1 U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2001 Commission File Number 00-22246 COMMERCIAL BANKSHARES, INC. ----------------------------------------------------- (Exact name of Registrant as specified in its charter) FLORIDA 65-0050176 ------------------------------- ------------------- (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 1550 S.W. 57th Avenue, Miami, Florida 33144 ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) (305) 267-1200 ---------------------------------------------------- (Registrant's Telephone Number, including area code) Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No . ----- ----- CLASS OUTSTANDING AT August 10, 2001 ----- ------------------------------ COMMON STOCK, $.08 PAR VALUE 3,606,985 SHARES TABLE OF CONTENTS PART I Item 1. Financial Statements 1 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 Item 3. Quantitative and Qualitative Disclosures About Market Risk 11 PART II Item 6. Exhibits and Reports on Form 8-K 13 PART I - FINANCIAL INFORMATION ITEM I - FINANCIAL STATEMENTS COMMERCIAL BANKSHARES, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED BALANCE SHEETS June 30, 2001 and December 31, 2000 (Dollars in thousands except share data) 6/30/2001 12/31/2000 --------- ---------- Assets: (Unaudited) Cash and due from banks $ 25,676 $ 20,478 Federal funds sold 16,393 14,537 -------- -------- Total cash and cash equivalents 42,069 35,015 Investment securities available for sale, at fair value (cost of $115,127 in 2001 and $141,031 in 2000) 119,469 143,487 Investment securities held to maturity, at cost (aggregate fair value of $29,168 in 2001 and $37,958 in 2000) 28,452 37,215 Loans, net 341,125 285,641 Premises and equipment, net 12,742 12,913 Accrued interest receivable 3,248 4,001 Goodwill, net 334 416 Other assets 2,930 3,836 -------- -------- Total assets $550,369 $522,524 ======== ======== Liabilities and stockholders' equity: Deposits: Demand $ 92,004 $ 88,829 Interest-bearing checking 61,774 59,041 Money market accounts 44,859 38,239 Savings 23,376 23,585 Time 224,351 213,229 -------- -------- Total deposits 446,364 422,923 Securities sold under agreements to repurchase 52,110 51,166 Accrued interest payable 765 870 Accounts payable and accrued liabilities 2,836 2,510 -------- -------- Total liabilities 502,075 477,469 -------- -------- Stockholders' equity: Common stock, $.08 par value, 6,250,000 authorized shares, 3,957,735 issued (3,946,303 in 2000) 315 314 Additional paid-in capital 43,985 43,866 Retained earnings 7,667 5,727 Accumulated other comprehensive income 2,908 1,720 Treasury stock, 347,357 shares (346,905 in 2000), at cost (6,581) (6,572) -------- -------- Total stockholders' equity 48,294 45,055 -------- -------- Total liabilities and stockholders' equity $550,369 $522,524 ======== ======== The accompanying notes are an integral part of these condensed consolidated financial statements COMMERCIAL BANKSHARES, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF INCOME For the three months ended June 30, 2001 and 2000 (In thousands except per share data) (Unaudited) 2001 2000 ---- ---- Interest income: Interest and fees on loans $6,959 $5,628 Interest on investment securities 2,375 2,827 Interest on federal funds sold 245 114 ------ ------ Total interest income 9,579 8,569 ------ ------ Interest expense: Interest on deposits 3,844 3,134 Interest on securities sold under agreements to repurchase 597 629 ------ ------ Total interest expense 4,441 3,763 ------ ------ Net interest income 5,138 4,806 Provision for loan losses 100 70 ------ ------ Net interest income after provision 5,038 4,736 ------ ------ Non-interest income: Service charges on deposit accounts 671 594 Other fees and service charges 166 149 Securities losses - (40) ------ ------ Total non-interest income 837 703 ------ ------ Non-interest expense: Salaries and employee benefits 2,080 1,889 Occupancy 301 297 Data processing 253 216 Furniture and equipment 186 229 Telephone and fax 59 59 Administrative service charges 59 39 Stationery and supplies 62 62 Insurance 54 53 Amortization 41 50 Other 325 294 ------ ------ Total non-interest expense 3,420 3,188 ------ ------ Income before income taxes 2,455 2,251 Provision for income taxes 708 686 ------ ------ Net income $1,747 $1,565 ====== ====== Earnings per common and common equivalent share: Basic $.48 $.43 Diluted $.47 $.42 Weighted average