##### Table of Contents



SECURITIES AND EXCHANGE COMMISSION
 Washington, D. C. 20549
 FORM 10-Q
  þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended March 31, 2011
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from          to
 Commission file number 0-11535
 CITY NATIONAL BANCSHARES CORPORATION
  New Jersey
(State or other jurisdiction of 
incorporation or organization)
    
    22-2434751
(I.R.S. Employer
Identification No.)900 Broad Street, 
Newark, New Jersey
(Address of principal executive offices)
    
    07102
(Zip Code)
    
  þ o
  o o
  Large accelerated filer o
Accelerated filer o
Non-accelerated filer þ(Do not check if a smaller reporting company)
Smaller reporting company o  o þ




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##### 



Index
    
    PagePart I. Financial InformationItem 1. Financial StatementsConsolidated Balance Sheets as of March 31, 2011 (Unaudited) and December 31, 2010
    
    
    3Consolidated Statements of Operations (Unaudited) for the Three Months Ended
March 31, 2011 and 2010
    
    
    4Consolidated Statements of Cash Flows (Unaudited) for the Three Months Ended
March 31, 2011 and 2010
    
    
    5Notes to Consolidated Financial Statements (Unaudited)
    
    
    6Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations.
    
    
    21Item 3. Quantitative and Qualitative Disclosures about Market Risk
    
    
    28Item 4. Controls and Procedures
    
    
    29Part II Other Information
    
    
    29Item 1. Legal proceedings
    
    
    29Item 1A. Risk Factors
    
    
    29Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    30Item 3. Default Upon Senior Securities
    
    
    30Item 6. Exhibits
    
    
    30Signatures
    
    
    32EX-31EX-32
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CITY NATIONAL BANCSHARES CORPORATION AND SUBSIDIARY
 Consolidated Balance Sheets
 (Unaudited)March 31,
    
    
    December 31,Dollars in thousands, except per share data
    
    2011
    
    
    2010AssetsCash and due from banks
    
    $
    8,827
    
    
    $
    7,228Federal funds sold
    
    
    41,900
    
    
    
    13,550Interest bearing deposits with banks
    
    
    1,140
    
    
    
    3,289Investment securities available for sale
    
    
    103,293
    
    
    
    105,420Loans
    
    
    235,272
    
    
    
    244,955Less: Allowance for loan losses
    
    
    10,830
    
    
    
    10,626Net loans
    
    
    224,442
    
    
    
    234,329Premises and equipment
    
    
    2,851
    
    
    
    2,974Accrued interest receivable
    
    
    1,981
    
    
    
    1,933Bank-owned life insurance
    
    
    5,777
    
    
    
    5,730Other real estate owned
    
    
    1,913
    
    
    
    1,997Other assets
    
    
    6,472
    
    
    
    10,817Total assets
    
    $
    398,596
    
    
    $
    387,267Liabilities and Stockholders EquityDeposits:Demand
    
    $
    47,735
    
    
    $
    35,132Savings
    
    
    132,169
    
    
    
    130,663Time
    
    
    172,060
    
    
    
    172,756Total deposits
    
    
    351,964
    
    
    
    338,551Accrued expenses and other liabilities
    
    
    6,348
    
    
    
    6,620Short-term portion of long-term debt
    
    
    5,000
    
    
    
    5,000Long-term debt
    
    
    14,200
    
    
    
    14,200Total liabilities
    
    
    377,512
    
    
    
    364,371Commitments and contingenciesStockholders equityPreferred stock, no par value: Authorized 100,000 shares ;Series A, issued and outstanding 8 shares in 2011 and 2010
    
    
    200
    
    
    
    200Series C, issued and outstanding 108 shares in 2011 and 2010
    
    
    27
    
    
    
    27Series D, issued and outstanding 3,280 shares in 2011 and 2010
    
    
    820
    
    
    
    820Preferred stock, no par value, perpetual noncumulative: Authorized 200 shares;Series E, issued and outstanding 49 shares in 2011 and 2010
    
    
    2,450
    
    
    
    2,450Preferred stock, no par value, perpetual noncumulative: Authorized 7,000 shares;Series F, issued and outstanding 7,000 shares in 2011 and 2010
    
    
    6,790
    
    
    
    6,790Preferred stock, no par value, perpetual noncumulative: Authorized 9,439 shares;Series G, issued and outstanding 9,439 shares
    
    
    10,116
    
    
    
    9,990Common stock, par value $10: Authorized 400,000 shares;134,530 shares issued in 2011 and 2010131,326 shares outstanding in 2011 and 131,290 in 2010
    
    
    1,345
    
    
    
    1,345Surplus
    
    
    1,115
    
    
    
    1,115Retained earnings
    
    
    (1,167
    )
    
    
    514Accumulated other comprehensive loss
    
    
    (386
    )
    
    
    (127
    )Treasury stock, at cost  3,204 and 3,240 common shares in 2011 and 2010,
respectively
    
    
    (226
    )
    
    
    (228
    )Total stockholders equity
    
    
    21,084
    
    
    
    22,896Total liabilities and stockholders equity
    
    $
    398,596
    
    
    $
    387,267
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CITY NATIONAL BANCSHARES CORPORATION AND SUBSIDIARY
 Consolidated Statements of Operations (Unaudited)
 Three months ended March 31,Dollars in thousands, except per share data
    
    2011
    
    
    2010Interest incomeInterest and fees on loans
    
    $
    2,961
    
    
    $
    3,770Interest on Federal funds sold and securities
purchased under agreements to resell
    
    
    11
    
    
    
    8Interest on deposits with banks
    
    
    59
    
    
    
    7Interest and dividends on investment securities:Taxable
    
    
    983
    
    
    
    1,454Tax-exempt
    
    
    62
    
    
    
    283Total interest income
    
    
    4,076
    
    
    
    5,522Interest expenseInterest on deposits
    
    
    1,121
    
    
    
    1,569Interest on long-term debt
    
    
    200
    
    
    
    429Total interest expense
    
    
    1,321
    
    
    
    1,998Net interest income
    
    
    2,755
    
    
    
    3,524Provision for loan losses
    
    
    1,200
    
    
    
    1,381
    
    
    
    B,C,DNet interest income after provision
for loan losses
    
    
    1,555
    
    
    
    2,143Other operating incomeService charges on deposit accounts
    
    
    282
    
    
    
    362ATM fees
    
    
    76
    
    
    
    96Earnings from cash surrender value of life insurance
    
    
    63
    
    
    
    60Other income
    
    
    216
    
    
    
