LOANS (In Thousands)

Loan Categories and Past Due Loans

The following table presents loan balances outstanding as of June 30, 2014, December 31, 2013 and June 30, 2013 and an analysis of the recorded investment in loans that are past due at these dates. Generally, Arrow considers a loan past due 30 or more days if the borrower is two or more payments past due. Loans held-for-sale of $1,084, $64 and $503 as of June 30, 2014, December 31, 2013 and June 30, 2013, respectively, are included in the residential real estate loan balances.



Past Due Loans
			Commercial		Commercial		Other
	Commercial		Construction		Real Estate		Consumer		Automobile		Residential		Total
June 30, 2014
Loans Past Due 30-59 Days	$	212	$	—	$	—	$	30	$	2,696	$	439	$	3,377
Loans Past Due 60-89 Days	575		—		443		6		811		1,441		3,276
Loans Past Due 90 or more Days	108		—		1,887		—		272		2,955		5,222
Total Loans Past Due	895		—		2,330		36		3,779		4,835		11,875
Current Loans	92,995		29,702		307,316		7,827		405,522		488,887		1,332,249
Total Loans	$	93,890	$	29,702	$	309,646	$	7,863	$	409,301	$	493,722	$	1,344,124

Loans 90 or More Days Past Due and Still Accruing Interest	$	—	$	—	$	51	$	—	$	5	$	1,269	$	1,325
Nonaccrual Loans	$	164	$	—	$	2,079	$	1	$	472	$	3,469	$	6,185

December 31, 2013
Loans Past Due 30-59 Days	$	304	$	—	$	200	$	37	$	3,233	$	529	$	4,303
Loans Past Due 60-89 Days	601		—		1,200		19		1,041		1,527		4,388
Loans Past Due 90 or more Days	177		—		2,034		—		98		3,113		5,422
Total Loans Past Due	1,082		—		3,434		56		4,372		5,169		14,113
Current Loans	86,811		27,815		284,685		7,593		389,832		455,623		1,252,359
Total Loans	$	87,893	$	27,815	$	288,119	$	7,649	$	394,204	$	460,792	$	1,266,472

Loans 90 or More Days Past Due and Still Accruing Interest	$	28	$	—	$	—	$	—	$	—	$	624	$	652
Nonaccrual Loans	$	352	$	—	$	2,048	$	—	$	219	$	3,860	$	6,479

June 30, 2013
Loans Past Due 30-59 Days	$	765	$	—	$	262	$	16	$	2,346	$	1,161	$	4,550
Loans Past Due 60-89 Days	655		—		997		15		527		1,196		3,390
Loans Past Due 90 or more Days	220		—		1,875		4		114		1,402		3,615
Total Loans Past Due	1,640		—		3,134		35		2,987		3,759		11,555
Current Loans	85,909		30,980		256,665		7,421		372,073		440,131		1,193,179
Total Loans	$	87,549	$	30,980	$	259,799	$	7,456	$	375,060	$	443,890	$	1,204,734

Loans 90 or More Days Past Due and Still Accruing Interest	$	154	$	—	$	—	$	—	$	—	$	606	$	760
Nonaccrual Loans	$	299	$	—	$	1,941	$	7	$	264	$	3,080	$	5,591

The Company disaggregates its loan portfolio into the following six categories:

Commercial - The Company offers a variety of loan options to meet the specific needs of our commercial customers including term loans, time notes and lines of credit. Such loans are made available to businesses for working capital needs such as inventory and receivables, business expansion and equipment purchases. Generally, a collateral lien is placed on equipment or other assets owned by the borrower. These loans carry a higher risk than commercial real estate loans due to the nature of the underlying collateral, which can be business assets such as equipment and accounts receivable and generally have a lower liquidation value than real estate. In the event of default by the borrower, the Company may be required to liquidate collateral at deeply discounted values. To reduce the risk, management usually obtains personal guarantees of the borrowers.