number of shares and common equivalent shares: Basic 3,609 3,662 Diluted 3,715 3,746 The accompanying notes are an integral part of these condensed consolidated financial statements COMMERCIAL BANKSHARES, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF INCOME For the six months ended June 30, 2001 and 2000 (In thousands except per share data) (Unaudited) 2001 2000 ---- ---- Interest income: Interest and fees on loans $13,460 $11,002 Interest on investment securities 5,011 5,686 Interest on federal funds sold 527 202 ------- ------- Total interest income 18,998 16,890 ------- ------- Interest expense: Interest on deposits 7,736 6,107 Interest on securities sold under agreements to repurchase 1,232 1,142 ------- ------- Total interest expense 8,968 7,249 ------- ------- Net interest income 10,030 9,641 Provision for loan losses 175 150 ------- ------- Net interest income after provision 9,855 9,491 ------- ------- Non-interest income: Service charges on deposit accounts 1,308 1,159 Other fees and service charges 289 285 Securities losses - (108) ------- ------- Total non-interest income 1,597 1,336 ------- ------- Non-interest expense: Salaries and employee benefits 4,168 3,781 Occupancy 598 583 Data processing 494 417 Furniture and equipment 374 461 Telephone and fax 114 119 Administrative service charges 113 86 Stationery and supplies 136 126 Insurance 107 106 Amortization 81 99 Other 540 619 ------- ------- Total non-interest expense 6,725 6,397 ------- ------- Income before income taxes 4,727 4,430 Provision for income taxes 1,344 1,337 ------- ------- Net income $3,383 $3,093 ======= ======= Earnings per common and common equivalent share: Basic $.94 $.83 Diluted $.91 $.81 Weighted average number of shares and common equivalent shares: Basic 3,606 3,718 Diluted 3,704 3,807 The accompanying notes are an integral part of these condensed consolidated financial statements COMMERCIAL BANKSHARES, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the three and six months ended June 30, 2001 and 2000 (Dollars in thousands) (Unaudited) Three months ended June 30, 2001 2000 ---- ---- Net income $1,747 $1,565 ------ ------ Other comprehensive income(loss), net of tax: Unrealized holding gains(losses) arising during the period 10 (106) Reclassification adjustment for losses realized in net income - 25 ------ ------ Other comprehensive income(loss) 10 (81) ------ ------ Comprehensive income $1,757 $1,484 ====== ====== Six months ended June 30, 2001 2000 ---- ---- Net income $3,383 $3,093 ------ ------ Other comprehensive income(loss), net of tax: Unrealized holding gains(losses) arising during the period 1,074 (777) Reclassification adjustment for losses realized in net income - 68 Cumulative effect of a change in accounting principle 114 - ------ ------ Other comprehensive income(loss) 1,188 (709) ------ ------ Comprehensive income $4,571 $2,384 ====== ====== The accompanying notes are an integral part of these condensed consolidated financial statements COMMERCIAL BANKSHARES, INC. AND SUBSIDIARY CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the six months ended June 30, 2001 and 2000 (In thousands) (Unaudited) 2001 2000 ---- ---- Cash flows from operating activities: Net income $ 3,383 $ 3,093 Adjustments to reconcile net income to net cash provided by operating activities: Provision for loan losses 175 150 Depreciation, amortization and accretion, net 476 627 Loss on sale of investment securities - 108 Gain on sale of premises and equipment - (7) Change in accrued interest receivable 753 (279) Change in other assets 906 752 Change in accounts payable and accrued liabilities (375) 105 Change in accrued interest payable (105) 13 ------- ------- Net cash provided by operating activities 5,213 4,562 ------- ------- Cash flows from investing activities: Proceeds from maturities of investment securities held to maturity 3,488 3,347 Proceeds from maturities of investment securities available for sale 53,296 2,473 Proceeds from sales of investment securities available for sale - 7,881 Purchases of investment securities available for sale (22,186) (17,132) Net increase in loans (55,659) (18,258) Purchases of premises and equipment (153) (204) Sales of premises and equipment - 239 ------- ------- Net cash used in investing activities (21,214) (21,654) ------- ------- Cash flows from financing activities: Net change in deposits 23,441 10,549 Net