470
    
    
    
    
    
    
    
    201,715
  Class II  Term ends 2008
    
    Class III  Term ends 2007Robert F. Belden
    
    D. William AllenGregory A. Long
    
    Scott J. FitzpatrickMelvin J. Yoder
 
 Item 5. Other Information.
  27




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##### Table of Contents



Item 6. Exhibits.
  Number
    
    Note
    
    Description of Document3.1
    
    
    
    (1
    )
    
    Second Amended and Restated Articles of Incorporation of Ohio Legacy Corp3.2
    
    
    
    (2
    )
    
    Code of Regulations of Ohio Legacy Corp, as amended by Amendment No. 14.1
    
    
    
    (3
    )
    
    See Pages 1 through 9 of Exhibit 3.1 for provisions defining the rights of the holders of
common shares4.2
    
    
    
    (3
    )
    
    Form of Organizer Stock Purchase Warrant4.4
    
    
    
    (2
    )
    
    2004 Amendment to Omnibus Stock Option, Stock Ownership and Long Term Incentive Plan of Ohio
Legacy Corp10.1
    
    
    
    (3
    )
    
    Omnibus Stock Option, Stock Ownership and Long Term Incentive Plan10.2
    
    
    
    (4
    )
    
    2002 Amendment to Omnibus Stock Option, Stock Ownership and Long Term Incentive Plan of Ohio
Legacy Corp10.4
    
    
    
    (7
    )
    
    Employment Agreement with Mr. Pettit10.5
    
    
    
    (3
    )
    
    Lease Agreement dated August 24, 1999, by and among Jack K. and Heidi M. Gant and Ohio Legacy
Corp10.6
    
    
    
    (3
    )
    
    Lease Agreement dated November 30, 1999, by and between Schoeppner Properties and Ohio Legacy
Corp10.7
    
    
    
    (7
    )
    
    Employment Agreement with Mr. Boss10.8
    
    
    
    (5
    )
    
    Lease Agreement dated October 2001 by and between Shee-Brees, L.L.C. and Ohio Legacy Corp10.10
    
    
    
    (6
    )
    
    Assignment and assumption of lease by and among Unizan Bank, Ohio Legacy Bank and Chesterland
Productions, P.L.L. dated August 27, 200410.11
    
    
    
    (7
    )
    
    Employment Agreement with Mr. Kramer10.12
    
    
    
    (8
    )
    
    Employment and Consulting Agreement with Mr. Douce, effective January 1, 200611
    
    
    
    
    
    
    Statement Regarding Computation of Per Share Earnings (incorporated by reference to
Note 2 on page 12 of this Form 10-QSB)31.1
    
    
    
    
    
    
    Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer and
acting Chief Financial Officer32.1
    
    
    
    
    
    
    Certification Pursuant To 18 U.S.C. Section 1350 As Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
 
 (1)
    
    -    Incorporated by reference to Registrants Form 10-QSB for the fiscal quarter ended June 30, 2003, filed on August 14, 2003(2)
    
    -    Incorporated by reference to Registrants Form 10-KSB for the fiscal year ended December 31, 2003, filed on March 17, 2004(3)
    
    -    Incorporated by reference to Registrants Form SB-2, File No. 333-38328, effective June 1, 2000(4)
    
    -    Incorporated by reference to Registrants Form S-8, File No. 333-88842, effective May 22, 2002(5)
    
    -    Incorporated by reference to Registrants Form 10-KSB for the fiscal year ended December 31, 2001, filed on April 1, 2002(6)
    
    -    Incorporated by reference to Registrants Form 10-KSB for the fiscal year ended December 31, 2004, filed on March 22, 2005(7)
    
    -    Incorporated by reference to Registrants Form 8-K filed on May 26, 2005(8)
    
    -    Incorporated by reference to Registrants Form 8-K filed on August 4, 2005 28




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##### Table of Contents



SIGNATURES
  OHIO LEGACY CORP
(Registrant)Date:  August 14, 2006
    By:
    /s/ D. Michael KramerD. Michael KramerPresident, Chief Executive Officer, Director and acting Chief Financial Officer 29