Commercial Construction - The Company offers commercial construction and land development loans to finance projects, primarily within the communities that we serve. Many projects will ultimately be used by the borrowers’ businesses, while others are developed for resale. These real estate loans are secured by first liens on the real estate, which may include apartments, commercial structures, housing businesses, healthcare facilities, and both owner-occupied and nonowner-occupied facilities. There is enhanced risk during the construction period, since the loan is secured by an incomplete project.

Commercial Real Estate - The Company offers commercial real estate loans to finance real estate purchases, refinancings, expansions and improvements to commercial properties. Commercial real estate loans are made to finance the purchases of real property which generally consists of real estate with completed structures. These commercial real estate loans are secured by first liens on the real estate, which may include apartments, commercial structures, housing businesses, healthcare facilities, and both owner and non owner-occupied facilities. These loans are typically less risky than commercial loans, since they are secured by real estate and buildings, and are generally originated in amounts of no more than 80% of the appraised value of the property.

Other Consumer Loans - The Company offers a variety of consumer installment loans to finance personal expenditures. Most of these loans carry a fixed rate of interest with principal repayment terms typically ranging from one to five years, based upon the nature of the collateral and the size of the loan. In addition to installment loans, the Company also offers personal lines of credit and overdraft protection. Several loans are unsecured, which carry a higher risk of loss.

Automobile - The Company primarily finances the purchases of automobiles indirectly through dealer relationships located throughout upstate New York and Vermont. Most of these loans carry a fixed rate of interest with principal repayment terms typically ranging from three to seven years. The majority of indirect consumer loans are underwritten on a secured basis using the underlying collateral being financed.

Residential Real Estate Mortgages - Residential real estate loans consist primarily of loans secured by first or second mortgages on primary residences. We originate adjustable-rate and fixed-rate one-to-four-family residential real estate loans for the construction, purchase or refinancing of an existing mortgage. These loans are collateralized primarily by owner-occupied properties generally located in the Company’s market area. Loans on one-to-four-family residential real estate are generally originated in amounts of no more than 85% of the purchase price or appraised value (whichever is lower), or have private mortgage insurance. The Company’s underwriting analysis for residential mortgage loans typically includes credit verification, independent appraisals, and a review of the borrower’s financial condition. Mortgage title insurance and hazard insurance are normally required. It is our general practice to underwrite our residential real estate loans to secondary market standards. Construction loans have a unique risk, because they are secured by an incomplete dwelling. This risk is reduced through periodic site inspections, including one at each loan draw period. In addition, the Company offers fixed home equity loans as well as home equity lines of credit to consumers to finance home improvements, debt consolidation, education and other uses. Our policy allows for a maximum loan to value ratio of 80%, although periodically higher advances are allowed. The Company originates home equity lines of credit and second mortgage loans (loans secured by a second junior lien position on one-to-four-family residential real estate). Risk is generally reduced through underwriting criteria, which include credit verification, appraisals, a review of the borrower's financial condition, and personal cash flows. A security interest, with title insurance when necessary, is taken in the underlying real estate.

Allowance for Loan Losses

The following table presents a roll-forward of the allowance for loan losses and other information pertaining to the allowance for loan losses:



Allowance for Loan Losses
				Commercial		Commercial			Other
	Commercial			Construction		Real Estate			Consumer			Automobile			Residential			Unallocated			Total
Roll-forward of the Allowance for Loan Losses for the Quarterly Periods:
March 31, 2014	$	1,797		$	420	$	3,778		$	280		$	4,306		$	3,077		$	978		$	14,636
Charge-offs	(43		)	—		—			(12		)	(83		)	(30		)	—			(168		)
Recoveries	6			—		—			—			57			—			—			63
Provision	295			25		(8		)	(2		)	134			86			(25		)	505
June 30, 2014	$	2,055		$	445	$	3,770		$	266		$	4,414		$	3,133		$	953		$	15,036

March 31, 2013	$	1,619		$	612	$	3,379		$	308		$	4,294		$	3,392		$	999		$	14,603
Charge-offs	(15		)	—		—			(5		)	(72		)	—			—			(92		)
Recoveries	36			—		—			—			31			—			—			67
Provision	(88		)	34		(86		)	(4		)	104			16			124			100
June 30, 2013	$	1,552		$	646	$	3,293		$	299		$	4,357		$	3,408		$	1,123		$	14,678