change in securities sold under agreements to repurchase 944 8,541 Dividends paid (1,441) (1,364) Proceeds from issuance of stock 120 121 Purchase of treasury stock (9) (4,425) ------- ------- Net cash provided by financing activities 23,055 13,422 ------- ------- Increase(decrease) in cash and cash equivalents 7,054 (3,670) Cash and cash equivalents at beginning of period 35,015 39,085 ------- ------- Cash and cash equivalents at end of period $42,069 $35,415 ======= ======= Supplemental disclosures: Interest paid (net of amounts credited to deposit accounts) $ 1,438 $ 1,223 ======= ======= Income taxes paid $ 1,330 $ 1,372 ======= ======= The accompanying notes are an integral part of these condensed consolidated financial statements COMMERCIAL BANKSHARES, INC. AND SUBSIDIARY NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. INTERIM FINANCIAL STATEMENTS The accompanying unaudited condensed consolidated financial statements, which are for interim periods, do not include all disclosures provided in the annual consolidated financial statements. These financial statements and the footnotes thereto should be read in conjunction with the annual consolidated financial statements for the years ended December 31, 2000, 1999, and 1998 for Commercial Bankshares, Inc. (the "Company"). All material intercompany balances and transactions have been eliminated. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments necessary for a fair presentation of the financial statements. Those adjustments are of a normal recurring nature. The results of operations for the three and six month periods ended June 30, 2001, are not necessarily indicative of the results to be expected for the full year. 2. PER SHARE DATA Earnings per share have been computed in accordance with Statement of Financial Accounting Standard No. 128, "Earnings per Share" (SFAS 128) by dividing net income by the weighted average number of common shares (basic earnings per share) and by the weighted average number of common shares plus dilutive common share equivalents outstanding (diluted earnings per share). Common stock equivalents include the effect of all outstanding stock options, using the treasury stock method. The following tables reconcile the weighted average shares (denominator) used to calculate basic and diluted earnings per share (in thousands, except per share amounts): Three Months Ended Three Months Ended June 30, 2001 June 30, 2000 Income Shares Per-Share Income Shares Per-Share (Numerator)(Denominator) Amount (Numerator)(Denominator) Amount --------- ----------- ------ ---------- ----------- ------ Basic EPS $1,747 3,609 $.48 $1,565 3,662 $.43 Effect of Dilutive Options - 106 (.01) - 84 (.01) ----- ----- ---- ------ ----- ---- Diluted EPS $1,747 3,715 $.47 $1,565 3,746 $.42 ====== ===== ==== ====== ===== ==== Six Months Ended Six Months Ended June 30, 2001 June 30, 2000 Income Shares Per-Share Income Shares Per-Share (Numerator)(Denominator) Amount (Numerator)(Denominator) Amount --------- ----------- ------ --------- ----------- ------ Basic EPS $3,383 3,606 $.94 $3,093 3,718 $.83 Effect of Dilutive Options - 98 (.03) - 89 (.02) ------ ----- ---- ------ ----- ---- Diluted EPS $3,383 3,704 $.91 $3,093 3,807 $.81 ====== ===== ==== ====== ===== ==== 3. NEW ACCOUNTING PRONOUNCEMENTS In June 1998, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 133, ("SFAS 133") "Accounting for Derivative Instruments and Hedging Activities", as amended by SFAS 137 and SFAS 138. SFAS 133 is effective for all fiscal quarters of all fiscal years beginning after June 15, 2000; accordingly, the Company adopted SFAS 133 on January 1, 2001. SFAS 133 requires that all derivative instruments be recorded on the balance sheet at fair value. Changes in the fair value of derivatives are recorded each period in current earnings or other comprehensive income, depending on whether a derivative is designated as part of a hedge transaction and, if it is, depending on the type of hedge transaction. In conjunction with the adoption of SFAS 133, the Company transferred $5.3 million in securities, with a fair value of $5.5 million, from the held-to-maturity portfolio to the available-for-sale portfolio on January 1, 2001. The Company does not currently utilize derivative instruments for risk management purposes. The implementation of this statement has not had a material effect on the Company's financial