    172Net gains on securities transactions (Notes 4 and 5)
    
    
    
    
    
    
    1Other than temporary impairment losses on securities
    
    
    
    
    
    
    Portion of loss recognized in other comprehensive income, before tax
    
    
    
    
    
    
    Net impairment losses on securities recognized in earnings
    
    
    
    
    
    
    Total other operating income
    
    
    637
    
    
    
    691
    
    
    
    4,713Other operating expensesSalaries and other employee benefits
    
    
    1,435
    
    
    
    1,584Occupancy expense
    
    
    368
    
    
    
    367Equipment expense
    
    
    133
    
    
    
    154Data processing expense
    
    
    94
    
    
    
    91Appraisal fees
    
    
    115
    
    
    
    67Professional fees
    
    
    194
    
    
    
    138Loan collection fees
    
    
    48
    
    
    
    11Marketing expense
    
    
    59
    
    
    
    77Personnel agency fees
    
    
    52
    
    
    
    Management consulting fees
    
    
    485
    
    
    
    265Regulatory expense
    
    
    295
    
    
    
    290OREO expense
    
    
    103
    
    
    
    20Other expenses
    
    
    354
    
    
    
    459Total other operating expenses
    
    
    3,735
    
    
    
    3,523Loss before income tax expense
    
    
    (1,543
    )
    
    
    (689
    )Income tax expense
    
    
    12
    
    
    
    15
    
    
    
    ENet loss
    
    $
    (1,555
    )
    
    $
    (704
    )Net loss per common shareBasic
    
    $
    (12.80
    )
    
    $
    (6.72
    )Diluted
    
    
    (12.80
    )
    
    
    (6.72
    )Basic average common shares outstanding
    
    
    131,300
    
    
    
    131,290Diluted average common shares outstanding
    
    
    131,300
    
    
    
    131,290
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CITY NATIONAL BANCSHARES CORPORATION AND SUBSIDIARY
 Consolidated Statements of Cash Flows (Unaudited)
 Three Months EndedMarch 31,In thousands
    
    2011
    
    
    2010Operating activitiesNet loss
    
    $
    (1,555
    )
    
    $
    (704
    )Adjustments to reconcile net income to net cash from operating activities:Depreciation and amortization
    
    
    123
    
    
    
    105Provision for loan losses
    
    
    1,200
    
    
    
    1,381Premium amortization of investment securities
    
    
    28
    
    
    
    19Amortization of intangible assets
    
    
    
    
    
    
    46Net gains on securities transactions
    
    
    
    
    
    
    (1
    )Net gains on sales of loans held for sale
    
    
    
    
    
    
    (6
    )Loans originated for sale
    
    
    
    
    
    
    (218
    )Proceeds from sales and principal payments from loans held for sale
    
    
    
    
    
    
    196(Increase) decrease in accrued interest receivable
    
    
    (48
    )
    
    
    131Deferred taxes
    
    
    (46
    )
    
    
    737Increase in bank-owned life insurance
    
    
    (47
    )
    
    
    (48
    )Decrease in other real estate owned
    
    
    84
    
    
    
    Decrease (increase) in other assets
    
    
    4,345
    
    
    
    (281
    )(Decrease) increase in accrued expenses and other liabilities
    
    
    (272
    )
    
    
    1,405Net cash provided by operating activities
    
    
    3,812
    
    
    
    2,762Investing activitiesDecrease in loans, net
    
    
    8,687
    
    
    
    6,487Decrease in interest-bearing deposits with banks
    
    
    2,149
    
    
    
    2Proceeds from maturities of investment securities available for
sale, including principal repayments and early redemptions
    
    
    5,132
    
    
    
    11,390Proceeds from maturities of investment securities held to
maturity, including principal repayments and early redemptions
    
    
    
    
    
    
    1,247Proceeds from sales of investment securities available for sale
    
    
    
    
    
    
    501Purchases of investment securities available for sale
    
    
    (3,246
    )
    
    
    (3,077
    )Purchases of premises and equipment
    
    
    
    
    
    
    (385
    )Net cash provided by investing activities
    
    
    12,722
    
    
    
    16,165Financing activitiesIncrease in deposits
    
    
    13,413
    
    
    
    19,807Decrease in long-term debt
    
    
    
    
    
    
    (2,000
    )Increase in short-term borrowings
    
    
    
    
    
    
    770Issuance of treasury stock
    
    
    2
    
    
    
    Net cash provided by financing activities
    
    
    13,415
    
    
    
    18,577Net increase in cash and cash equivalents
    
    
    29,949
    
    
    
    37,504Cash and cash equivalents at beginning of period
    
    
    20,778
    
    
    
    12,308Cash and cash equivalents at end of period
    
    $
    50,727
    
    
    $
    49,812Cash paid during the yearInterest
    
    $
    1,282
    
    
    $
    1,883Income taxes
    
    
    41
    
    
    
    10Non-cash transactionsTransfer of held to maturity investment portfolio to available for sale
portfolio
    
    
    
    
    
    
    39,144
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
    
    within five (5) days of the Order, the Bank Board must appoint a Compliance Committee to be
comprised of at least three directors, none of whom may be an employee, former employee or
controlling shareholder of the Bank or any of its affiliates, to monitor and coordinate the
Banks adherence to the Order.
    
    within ninety (90) days of the Order, the Bank Board must develop and submit to the OCC for
review a written strategic plan covering at least a three-year period, establishing
objectives for the overall risk profile, earnings performance, growth, balance sheet mix,
off-balance sheet activities, liability structure, capital adequacy, reduction in the volume
of nonperforming assets, product line development, and market segments that the Bank intends
to promote or develop, together with strategies to achieve those objectives.
    
    by March 31, 2011, and thereafter the Bank must maintain total capital at least equal to 13%
of risk-weighted assets and Tier 1 capital at least equal to 9% of adjusted total assets; this
requirement means that the Bank may not be considered well capitalized as otherwise defined
in applicable regulations.
    
    within ninety (90) days of the Order, the Bank Board must submit to the OCC a written capital
plan for the Bank covering at least a three-year period, including specific plans for the
achievement and maintenance of adequate capital, projections for growth and capital
requirements, based upon a detailed analysis of the Banks assets, liabilities, earnings,
fixed assets and off-balance sheet activities; identification of the primary sources from
which the
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Bank will maintain an appropriate capital structure to meet the Banks future needs,
as set forth in the strategic plan;
specific plans detailing how the Bank will comply with restrictions or requirements set forth in
the Order and with the restrictions against brokered deposits in 12 C.F.R. § 337.6; contingency
plans that identify alternative methods to strengthen capital, should the primary source(s) not
be available; and a prohibition on the payment of director fees unless the Bank is in compliance
with the minimum capital ratios previously identified in the prior paragraph or express written
authorization is provided by the OCC.
    