Allowance for Loan Losses
				Commercial		Commercial			Other
	Commercial			Construction		Real Estate			Consumer			Automobile			Residential			Unallocated			Total
Roll-forward of the Allowance for Loan Losses for the Year-to-Date Periods:
December 31, 2013	$	1,886		$	417	$	3,545		$	272		$	4,206		$	3,026		$	1,082		$	14,434
Charge-offs	(166		)	—		—			(26		)	(267		)	(45		)	—			(504		)
Recoveries	25			—		—			1			117			—			—			143
Provision	310			28		225			19			358			152			(129		)	963
June 30, 2014	$	2,055		$	445	$	3,770		$	266		$	4,414		$	3,133		$	953		$	15,036

December 31, 2012	$	2,344		$	601	$	3,050		$	304		$	4,536		$	3,405		$	1,058		$	15,298
Charge-offs	(788		)	—		(11		)	(13		)	(170		)	—			—			(982		)
Recoveries	40			—		—			—			122			—			—			162
Provision	(44		)	45		254			8			(131		)	3			65			200
June 30, 2013	$	1,552		$	646	$	3,293		$	299		$	4,357		$	3,408		$	1,123		$	14,678

June 30, 2014
Allowance for loan losses - Loans Individually Evaluated for Impairment	$	—		$	—	$	—		$	—		$	—		$	82		$	—		$	82
Allowance for loan losses - Loans Collectively Evaluated for Impairment	$	2,055		$	445	$	3,770		$	266		$	4,414		$	3,051		$	953		$	14,954
Ending Loan Balance - Individually Evaluated for Impairment	$	208		$	—	$	1,493		$	—		$	125		$	1,695		$	—		$	3,521
Ending Loan Balance - Collectively Evaluated for Impairment	$	93,682		$	29,702	$	308,153		$	7,863		$	409,176		$	492,027		$	—		$	1,340,603

December 31, 2013
Allowance for loan losses - Loans Individually Evaluated for Impairment	$	—		$	—	$	—		$	—		$	—		$	—		$	—		$	—
Allowance for loan losses - Loans Collectively Evaluated for Impairment	$	1,886		$	417	$	3,545		$	272		$	4,206		$	3,026		$	1,082		$	14,434
Ending Loan Balance - Individually Evaluated for Impairment	$	221		$	—	$	1,785		$	—		$	173		$	2,309		$	—		$	4,488
Ending Loan Balance - Collectively Evaluated for Impairment	$	87,672		$	27,815	$	286,334		$	7,649		$	394,031		$	458,483		$	—		$	1,261,984

June 30, 2013
Allowance for loan losses - Loans Individually Evaluated for Impairment	$	—		$	—	$	—		$	—		$	—		$	—		$	—		$	—
Allowance for loan losses - Loans Collectively Evaluated for Impairment	$	1,552		$	646	$	3,293		$	299		$	4,357		$	3,408		$	1,123		$	14,678
Ending Loan Balance - Individually Evaluated for Impairment	$	33		$	—	$	1,481		$	—		$	184		$	1,078		$	—		$	2,776
Ending Loan Balance - Collectively Evaluated for Impairment	$	87,516		$	30,980	$	258,318		$	7,456		$	374,876		$	442,812		$	—		$	1,201,958

Through the provision for loan losses, an allowance for loan losses is maintained that reflects our best estimate of the inherent risk of loss in the Company’s loan portfolio as of the balance sheet date. Additions are made to the allowance for loan losses through a periodic provision for loan losses. Actual loan losses are charged against the allowance for loan losses when loans are deemed uncollectible and recoveries of amounts previously charged off are recorded as credits to the allowance for loan losses.

Our loan officers and risk managers meet at least quarterly to discuss and review the conditions and risks associated with certain criticized and classified commercial-related relationships. In addition, our independent internal loan review department performs periodic reviews of the risk ratings on individual loans in our commercial loan portfolio.