position or results of operations. In September 2000, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 140 ("SFAS 140"), "Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities, a replacement of FASB No. 125". SFAS 140 revises the standards for accounting and reporting of securitizations, other transfers of financial assets and extinguishments of liabilities. The standard is based on a consistent application of a financial components approach which focuses on control. Under that approach, after a transfer of financial assets, an entity recognizes financial and servicing assets it controls and the liabilities it has incurred. Derecognition of financial assets occurs when control has been surrendered and liabilities are derecognized when extinguished. SFAS 140 is effective for transfers and servicing of financial assets and extinguishments of liabilities occurring after March 31, 2001. Other provisions of SFAS 140 relating to recognition and reclassification of collateral and disclosures of securitization transactions are effective for fiscal years ended after December 15, 2000. The implementation of this statement has not had a material effect on the Company's consolidated financial statements. In June 2001, the Financial Accounting Standards Board issued Statement of Financial Accounting Standard No. 142, ("SFAS 142") "Goodwill and Other Intangible Assets". SFAS 142, which is effective for fiscal years beginning after December 15, 2001, revises the accounting, amortization and disclosure of goodwill and other intangible assets. The implementation of the Statement is not expected to have a material effect on the Company's financial position, results of operations or cash flows. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS The Company's net income reported for the quarter ended June 30, 2001, was $1.75 million, an 11% increase over the quarter ended June 30, 2000 of $1.57 million. Basic and diluted earnings per share were $.48 and $.47, respectively, for the second quarter of 2001, as compared to $.43 and $.42, respectively, for the second quarter of 2000. For the six months ended June 30, 2001, the Company's net income was $3.4 million, a 10% increase over the six months ended June 30, 2000 of $3.1 million. Basic and diluted earnings per share were $.94 and $.91, respectively, for the six months ended June 30, 2001 as compared to $.83 and $.81, respectively, for the six months ended June 30, 2000. The Company's second quarter tax-equivalent net interest income increased to $5.39 million, from $5.04 million in the corresponding quarter in 2000. The annualized net interest margin for the quarter and six months ended June 30, 2001 was 4.21% and 4.23%, respectively. This compares to 4.60% and 4.65% for the quarter and six months ended June 30, 2000. The decrease in the net interest margin is the result of the current interest rate environment and intense competition for deposits and quality loans. The net interest margin has been calculated on a tax-equivalent basis, which includes an adjustment for interest on tax-exempt securities. Non-interest income for the second quarter of 2001 increased by $134,000, or 19%, and increased by $261,000, or 20% for the first six months of 2001, from the corresponding periods of 2000. The increases are primarily due to an increase in account activity charges of $77,000 for the second quarter of 2001 and $149,000 for the first six months of 2001, in addition to a loss on sale of investments of $40,000 for the second quarter of 2000 and $108,000 for the first six months of 2000. Salaries and employee benefits expense increased by $191,000, or 10%, for the second quarter of 2001, and by $387,000, or 10%, for the first six months of 2001, from the corresponding periods of 2000. The increase is attributable to normal payroll increases and increased benefit costs. Data processing expense increased by $37,000 or 17% for the second quarter of 2001, and by $77,000, or 18%, for the first six months of 2001, as compared to the corresponding periods in 2000. The increase is attributable to an increase in the number of accounts processed and to an increase in rates from the Company's service provider. Furniture and equipment expense decreased by $43,000 or 19% for the second quarter of 2001, and by $87,000, or 19%, for the first six months of 2001, as compared to the corresponding periods in 2000 due to a decrease