    the Bank is restricted on the payment of dividends.
    
    to ensure the Bank has competent management in place at all times, including: within 90 days
of the Order the Bank Board shall provide to the OCC qualified and capable candidates for the
positions of President, Senior Credit Officer, Consumer Compliance Officer and Bank Secrecy
Officer; within ninety (90) days of the date of the Order, the Bank Board (with the exception
of Bank executive officers) shall prepare a written assessment of the Banks executive
officers to perform present and anticipated duties; prior to appointment of any individual to
an executive position provide notice to the OCC, who shall have the power to veto such
appointment; and the Bank Board shall at least annually perform a written performance
appraisal for each Bank executive officer.
    
    within sixty (60) days of the Order, the Bank Board shall develop and the Bank shall
implement, and thereafter ensure compliance with, a written credit policy to ensure the
Banks compliance with written programs to improve the Banks loan portfolio management.
    
    within ninety (90) days of the Order the Bank Board shall develop, implement and thereafter
ensure Bank adherence to a written program to improve the Banks loan portfolio management,
including: requiring that extensions of credit are granted, by renewal or otherwise, to any
borrower only after obtaining, performing, and documenting a global analysis of current and
satisfactory credit information; requiring that existing extensions of credit structured as
single pay notes are revised upon maturity to conform to the Banks revised loan policy;
ensuring satisfactory and perfected collateral documentation; tracking and analyzing credit,
collateral, and policy exceptions; providing for accurate risk ratings consistent with the
classification standards contained in the Comptrollers Handbook on Rating Credit Risk;
providing for identification, measurement, monitoring, and control of concentrations of
credit; ensuring compliance with Call Report instructions, the Banks lending policies, and
laws, rules, and regulations pertaining to the Banks lending function; ensuring the accuracy
of internal management information systems; and providing adequate training of Bank personnel
performing credit analyses in cash flow analysis, particularly analysis using information from
tax returns, and implement processes to ensure that additional training is provided as needed.
    
    within sixty (60) days of the Order, the Bank Board must establish a written performance
appraisal and salary administration process for loan officers that adequately consider
performance relative to job descriptions, policy compliance, documentation standards, accuracy
in credit grading, and other loan administration matters.
    
    the Bank must implement and maintain an effective, independent, and on-going loan review
program to review, at least quarterly, the Banks loan and lease portfolios, to assure the
timely identification and categorization of problem credits.
    
    the Bank is also required to implement and adhere to a written program for the maintenance of
an adequate Allowance for Loan and Lease Losses, providing for review of the allowance by the
Bank Board at least quarterly.
    
    Within sixty (60) days of the Order, the Bank Board shall adopt and the Bank (subject to Bank
Board review and ongoing monitoring) shall implement and thereafter ensure adherence to a
written program designed to protect the Banks interest in those assets criticized in the most
recent Report of Examination (ROE) by the OCC, in any subsequent ROE, by any internal or
external loan review, or in any list provided to management by the national bank examiners
during any examination as doubtful, substandard, or special mention.
    
    within one hundred twenty (120) days of the Order, the Bank Board must revise and maintain a
comprehensive liquidity risk management program, which assesses, on an ongoing basis, the
Banks current and projected funding needs, and ensures that sufficient funds or access to
funds exist to meet those needs, and which includes effective methods to achieve and maintain
sufficient liquidity and to measure and monitor liquidity risk.
    
    within ninety (90) days of the Order, the Bank Board shall identify and propose for
appointment a minimum of two (2) new independent directors that have a background in banking,
credit, accounting, or financial reporting, and such appointment will be subject to veto power
of the OCC.
    
    within ninety (90) days of the Order, the Bank Board shall adopt, implement, and thereafter
ensure adherence to a written consumer compliance program designed to ensure that the Bank is
operating in compliance with all applicable consumer protection laws, rules, and regulations.
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
    
    within ninety (90) days of the Order, the Bank Board shall develop, implement, and thereafter
ensure Bank adherence to a written program of policies and procedures to provide for
compliance with the Bank Secrecy Act, as amended (31 U.S.C. §§ 5311 et seq.), the regulations
promulgated thereunder and regulations of the Office of Foreign Assets Control (OFAC), 31
C.F.R. Chapter V, as amended (collectively referred to as the Bank Secrecy Act or BSA) and
for the appropriate identification and monitoring of transactions that pose greater than
normal risk for compliance with the BSA.
    
    within ninety (90) days of the Order, the Bank Board shall develop, implement, and thereafter
ensure Bank adherence to an independent, internal audit program sufficient to detect
irregularities and weak practices in the Banks operations; determine the Banks level of
compliance with all applicable laws, rules, and regulations; assess and report the
effectiveness of policies, procedures, controls, and management oversight relating to
accounting and financial reporting; evaluate the Banks adherence to established policies and
procedures, with particular emphasis directed to the Banks adherence to its loan, consumer
compliance, and BSA policies and procedures; evaluate and document the root causes for
exceptions; and establish an annual audit plan using a risk-based approach sufficient to
achieve these objectives.
    
    within ninety (90) days of the Order, the Bank Board must develop and implement a
comprehensive compliance audit function to include an independent review of all products and
services offered by the Bank, including without limitation, a risk-based audit program to test
for compliance with consumer protection laws, rules, and regulations that includes an adequate
level of transaction testing; procedures to ensure that exceptions noted in the audit reports
are corrected and responded to by the appropriate Bank personnel; and periodic reporting of
the results of the consumer compliance audit to the Bank Board or a committee thereof.
    
    the Bank Board shall require and the Bank shall immediately take all necessary steps to
correct each violation of law, rule, or regulation cited in any ROE, or brought to the Bank
Boards or Banks attention in writing by management, regulators, auditors, loan review, or
other compliance efforts.
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Three Months Ended,
 March 31,In thousands, except per share data
    
    2011
    
    2010Net loss
    
    $
    (1,555
    )
    
    $
    (704
    )Dividends on preferred stock
    
    
    126
    
    
    
    178Net loss applicable to basic
common shares
    
    
    (1,681
    )
    
    
    (882
    )Dividends applicable to convertible
preferred stock
    
    
    
    
    
    
    Net loss applicable to diluted
common shares
    
    $
    (1,681
    )
    