We use a two-step process to determine the provision for loan losses and the amount of the allowance for loan losses. We measure impairment on our impaired loans on a quarterly basis. Our impaired loans are generally nonaccrual loans over $250 thousand and all troubled debt restructured loans. Our impaired loans are generally considered to be collateral dependent with the specific reserve, if any, determined based on the value of the collateral less estimated costs to sell.

The remainder of the portfolio is evaluated on a pooled basis. For each homogeneous loan pool, we estimate a total loss factor based on the historical net loss rates adjusted for applicable qualitative factors. We update the total loss factors assigned to each loan category on a quarterly basis. For the commercial, commercial construction, and commercial real estate categories, we further segregate the loan categories by credit risk profile (pools of loans graded satisfactory, special mention and substandard). Additional description of the credit risk classifications is detailed in the Credit Quality Indicators section of this note.

We determine the annualized historical net loss rate for each loan category using a trailing three-year net charge-off average. While historical net loss experience provides a reasonable starting point for our analysis, historical net losses, or even recent trends in net losses, do not by themselves form a sufficient basis to determine the appropriate level of the allowance for loan losses. Therefore, we also consider and adjust historical net loss factors for qualitative factors that impact the inherent risk of loss associated with our loan categories within our total loan portfolio. These include:


•	Changes in the volume and severity of past due, nonaccrual and adversely classified loans


•	Changes in the nature and volume of the portfolio and in the terms of loans


•	Changes in the value of the underlying collateral for collateral dependent loans


•	Changes in lending policies and procedures, including changes in underwriting standards and collection, charge-off, and recovery practices not considered elsewhere in estimating credit losses


•	Changes in the quality of the loan review system


•	Changes in the experience, ability, and depth of lending management and other relevant staff


•	Changes in international, national, regional, and local economic and business conditions and developments that affect the collectibility of the portfolio


•	The existence and effect of any concentrations of credit, and changes in the level of such concentrations


•	The effect of other external factors such as competition and legal and regulatory requirements on the level of estimated credit losses in the existing portfolio or pool

Further, due to the imprecise nature of the loan loss estimation process, the risk attributes of our loan portfolio may not be fully captured in data related to the determination of loss factors used to determine our analysis of the adequacy of the allowance for loan losses. Management, therefore, has established an unallocated portion within the allowance for loan losses reflecting the imprecision that naturally exists in the allowance for loan loss estimation process. The unallocated allowance for loan losses is not considered a significant component of the overall allowance for loan loss estimation process.

Credit Quality Indicators

The following table presents the credit quality indicators by loan category at June 30, 2014, December 31, 2013 and June 30, 2013:



Loan Credit Quality Indicators
			Commercial		Commercial		Other
	Commercial		Construction		Real Estate		Consumer		Automobile		Residential		Total
June 30, 2014
Credit Risk Profile by Creditworthiness Category:
Satisfactory	$	81,183	$	29,702	$	286,863							$	397,748
Special Mention	2,642		—		3,515								6,157
Substandard	10,065		—		19,268								29,333
Doubtful	—		—		—								—
Credit Risk Profile Based on Payment Activity:
Performing							$	7,862	$	408,821	$	488,984	905,667
Nonperforming							1		480		4,738		5,219

December 31, 2013
Credit Risk Profile by Creditworthiness Category:
Satisfactory	79,966		27,815		267,612								375,393
Special Mention	204		—		634								838
Substandard	7,723		—		19,873								27,596
Doubtful	—		—		—								—
Credit Risk Profile Based on Payment Activity:
Performing							7,649		393,985		456,308		857,942
Nonperforming							—		219		4,484		4,703

June 30, 2013
Credit Risk Profile by Creditworthiness Category:
Satisfactory	81,067		29,816		238,702								349,585
Special Mention	262		—		1,349								1,611
Substandard	6,220		1,164		19,748								27,132
Doubtful	—		—		—								—
Credit Risk Profile Based on Payment Activity:
Performing							7,449		374,796		440,203		822,448
Nonperforming							7		264		3,687		3,958