in furniture and equipment depreciation expense. Company management continually reviews and evaluates the allowance for loan losses. In evaluating the adequacy of the allowance for loan losses, management considers the results of its methodology, along with other factors such as the amount of non-performing loans and the economic conditions affecting the Company's markets and customers. The allowance for loan losses was approximately $3.95 million at June 30, 2001, as compared with $3.49 million at June 30, 2000. For the six months ended June 30, 2001, the allowance for loan losses was increased by the provision for loan losses of $175,000, and decreased by approximately $29,000 in net charge-offs. For the six months ended June 30, 2000, the allowance was increased with a provision for loan losses of $150,000 and increased by approximately $59,000 in net recoveries. The allowance as a percentage of total loans has decreased to 1.15% at June 30, 2001, from 1.31% at June 30, 2000. Based on the nature of the loan portfolio and prevailing economic factors, management believes that the current level of the allowance for loan losses is sufficient to absorb losses in the loan portfolio. Approximately $218.9 million, or 63% of total loans was secured by nonresidential real estate and $53.1 million, or 15% of total loans was secured by residential real estate as of June 30, 2001. Virtually all loans are within the Company's markets in Miami-Dade and Broward Counties. The Company had a non-accrual loan balance of $866,000 at June 30, 2001. If these loans were on full accrual, additional interest income of approximately $33,000 would have been recorded during the first six months of 2001. LIQUIDITY AND CAPITAL RESOURCES The objective of liquidity management is to maintain cash flow requirements to meet immediate and ongoing future needs for loan demand, deposit withdrawals, maturing liabilities, and expenses. In evaluating actual and anticipated needs, management seeks to obtain funds at the most economical cost. Management believes that the level of liquidity is sufficient to meet future funding requirements. For banks, liquidity represents the ability to meet both loan commitments and withdrawals of deposited funds. Funds to meet these needs can be obtained by converting liquid assets to cash or by attracting new deposits or other sources of funding. Many factors affect a bank's ability to meet liquidity needs. Commercial Bank of Florida's (the Bank) principal sources of funds are deposits, repurchase agreements, payments on loans, maturities and sales of investments. As an additional source of funds, the Bank has credit availability with the Federal Home Loan Bank amounting to $82 million, and Federal Funds purchased lines available at correspondent banks amounting to $11 million as of June 30, 2001. The Bank's primary use of funds is to originate loans and purchase investment securities. The net change in loans during the first six months of 2001 was an increase of $55.7 million, and the Bank purchased $22.2 million of investment securities. Funding for the above came primarily from increases in deposits of $23.4 million, increases in securities sold under agreements to repurchase of $1.0 million and from proceeds from maturities and sales of investment securities of $56.8 Million. In accordance with risk-based capital guidelines issued by the Federal Reserve Board, the Company and the Bank are each required to maintain a minimum ratio of total capital to risk weighted assets of 8%. Additionally, all bank holding companies and member banks must maintain "core" or "Tier 1" capital of at least 3% of total assets ("leverage ratio"). Member banks operating at or near the 3% capital level are expected to have well diversified risks, including no undue interest rate risk exposure, excellent control systems, good earnings, high asset quality, high liquidity, and well managed on- and off-balance sheet activities, and in general be considered strong banking organizations with a composite 1 rating under the CAMELS rating system of banks. For all but the most highly rated banks meeting the above conditions, the minimum leverage ratio is to be 3% plus an additional 100 to 200 basis points. The Tier 1 Capital, Total Capital, and Leverage Ratios of the Company were 11.70%, 13.10%, and 8.15%, respectively, as of June 30, 2001. ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK ASSET/LIABILITY MANAGEMENT AND INTEREST RATE RISK Changes in interest rates can substantially impact the Company's long-term profitability and current income. An important part of management's efforts to maintain long-term profitability is the management of interest rate risk. The goal is to maximize net interest income within acceptable levels of interest rate risk and liquidity. Interest rate exposure is managed by monitoring the relationship between interest-earning assets and interest-bearing liabilities, focusing on the size, maturity or repricing date, rate of return and degree of risk. The Asset/Liability Management Committee of the Bank oversees the interest rate risk management and reviews the Bank's asset/liability structure on a quarterly basis. The Bank uses interest rate sensitivity, or GAP analysis to monitor the amount and timing of balances exposed to changes in interest rates. The GAP analysis is not relied upon solely to determine future reactions to interest rate changes because it is presented at one point in time and could change significantly from day-to-day. Other methods such as simulation analysis are utilized in evaluating the Bank's interest rate risk position. The table presented below shows the Bank's GAP analysis at June 30, 2001. INTEREST RATE SENSITIVITY ANALYSIS (Dollars in Thousands) Term to Repricing ---------------------------------------------- Over 1 Year 90 Days 91-181 182-365 & Non-rate or Less Days Days Sensitive Total ------- ---- ---- --------- ----- Interest-earning assets: Federal funds sold $16,393 $ - $ - $ - $ 16,393 Investment securities 7,092 9,316 11,056 117,204 144,668 Gross loans (excluding non-accrual) 84,698 23,627 72,846 163,693 344,864 -------- ------- ------- -------- -------- Total interest-earning assets $108,183 $32,943 $83,902 $280,897 $505,925 -------- ------- ------- -------- -------- Interest-bearing liabilities: Interest-bearing checking $ - $ - $ - $ 61,774 $ 61,774 Money market - 11,215 11,215 22,429 44,859 Savings - - - 23,376 23,376 Time deposits 72,519 57,348 76,758 17,726 224,351 Borrowed funds 53,244 - - - 53,244 -------- ------- ------- -------- -------- Total interest-bearing liabilities $125,763 $68,563 $87,973 $125,305 $407,604 -------- ------- ------- -------- -------- Interest sensitivity gap $(17,580) ($35,620)($ 4,071) $155,592 $ 98,321 Cumulative gap $(17,580) ($53,200)($57,271) $ 98,321 Cumulative ratio of interest-earning assets to interest-bearing liabilities 86% 73% 80% 124% Cumulative gap as a percentage of total interest-earning assets (3.5%) (10.5%) (11.3%) 19.4% Management's assumptions reflect the Bank's estimate of the anticipated repricing sensitivity of non-maturity deposit products. Interest-bearing checking and savings accounts have been allocated to the "over 1 year" category, and money market accounts 25% to the "91-181 days" category, 25% to the "182-365 days" category, and 50% to the "over 1 year" category. The Bank uses simulation analysis to quantify the effects of various immediate parallel shifts in interest rates on net interest income over the next 12 month period. Such a "rate shock" analysis requires key assumptions which are inherently uncertain, such as deposit sensitivity, cash flows from investments and loans, reinvestment options, management's capital plans, market conditions, and the timing, magnitude and frequency of interest rate changes. As a result, the simulation is only a best-estimate and cannot accurately predict the impact of the future interest rate changes on net income. As of June 30, 2001, the Bank's simulation analysis projects an increase to net interest income of 1.74%, assuming an immediate parallel shift downward in interest rates by 200 basis points. If rates rise by 200 basis points, the simulation analysis projects net interest income would decrease by 3.52%. These projected levels are within the Bank's policy limits. PART II - OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits All exhibits are omitted because they are not applicable. (b) Reports on Form 8-K. No report on Form 8-K was filed during the quarter ended June 30, 2001. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Commercial Bankshares, Inc. --------------------------- (Registrant) /s/ Barbara E. Reed -------------------------- Senior Vice President & Chief Financial Officer Date: August 13, 2001 -----------------------