    $
    (882
    )Number of average common sharesBasic
    
    
    131,300
    
    
    
    131,290Net (loss) income per common shareBasic
    
    $
    (12.80
    )
    
    $
    (6.72
    )Diluted
    
    
    (12.80
    )
    
    
    (6.72
    )
     9




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10




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Gross
    
    GrossMarch 31, 2011
    
    Amortized
    
    Unrealized
    
    Unrealized
    
    FairIn thousands
    
    Cost
    
    Gains
    
    Losses
    
    ValueU.S. Treasury securities and obligations of U.S. government agencies
    
    $
    3,268
    
    
    $
    56
    
    
    $
    7
    
    
    $
    3,317Obligations of U.S.
government sponsored
entities
    
    
    17,501
    
    
    
    57
    
    
    
    336
    
    
    
    17,222Obligations of state and
political subdivisions
    
    
    9,598
    
    
    
    207
    
    
    
    194
    
    
    
    9,611Mortgage-backed
securities
    
    
    62,185
    
    
    
    1,696
    
    
    
    334
    
    
    
    63,547Other debt securities
    
    
    8,360
    
    
    
    49
    
    
    
    1,552
    
    
    
    6,857Equity securities:Marketable securities
    
    
    757
    
    
    
    
    
    
    
    28
    
    
    
    729Nonmarketable securities
    
    
    115
    
    
    
    
    
    
    
    
    
    
    
    115Federal Reserve Bank and Federal Home Loan Bank stock
    
    
    1,895
    
    
    
    
    
    
    
    
    
    
    
    1,895Total
    
    $
    103,679
    
    
    $
    2,065
    
    
    $
    2,451
    
    
    $
    103,293
 Gross
    
    GrossDecember 31, 2010
    
    Amortized
    
    Unrealized
    
    Unrealized
    
    Fair2010 In thousands
    
    Cost
    
    Gains
    
    Losses
    
    ValueU.S. Treasury securities
and obligations of U.S.
government agencies
    
    $
    3,389
    
    
    $
    64
    
    
    $
    24
    
    
    $
    3,429Obligations of U.S.
government sponsored
entities
    
    
    15,447
    
    
    
    100
    
    
    
    267
    
    
    
    15,280Obligations of state and
political subdivisions
    
    
    9,604
    
    
    
    194
    
    
    
    285
    
    
    
    9,513Mortgage-backed
securities
    
    
    66,037
    
    
    
    1,892
    
    
    
    24
    
    
    
    67,905Other debt securities
    
    
    8,358
    
    
    
    37
    
    
    
    1,839
    
    
    
    6,556Equity securities:Marketable securities
    
    
    748
    
    
    
    
    
    
    
    21
    
    
    
    727Nonmarketable securities
    
    
    115
    
    
    
    
    
    
    
    
    
    
    
    115Federal Reserve Bank and Federal Home Loan Bank stock
    
    
    1,895
    
    
    
    
    
    
    
    
    
    
    
    1,895Total
    
    $
    105,593
    
    
    $
    2,287
    
    
    $
    2,460
    
    
    $
    105,420
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March 31, 2011
    
    Amortized
    
    FairIn thousands
    
    Cost
    
    ValueDue within one year:Mortgage-backed securities
    
    $
    38
    
    
    $
    38Due after one year but within five years:U.S. Treasury securities and
obligations of U.S. government
agencies
    
    
    36
    
    
    
    36Obligations of state and political
subdivisions
    
    
    1,878
    
    
    
    1,997Obligations of U.S. government sponsored
entities
    
    
    750
    
    
    
    759Mortgage-backed securities
    
    
    576
    
    
    
    602Other debt securities
    
    
    1,000
    
    
    
    933Due after five years but within ten years:U.S. Treasury securities and
obligations of U.S. government
agencies
    
    
    90
    
    
    
    90Obligations of state and political
subdivisions
    
    
    3,982
    
    
    
    3,979Obligations of U.S. government sponsored
entities
    
    
    5,461
    
    
    
    5,319Mortgage-backed securities
    
    
    444
    
    
    
    462Due after ten years:U.S. Treasury securities and
obligations of U.S. government
agencies
    
    
    3,142
    
    
    
    3,192Obligations of state and political
subdivisions
    
    
    3,738
    
    
    
    3,634Obligations of U.S. government sponsored
entities
    
    
    11,290
    
    
    
    11,144Mortgage-backed securities
    
    
    61,127
    
    
    
    62,445Other debt securities
    
    
    7,360
    
    
    
    5,924Total debt securities
    
    
    100,912
    
    
    
    100,554Equity securities
    
    
    2,767
    
    
    
    2,739Total
    
    $
    103,679
    
    
    $
    103,293
  Less than 12 Months
    
    12 Months or More
    
    TotalGross
    
    
    
    
    
    Gross
    
    
    
    
    
    GrossMarch 31, 2011
    
    
    
    
    
    Unrealized
    
    
    
    
    
    Unrealized
    
    
    
    
    
    UnrealizedIn thousands
    
    Fair Value
    
    Losses
    
    Fair Value
    
    Losses
    
    Fair Value
    
    LossesU.S. Treasury securities and
obligations of U.S. government
agencies
    
    $
    2,106
    
    
    $
    7
    
    
    $
    67
    
    
    $
    
    
    
    $
    2,173
    
    
    $
    7Obligations of U.S. government
sponsored entities
    
    
    8,698
    
    
    
    320
    
    
    
    2,027
    
    
    
    16
    
    
    
    10,725
    
    
    
    336Obligations of state and
political subdivisions
    
    
    5,234
    
    
    
    194
    
    
    
    
    
    
    
    
    
    
    
    5,234
    
    
    
    194Mortgage-backed securities
    
    
    32,142
    
    
    
    334
    
    
    
    
    
    
    
    
    
    
    
    32,142
    
    
    
    334Other debt securities
    
    
    
    
    
    
    
    
    
    
    5,339
    
    
    
    1,552
    
    
    
    5,339
    
    
    
    1,552Marketable equity securities
    
    
    
    
    
    
    
    
    
    
    729
    
    
    
    28
    
    
    
    729
    
    
    
    28Total
    
    $
    48,180
    
    
    $
    855
    
    
    $
    8,162
    
    
    $
    1,596
    
    
    $
    56,342
    
    
    $
    2,451
 12




---



##### Table of Contents



Less than 12 Months
    
    12 Months or More
    
    TotalGross
    
    
    
    
    
    Gross
    
    
    
    
    
    GrossDecember 31, 2010
    
    
    
    
    