We use an internally developed system of five credit quality indicators to rate the credit worthiness of each commercial loan defined as follows: 1) Satisfactory - "Satisfactory" borrowers have acceptable financial condition with satisfactory record of earnings and sufficient historical and projected cash flow to service the debt. Borrowers have satisfactory repayment histories and primary and secondary sources of repayment can be clearly identified; 2) Special Mention - Loans in this category have potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset or in the institution’s credit position at some future date. "Special mention" assets are not adversely classified and do not expose an institution to sufficient risk to warrant adverse classification. Loans which might be assigned this risk rating include loans to borrowers with deteriorating financial strength and/or earnings record and loans with potential for problems due to weakening economic or market conditions; 3) Substandard - Loans classified as “substandard” are inadequately protected by the current sound net worth or paying capacity of the borrower or the collateral pledged, if any. Loans in this category have well defined weaknesses that jeopardize the repayment. They are characterized by the distinct possibility that the bank will sustain some loss if the deficiencies are not corrected. “Substandard” loans may include loans which are likely to require liquidation of collateral to effect repayment, and other loans where character or ability to repay has become suspect. Loss potential, while existing in the aggregate amount of substandard assets, does not have to exist in individual assets classified substandard; 4) Doubtful - Loans classified as “doubtful” have all of the weaknesses inherent in those classified as “substandard” with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of current existing facts, conditions, and values highly questionable and improbable. Although possibility of loss is extremely high, classification of these loans as “loss” has been deferred due to specific pending factors or events which may strengthen the value (i.e. possibility of additional collateral, injection of capital, collateral liquidation, debt restructure, economic recovery, etc). Loans classified as “doubtful” need to be placed on non-accrual; and 5) Loss - Loans classified as “loss” are considered uncollectible and of such little value that their continuance as bankable assets is not warranted. As of the date of the balance sheet, all loans in this category have been charged-off to the allowance for loan losses. Commercial loans are evaluated on an annual basis, unless the credit quality indicator falls to a level of "substandard" or below, when the loan is evaluated quarterly. The credit quality indicator is one of the factors used to determine any loss, as further described in this footnote.

For the purposes of the table above, nonperforming consumer loans are those loans on nonaccrual status or are 90 days or more past due and still accruing interest.

Impaired Loans

The following table presents information on impaired loans based on whether the impaired loan has a recorded related allowance or has no recorded related allowance:



Impaired Loans
			Commercial		Commercial		Other
	Commercial		Construction		Real Estate		Consumer		Automobile		Residential		Total
June 30, 2014
Recorded Investment:
With No Related Allowance	$	208	$	—	$	1,493	$	—	$	125	$	1,121	$	2,947
With a Related Allowance	—		—		—		—		—		574		574
Unpaid Principal Balance:
With No Related Allowance	208		—		1,493		—		125		1,121		2,947
With a Related Allowance	—		—		—		—		—		574		574

December 31, 2013
Recorded Investment:
With No Related Allowance	$	221	$	—	$	1,785	$	—	$	173	$	2,309	$	4,488
With a Related Allowance	—		—		—		—		—		—		—
Unpaid Principal Balance:
With No Related Allowance	221		—		1,785		—		173		2,309		4,488
With a Related Allowance	—		—		—		—		—		—		—

June 30, 2013
Recorded Investment:
With No Related Allowance	$	33	$	—	$	1,481	$	—	$	184	$	1,078	$	2,776
With a Related Allowance	—		—		—		—		—		—		—
Unpaid Principal Balance:
With No Related Allowance	33		—		1,481		—		184		1,078		$	2,776
With a Related Allowance	—		—		—		—		—		—		—

For the Quarter Ended:
June 30, 2014
Average Recorded Balance:
With No Related Allowance	$	211	$	—	$	1,652	$	—	$	135	$	1,517	$	3,515
With a Related Allowance	—		—		—		—		—		394		394
Interest Income Recognized:
With No Related Allowance	2		—		—		—		2		—		4
With a Related Allowance	—		—		—		—		—		—		—
Cash Basis Income:
With No Related Allowance	—		—		—		—		—		—		—
With a Related Allowance	—		—		—		—		—		—		—