    Unrealized
    
    
    
    
    
    Unrealized
    
    
    
    
    
    UnrealizedIn thousands
    
    Fair Value
    
    Losses
    
    Fair Value
    
    Losses
    
    Fair Value
    
    LossesU.S. Treasury securities and
obligations of U.S. government
agencies
    
    $
    1,054
    
    
    $
    23
    
    
    $
    162
    
    
    $
    1
    
    
    $
    1,216
    
    
    $
    24Obligations of U.S. government
sponsored entities
    
    
    6,733
    
    
    
    254
    
    
    
    2,080
    
    
    
    13
    
    
    
    8,813
    
    
    
    267Mortgaged-backed securities
    
    
    6,219
    
    
    
    24
    
    
    
    
    
    
    
    
    
    
    
    6,219
    
    
    
    24Obligations of state and political
subdivisions
    
    
    5,147
    
    
    
    285
    
    
    
    
    
    
    
    
    
    
    
    5,147
    
    
    
    285Other debt securities
    
    
    
    
    
    
    
    
    
    
    5,050
    
    
    
    1,839
    
    
    
    5,050
    
    
    
    1,839Equity securities
    
    
    
    
    
    
    
    
    
    
    727
    
    
    
    21
    
    
    
    727
    
    
    
    21Total
    
    $
    19,153
    
    
    $
    586
    
    
    $
    8,019
    
    
    $
    1,874
    
    
    $
    27,172
    
    
    $
    2,460
    For the Three
    
    For the ThreeMonths Ended
    
    Months EndedIn thousands
    
    March 31, 2011
    
    March 31, 2010Balance, December 31, 2010
    
    $
    2,489
    
    
    $
    2,489Add: Initial credit impairments
    
    
    
    
    
    
    Additional credit impairments
    
    
    
    
    
    
    Less: Sale of investment securities
    
    
    
    
    
    
    Balance, March 31, 2011
    
    $
    2,489
    
    
    $
    2,489
    13




---



##### Table of Contents



March 31,
    
    December 31,In thousands
    
    2011
    
    2010Commercial
    
    $
    33,949
    
    
    $
    38,225Real estate
    
    
    200,466
    
    
    
    206,072Installment
    
    
    912
    
    
    
    718Total loans
    
    
    235,327
    
    
    
    245,015Less: Unearned income
    
    
    55
    
    
    
    60Loans
    
    $
    235,272
    
    
    $
    244,955
  Pass 
 Special Mention 
 Substandard 
 Doubtful 
 Loss 
 14




---



##### Table of Contents



March 31, 2011
    
    
    
    
    
    SpecialIn thousands
    
    Pass
    
    Mention
    
    Substandard
    
    Doubtful
    
    Loss
    
    TotalCommercial loans
    
    $
    32,011
    
    
    $
    53
    
    
    $
    1,802
    
    
    $
    83
    
    
    $
    
    
    
    $
    33,949Real estate loansChurch
    
    
    36,172
    
    
    
    9,618
    
    
    
    17,105
    
    
    
    
    
    
    
    
    
    
    
    62,895Construction  other than
third-party originated
    
    
    2,031
    
    
    
    400
    
    
    
    11,171
    
    
    
    
    
    
    
    
    
    
    
    13,602Construction  third-party originated
    
    
    
    
    
    
    
    
    
    
    9,241
    
    
    
    2,682
    
    
    
    
    
    
    
    11,923Multifamily
    
    
    11,471
    
    
    
    1,568
    
    
    
    1,222
    
    
    
    273
    
    
    
    
    
    
    
    14,534Other
    
    
    44,267
    
    
    
    4,767
    
    
    
    20,928
    
    
    
    967
    
    
    
    
    
    
    
    70,929Residential
    
    
    23,237
    
    
    
    
    
    
    
    2,854
    
    
    
    492
    
    
    
    
    
    
    
    26,583Installment
    
    
    892
    
    
    
    5
    
    
    
    
    
    
    
    15
    
    
    
    
    
    
    
    912$
    150,081
    
    
    $
    16,411
    
    
    $
    64,323
    
    
    $
    4,512
    
    
    $
    
    
    
    $
    235,327
 December 31, 2010
    
    
    
    
    
    SpecialIn thousands
    
    Pass
    
    Mention
    
    Substandard
    
    Doubtful
    
    Loss
    
    TotalCommercial loans
    
    $
    35,776
    
    
    $
    916
    
    
    $
    1,384
    
    
    $
    149
    
    
    $
    
    
    
    $
    38,225Real estate loansChurch
    
    
    38,785
    
    
    
    8,893
    
    
    
    15,106
    
    
    
    
    
    
    
    
    
    
    
    62,784Construction  other than
third-party originated
    
    
    1,879
    
    
    
    598
    
    
    
    10,593
    
    
    
    579
    
    
    
    
    
    
    
    13,649Construction  third-party originated
    
    
    
    
    
    
    
    
    
    
    9,514
    
    
    
    4,017
    
    
    
    
    
    
    
    13,531Multifamily
    
    
    11,742
    
    
    
    1,578
    
    
    
    1,240
    
    
    
    273
    
    
    
    
    
    
    
    14,833Other
    
    
    46,544
    
    
    
    5,064
    
    
    
    20,973
    
    
    
    1,202
    
    
    
    
    
    
    
    73,783Residential
    
    
    24,286
    
    
    
    
    
    
    
    2,714
    
    
    
    492
    
    
    
    
    
    
    
    27,492Installment
    
    
    696
    
    
    
    16
    
    
    
    1
    
    
    
    5
    
    
    
    
    
    
    
    718$
    159,708
    
    
    $
    17,065
    
    
    $
    61,525
    
    
    $
    6,717
    
    
    $
    
    
    
    $
    245,015
  March 31, 2011
    
    
    
    
    
    30-60
    
    60-90
    
    More than
    
    Total PastIn thousands
    
    0-30 Days
    
    Days
    
    Days
    
    90 Days
    
    Due
    
    Current
    
    TotalCommercial loans
    
    $
    2,768
    
    
    $
    1,971
    
    
    $
    1,665
    
    
    $
    2,551
    
    
    $
    8,955
    
    
    $
    24,994
    
    
    $
    33,949Real estate loansChurch
    
    
    2,302
    
    
    
    12,933
    
    
    
    1,111
    
    
    
    6,300
    
    
    
    22,646
    
    
    
    40,249
    
    
    
    62,895Construction  other than
third-party originated
    
    
    3,541
    
    
    
    400
    
    
    
    
    
    
    