June 30, 2013
Average Recorded Balance:
With No Related Allowance	$	35	$	—	$	1,493	$	—	$	183	$	1,082	$	2,793
With a Related Allowance	—		—		—		—		—		—		—
Interest Income Recognized:
With No Related Allowance	1		—		—		—		3		—		4
With a Related Allowance	—		—		—		—		—		—		—
Cash Basis Income:
With No Related Allowance	—		—		—		—		—		—		—
With a Related Allowance	—		—		—		—		—		—		—



Impaired Loans
			Commercial		Commercial		Other
	Commercial		Construction		Real Estate		Consumer		Automobile		Residential		Total
For the Year-To-Date Period Ended:
June 30, 2014
Average Recorded Balance:
With No Related Allowance	$	215	$	—	$	1,639	$	—	$	149	$	1,715	$	3,718
With a Related Allowance	—		—		—		—		—		287		287
Interest Income Recognized:
With No Related Allowance	5		—		10		—		4		1		20
With a Related Allowance	—		—		—		—		—		—		—
Cash Basis Income:
With No Related Allowance	—		—		—		—		—		—		—
With a Related Allowance	—		—		—		—		—		—		—

June 30, 2013
Average Recorded Balance:
With No Related Allowance	$	39	$	—	$	2,005	$	—	$	194	$	1,084	$	3,322
With a Related Allowance	345		—		—		—		—		—		345
Interest Income Recognized:
With No Related Allowance	2		—		—		—		5		4		11
With a Related Allowance	72		—		—		—		—		—		72
Cash Basis Income:
With No Related Allowance	—		—		—		—		—		—		—
With a Related Allowance	72		—		—		—		—		—		72

At June 30, 2014, December 31, 2013 and June 30, 2013, all impaired loans were considered to be collateral dependent and were therefore evaluated for impairment based on the fair value of collateral less estimated cost to sell. Interest income recognized in the table above, represents income earned after the loans became impaired and includes restructured loans in compliance with their modified terms and nonaccrual loans where we have recognized interest income on a cash basis.

Loans Modified in Trouble Debt Restructurings

The following table presents information on loans modified in trouble debt restructurings during the periods indicated:



Loans Modified in Trouble Debt Restructurings During the Period
			Commercial		Commercial		Other
	Commercial		Construction		Real Estate		Consumer		Automobile		Residential		Total
For the Quarter Ended:
June 30, 2014
Number of Loans	—		—		—		—		—		1		1
Pre-Modification Outstanding Recorded Investment	$	—	$	—	$	—	$	—	$	—	$	574	$	574
Post-Modification Outstanding Recorded Investment	$	—	$	—	$	—	$	—	$	—	$	574	$	574

June 30, 2013
Number of Loans	—		—		—		—		3		—		3
Pre-Modification Outstanding Recorded Investment	$	—	$	—	$	—	$	—	$	30	$	—	$	30
Post-Modification Outstanding Recorded Investment	$	—	$	—	$	—	$	—	$	30	$	—	$	30

For the Year-To-Date Period Ended:
June 30, 2014
Number of Loans	—		—		—		—		1		1		2
Pre-Modification Outstanding Recorded Investment	$	—	$	—	$	—	$	—	$	2	$	574	$	576
Post-Modification Outstanding Recorded Investment	$	—	$	—	$	—	$	—	$	2	$	574	$	576

June 30, 2013
Number of Loans	—		—		—		—		5		—		5
Pre-Modification Outstanding Recorded Investment	$	—	$	—	$	—	$	—	$	41	$	—	$	41
Post-Modification Outstanding Recorded Investment	$	—	$	—	$	—	$	—	$	41	$	—	$	41

In general, loans requiring modification are restructured to accommodate the projected cashflows of the borrower. As indicated in the table above, no loans modified during the preceding twelve months subsequently defaulted as of June 30, 2014.