    8,171
    
    
    
    12,112
    
    
    
    1,490
    
    
    
    13,602Construction  third-party
originated
    
    
    
    
    
    
    
    
    
    
    310
    
    
    
    9,952
    
    
    
    10,262
    
    
    
    1,661
    
    
    
    11,923Multifamily
    
    
    551
    
    
    
    1,387
    
    
    
    
    
    
    
    2,410
    
    
    
    4,348
    
    
    
    10,186
    
    
    
    14,534Other
    
    
    2,325
    
    
    
    6,205
    
    
    
    
    
    
    
    8,048
    
    
    
    16,578
    
    
    
    54,352
    
    
    
    70,930Residential
    
    
    521
    
    
    
    545
    
    
    
    30
    
    
    
    2,425
    
    
    
    3,521
    
    
    
    23,061
    
    
    
    26,582Installment
    
    
    32
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    32
    
    
    
    880
    
    
    
    912$
    12,040
    
    
    $
    23,441
    
    
    $
    3,116
    
    
    $
    39,857
    
    
    $
    78,454
    
    
    $
    156,873
    
    
    $
    235,327
 15




---



##### Table of Contents



December 31, 2010
    
    
    
    
    
    30-60
    
    60-90
    
    More than
    
    Total PastIn thousands
    
    0-30 Days
    
    Days
    
    Days
    
    90 Days
    
    Due
    
    Current
    
    TotalCommercial loans
    
    $
    3,251
    
    
    $
    1,336
    
    
    $
    1,449
    
    
    $
    2,308
    
    
    $
    8,344
    
    
    $
    29,881
    
    
    $
    38,225Real estate loansChurch
    
    
    339
    
    
    
    13,096
    
    
    
    7,630
    
    
    
    4,909
    
    
    
    25,974
    
    
    
    36,810
    
    
    
    62,784Construction  other than
third-party originated
    
    
    4,025
    
    
    
    
    
    
    
    
    
    
    
    8,057
    
    
    
    12,082
    
    
    
    1,567
    
    
    
    13,649Construction  third-party
originated
    
    
    454
    
    
    
    1,531
    
    
    
    530
    
    
    
    9,253
    
    
    
    11,768
    
    
    
    1,763
    
    
    
    13,531Multifamily
    
    
    
    
    
    
    2,608
    
    
    
    1,248
    
    
    
    273
    
    
    
    4,129
    
    
    
    10,704
    
    
    
    14,833Other
    
    
    2,837
    
    
    
    2,109
    
    
    
    4,861
    
    
    
    6,375
    
    
    
    16,182
    
    
    
    57,601
    
    
    
    73,783Residential
    
    
    564
    
    
    
    809
    
    
    
    118
    
    
    
    2,333
    
    
    
    3,824
    
    
    
    23,668
    
    
    
    27,492Installment
    
    
    31
    
    
    
    17
    
    
    
    
    
    
    
    6
    
    
    
    54
    
    
    
    664
    
    
    
    718$
    11,501
    
    
    $
    21,506
    
    
    $
    15,836
    
    
    $
    33,514
    
    
    $
    82,357
    
    
    $
    162,658
    
    
    $
    245,015
  UnpaidMarch 31, 2011
    
    Recorded
    
    Principal
    
    RelatedIn thousands
    
    Investment
    
    Balance
    
    AllowanceCommercial loans
    
    $
    361
    
    
    $
    364
    
    
    $
    Real estate loansChurch
    
    
    7,416
    
    
    
    7,735
    
    
    
    8Construction  other than
third-party originated
    
    
    6,554
    
    
    
    7,055
    
    
    
    Construction  third-party
originated
    
    
    11,613
    
    
    
    14,591
    
    
    
    737Multifamily
    
    
    1,393
    
    
    
    1,956
    
    
    
    85Other
    
    
    8,356
    
    
    
    9,534
    
    
    
    121Residential
    
    
    2,556
    
    
    
    2,611
    
    
    
    5Installment
    
    
    
    
    
    
    
    
    
    
    $
    38,249
    
    
    $
    43,846
    
    
    $
    956
 UnpaidDecember 31, 2010
    
    Recorded
    
    Principal
    
    RelatedIn thousands
    
    Investment
    
    Balance
    
    AllowanceCommercial loans
    
    $
    10
    
    
    $
    10
    
    
    $
    Real estate loansChurch
    
    
    5,460
    
    
    
    5,624
    
    
    
    Construction  other than
third-party originated
    
    
    6,689
    
    
    
    7,067
    
    
    
    242Construction  third-party
originated
    
    
    13,078
    
    
    
    16,315
    
    
    
    1,123Multifamily
    
    
    273
    
    
    
    824Other
    
    
    7,024
    
    
    
    7,798
    
    
    
    102Residential
    
    
    2,227
    
    
    
    2,610
    
    
    
    35Installment
    
    
    
    
    
    
    
    
    
    
    $
    34,761
    
    
    $
    40,258
    
    
    $
    1,502
 16




---



##### Table of Contents



March 31,
    
    December 31,In thousands
    
    2011
    
    2010Nonaccrual loans
    
    $
    39,664
    
    
    $
    35,916Loans with interest or principal 90
days or more past due and still accruing
    
    
    6,544
    
    
    
    2,343Total nonperforming loans
    
    $
    46,208
    
    
    $
    38,259
      March 31, 2011
    
    Individually
    
    Collectively
    
    TotalIn thousands
    
    Evaluated
    
    Evaluated
    
    AllowanceCommercial loans
    
    $
    
    
    
    $
    2,491
    
    
    $
    2,491Real estate loansChurch
    
    
    8
    
    
    
    2,093
    
    
    
    2,101Construction  other than
third-party originated
    
    
    
    
    
    
    960
    
    
    
    960Construction  third-party
Originated
    
    
    738
    
    
    
    307
    
    
    
    1,045Multifamily
    
    
    85
    
    
    
    184
    
    
    
    269Commercial
    
    
    121
    
    
    
    2,596
    
    
    
    2,717Residential
    
    
    4
    
    
    
    940
    
    
    
    944Installment
    
    
    
    
    
    
    45
    
    
    
    45Unallocated
    
    
    
    
    
    
    258
    
    
    
    258$
    956
    
    
    $
    9,874
    
    
    $
    10,830
 17




---



##### Table of Contents



December 31, 2010
    
    Individually
    
    Collectively
    
    TotalIn thousands
    
    Evaluated
    
    Evaluated
    
    AllowanceCommercial loans
    
    $
    
    
    
    $
    2,770
    
    
    $
    2,770Real estate loansChurch
    
    
    
    
    
    
    1,559
    
    
    
    1,559Construction  other than
third-party originated
    
    
    242
    
    
    
    220
    
    
    
    462Construction  third-party
Originated
    
    
    1,123
    
    
    
    452
    
    
    
    1,575Multifamily
    
    
    
    
    
    
    633
    
    
    
    633Other
    
    
    102
    
    
    
    2,231
    
    
    
    2,333Residential
    
    
    35
    
    
    
    701
    
    
    
    736Installment
    
    
    
    
    
    
    55
    
    
    
    55Unallocated
    
    
    
    
    
    
    503
    
    
    
    503$
    1,502
    
    
    $
    9,124
    
    
    $
    10,626
   Balance,
    
    
    
    
    
    
    
    
    
    
    
    
    
    Balance,March 31, 2011
    
    December 31,
    
    Provision for Loan
    
    
    
    
    
    March 31,In thousands
    
    2010
    
    Losses
    
    Recoveries
    
    Chargeoffs
    
    2011Commercial loans
    
    $
    2,770
    
    
    $
    (202
    )
    
    $
    41
    
    
    $
    118
    
    
    $
    2,491Real estate loansChurch
    
    
    1,559
    
    
    
    594
    
    
    
    
    
    
    
    52
    
    
    
    2,101Construction  other than
third-party originated
    
    
    462
    
    
    
    958
    
    
    
    
    
    
    
    460
    
    
    
    960Construction  third-party
originated
    
    
    1,575
    
    
    
    (530
    )
    
    
    
    
    
    
    
    
    
    
    1,045Multifamily
    
    
    633
    
    
    
    (364
    )
    
    
    
    
    
    
    
    
    
    
    269Other
    
    
    2,333
    
    
    
    691
    
    
    
    50
    
    
    
    357
    
    
    
    2,717Residential
    
    
    736
    
    
    
    308
    
    
    
    
    
    
    
    100
    
    
    
    944Installment
    
    
    55
    
    
    
    (10
    )
    
    
    
    
    
    
    
    
    
    
    45Unallocated
    
    
    503
    
    
    
    (245
    )
    
    
    
    
    
    
    
    
    
    
    258$
    10,626
    
    
    $
    1,200
    
    
    $
    91
    
    
    $
    1,087
    
    
    $
    10,830
   Level 1
 Level 2
 Level 3
 18




---



##### Table of Contents



March 31, 2011(In thousands)
    
    Total
    
    Level 1
    
    Level 2
    
    Level 3Investment
securities
available for sale
    
    $
    103,293
    
    
    $
    3,317
    
    
    $
    99,455
    
    
    $
    521Total assets
    
    $
    103,293
    
    
    $
    3,317
    
    
    $
    99,455
    
    
    $
    521
 December 31, 2010(In thousands)
    
    Total
    
    Level 1
    
    Level 2
    
    Level 3Investment securities
available for sale
    
    $
    105,420
    
    
    $
    3,429
    
    
    $
    102,492
    
    
    $
    499Total assets
    
    $
    105,420
    
    
    $
    3,429
    
    
    $
    102,492
    
    
    $
    499
         19




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##### Table of Contents



Cash, short-term investments and interest-bearing deposits with banks
  Investment securities
  Loans
  Loans held for sale
  Deposit liabilities
   Short-term borrowings
  Long-term debt
  Commitments to extend credit and letters of credit
  20




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##### Table of Contents



March 31, 2011
    
    December 31, 2010Carrying
    
    Fair
    
    Carrying
    
    Fair(In thousands)
    
    Value
    
    Value
    
    Value
    
    ValueFinancial assetsCash and other short-term
Investments
    
    $
    50,727
    
    
    $
    50,727
    
    
    $
    20,778
    
    
    $
    20,778Interest-bearing deposits
with banks
    
    
    1,140
    
    
    
    1,140
    
    
    
    3,289
    
    
    
    3,289Investment securities AFS
    
    
    103,293
    
    
    
    103,293
    
    
    
    105,420
    
    
    
    105,420Investment securities HTM
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Loans
    
    
    235,272
    
    
    
    230,103
    
    
    
    244,955
    
    
    
    239,242Loans held for sale
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Financial liabilitiesDeposits
    
    
    351,964
    
    
    
    342,194
    
    
    
    338,551
    
    
    
    331,434Short-term borrowings
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Long-term debt
    
    
    19,200
    
    
    
    19,611
    
    
    
    19,200
    
    
    
    19,631
      
 Item 2
 Managements Discussion and Analysis of Financial Condition and Results of Operations
  Cautionary statement concerning forward-looking statements
  Executive summary
   21




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Financial Condition
        22




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##### Table of Contents



Balance,
    
    
    
    
    
    
    
    
    
    
    
    
    
    Balance,December
    
    Provision for Loan
    
    
    
    
    
    March 31,In thousands
    
    31, 2010
    
    Losses
    
    Recoveries
    
    Chargeoffs
    
    2011Commercial loans
    
    $
    2,770
    
    
    $
    (202
    )
    
    $
    41
    
    
    $
    118
    
    
    $
    2,491Real estate loansChurch
    
    
    1,559
    
    
    
    594
    
    
    
    
    
    
    
    52
    
    
    
    2,101Construction  other than third-party originated
    
    
    462
    
    
    
    958
    
    
    
    
    
    
    
    460
    
    
    
    960Construction  third-party
originated
    
    
    1,575
    
    
    
    (530
    )
    
    
    
    
    
    
    
    
    
    
    1,045Multifamily
    
    
    633
    
    
    
    (364
    )
    
    
    
    
    
    
    
    
    
    
    269Other
    
    
    2,333
    
    
    
    691
    
    
    
    50
    
    
    
    357
    
    
    
    2,717Residential
    
    
    736
    
    
    
    308
    
    
    
    
    
    
    
    100
    
    
    
    944Installment
    
    
    55
    
    
    
    (10
    )
    
    
    
    
    
    
    
    
    
    
    45Unallocated
    
    
    503
    
    
    
    (245
    )
    
    
    
    
    
    
    
    
    
    
    258$
    10,626
    
    
    $
    1,200
    
    
    $
    91
    
    
    $
    1,087
    
    
    $
    10,830
 Three MonthsEnded March 31,(In thousands)
    
    2010Balance at beginning of period
    
    $
    8,650Provision for loan losses
    
    
    1,381Recoveries of previous charge-offs
    
    
    910,040Less: Charge-offs
    
    
    2,040Balance at end of period
    
    $
    8,000
        23




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##### Table of Contents



March 31,
    
    December 31,
    
    March 31,2011
    
    2010
    
    2010Allowance for loan losses as a percentage of:Total loans
    
    
    4.60
    %
    
    
    4.34
    %
    
    
    2.99
    %Total nonperforming loans
    
    
    23.44
    %
    
    
    27.77
    %
    
    
    36.72
    %Year-to-date net charge-offs as a
percentage of average loans
(annualized)
    
    
    1.65
    %
    
    
    2.87
    %
    
    
    2.97
    %
   March 31,
    
    December 31,
    
    March 31,(In thousands)
    
    2011
    
    2010
    
    2010Loans past due 90 days
or more and still accruingCommercial
    
    $
    634
    
    
    $
    928
    
    
    $
    113Real estate
    
    
    5,910
    
    
    
    1,415
    
    
    
    375Installment
    
    
    
    
    
    
    
    
    
    
    Total
    
    
    6,544
    
    
    
    2,343
    
    
    
    488Nonaccrual loansCommercial
    
    
    2,036
    
    
    
    1,436
    
    
    
    3,349Real estate
    
    
    37,628
    
    
    
    34,480
    
    
    
    17,943Installment
    
    
    
    
    
    
    
    
    
    
    2Total
    
    
    39,664
    
    
    
    35,916
    
    
    
    21,294Total nonperforming loans
    
    
    46,208
    
    
    
    38,259
    
    
    
    21,782Other real estate owned
    
    
    1,913
    
    
    
    1,997
    
    
    
    2,352Total nonperforming assets
    
    $
    48,121
    
    
    $
    40,256
    
    
    $
    24,134
    24




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25




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##### Table of Contents



Consolidated
    
    Bank OnlyMarch 31,
    
    December 31,
    
    March 31,
    
    December 31,2011
    
    2010
    
    2011
    
    2010Risk-based capital ratios:Tier 1 capital to risk-adjusted assets
    
    
    9.07
    %
    
    
    9.47
    %
    
    
    10.85
    %
    
    
    11.21
    %Minimum to be considered
well-capitalized
    
    
    6.00
    
    
    
    6.00
    
    
    
    6.00
    
    
    
    6.00Minimum to be considered
well-capitalized under OCC
requirements
    
    
    N/A
    
    
    
    N/A
    
    
    
    10.00
    
    
    
    10.00Total capital to risk-adjusted assets
    
    
    12.21
    
    
    
    12.59
    
    
    
    12.13
    
    
    
    12.49Minimum to be considered
well-capitalized
    
    
    10.00
    
    
    
    10.00
    
    
    
    10.00
    
    
    
    10.00Minimum to be considered
well-capitalized under OCC
requirements
    
    
    N/A
    
    
    
    N/A
    
    
    
    12.00
    
    
    
    12.00Leverage ratio
    
    
    6.40
    
    
    
    6.30
    
    
    
    7.65
    
    
    
    7.45Minimum to be considered
well-capitalized
    
    
    5.00
    
    
    
    5.00
    
    
    
    5.00
    
    
    
    5.00Minimum to be considered
well-capitalized under OCC
requirements
    
    
    N/A
    
    
    
    N/A
    
    
    
    9.00
    
    
    
    8.00
     26




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Results of Operations
               27




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##### Table of Contents



Liquidity
        
 Item 3
 Quantitative and Qualitative Disclosures about Market Risk
    28




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##### Table of Contents



Item 4
 Controls and Procedures
   
 PART II Other information
 
 Item 1. Legal Proceedings
  
 Item 1a. Risk Factors
 The Bank is subject to a Consent Order and the Corporation is subject to the FRBNY Agreement. The
Bank is not in compliance with the capital ratio requirements of the Consent Order
  The Corporations Financial Results and the Banks Failure to Comply with the Consent Order Raises
Substantial Doubt About the Corporations and the Banks Ability to Continue as Going Concerns
Through the End of 2011.
  29




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##### Table of Contents



The Corporation Has Deferred Payment of Dividends on its Series G Preferred Stock and Certain
Debentures and May Not Pay Dividends on its Common or other Preferred Stock Until Such Series G
Dividends and Interest on Debentures are Paid.
    
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
   
 Item 3. Defaults Upon Senior Securities.
   Series
    
    Amount Deferred in First Quarter
    
    Total Deferred to DateA
    
    $
    12,000
    
    
    $
    12,000C
    
    
    2,160
    
    
    
    2,160D
    
    
    3,300
    
    
    
    3,300E
    
    
    147,000
    
    
    
    147,000F
    
    
    149,318
    
    
    
    746,594
  
 Item 6. Exhibits
 (10.1)
    
    Employment Agreement, effective as of March 1, 2011, by and between City National
Bank of New Jersey and Preston D. Pinkett, III (incorporated by reference to our 8-K
filed on March 9, 2011)
 30




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##### Table of Contents



(10.2)
    
    TARP Waiver executed by Preston D. Pinkett, III, effective as of March 1, 2011
(incorporated by reference to our 8-K filed on March 9, 2011)(31)
    
    Certifications of Principal Executive Officer and Principal Financial
Officer (Section 302 of the Sarbanes-Oxley Act of 2002) (filed herewith).(32)
    
    Certifications of Principal Executive Officer and Principal Financial
Officer under 18 U.S.C. Section 1350 (Section 906 of the Sarbanes-Oxley Act of 2002)
(filed herewith).
 31




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##### Table of Contents



CITY NATIONAL BANCSHARES CORPORATION
(Registrant)August 03, 2011
    /s/ Edward R. WrightEdward R. WrightDuly Authorized Signatory and Senior Vice President and Chief Financial
Officer (Principal Financial and Accounting Officer) 32




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##### Table of Contents



(10.1)
    
    Employment Agreement, effective as of March 1, 2011, by and between City National
Bank of New Jersey and Preston D. Pinkett, III (incorporated by reference to our 8-K
filed on March 9, 2011)(10.2)
    
    TARP Waiver executed by Preston D. Pinkett, III, effective as of March 1, 2011
(incorporated by reference to our 8-K filed on March 9, 2011)(31)
    
    Certifications of Principal Executive Officer and Principal Financial
Officer (Section 302 of the Sarbanes-Oxley Act of 2002) (filed herewith).(32)
    
    Certifications of Principal Executive Officer and Principal Financial
Officer under 18 U.S.C. Section 1350 (Section 906 of the Sarbanes-Oxley Act of 2002)
(filed herewith).
 33