Marty E. Adams has big plans for Citizens Bancshares.

Acquisitions are expected to double Citizens' assets, to $2.5 billion, by the end of 1999 while maintaining an 18.5% return on equity.

Buying 11 nearby banks over the last 10 years, Mr. Adams has already quintupled Citizens' asset size, to $1.3 billion, and seized control of the eastern Ohio banking market.

"That's my job, really, to look at acquisitions and keep our plan moving," said Mr. Adams, whose titles are president and chief executive officer.

Citizens works under five-year plans with specific goals for return on equity and asset accumulation.

"We're very simple in what we do," said Mr. Adams. "We're very ROE- driven. We believe in detailed planning."

At the end of the third quarter, Citizens was right on target, boasting an 18.32% ROE and 1.70% return on assets, with net income up 31.7% from the year earlier.

This no-surprises strategy has won Citizens many fans in the investment community. Analysts say the company is well-run and has good long-term prospects. In June, it was added to the Russell 2000 index of "small-cap" stocks.

"Quarter in and quarter out, they produce strong numbers," said Kenneth F. Puglisi, an analyst at Sandler O'Neill Equity Research in New York. "The management knows who they work for: They work for the shareholders."

Growing up on an eastern Ohio dairy farm, Mr. Adams thought only people in cities got rich. But Citizens' success has brought big bucks to this tiny town about an hour west of Pittsburgh.

"We have made quite a few millionaires in this town," Mr. Adams said.

Citizens' ability to meet its long-term goals will depend on its growth through acquisitions.

Aggressive buyers are often loathed by targets, but Citizens has developed a reputation as the acquirer of choice among community banks in its region.

H. Lee Kinney, chairman and chief executive of Unibank, Steubenville, Ohio, said Citizens trumped a rival bid for his bank by $20 a share-a dealUnibank's few shareholders are unlikely to pass up.

Aside from the price, Mr. Kinney said, he feels good about selling Unibank to another local player.

"I have been at this bank most of my career, and I didn't want to explain away why I sold to a bank in Columbus or Nashville," he said. "Citizens is perceived not as the hometown team like we are, but they definitely are local."

"It's like prospecting for a good loan," Mr. Adams explained. "It's a very long cycle of getting comfortable. I don't go knocking on doors and throwing out offers to people who don't want them."

Once a bank agrees to be bought, Citizens drops the charter, consolidates back-room operations, and finds a job for all the new employees willing to stay.

Citizens' strategy is to grow from its base in Salineville. Mr. Adams, 45, has led the company since 1987 when the previous chief executive died.

Through careful planning and gutsy bids, the company has grown from $200 million of assets to $1.3 billion. Today, Citizens operates 35 branches in five Ohio counties and a one-branch bank in West Virginia.

Citizens' deals are typically stock swaps. For example, Citizens will pay $58 million of its stock for the $240 million-asset Unibank, a 12- branch operation.

Those figures are based on Citizens' current stock price of $57 a share. Citizens has agreed to pay no less than 2.7 times book value, but it could pay more, based on what its stock price does between now and the deal's scheduled closing Feb. 28.

As with all its acquisitions, Citizens has agreed not to lay off any Unibank employees. However, these employees get clear marching orders, with an emphasis on efficiency. (Citizens' efficiency ratios are consistently better than 45%, compared with 57% for peer institutions in Ohio and Pennsylvania.)

"I lay out how they can contribute here," said Mr. Adams.

And at banks Citizens has acquired, roughly half the employees end up quitting.

Mr. Adams said Citizens would continue to buy banks with assets of less than $700 million in contiguous markets.

Targets must meet Citizens' strict earnings standards so the deals immediately contribute to the holding company's bottom line, he said.

Described as one of the best-run community banks in its peer group, Citizens continues to look for new opportunities.

"We're always trying to hustle and be creative," Mr. Adams said.

Citizens launched a trust department this year that will eventually be spun off. It also bought some local underperforming home mortgages that it is trying to turn around by offering better service to the borrowers.

Mr. Adams also is considering whether Citizens should buy an insurance company or a brokerage firm to meet itsturn-of-the-century asset goal.

In August, Citizens bought ValueNet Inc., an Internet service provider, a bold move considering the bank's current customer base. But Mr. Adams predicted that half the industry's customers will do their banking over the Internet within 10 years.

As he has done with much of his local bank competition, Mr. Adams plans to buy out ValueNet's competitors and bolster Citizens' on-line presence.

Mr. Puglisi at Sandler O'Neill said Citizens' willingness to tackle the Internet-service-provider business illustrates Mr. Adams's innovative character. "It shows he is a forward-looking guy," Mr. Puglisi said.

Citizens plans to offer its first Internet banking product this year. Staff members are scrambling to get Salineville into the Information Age. The community doesn't have enough phone lines to put all Citizens' employees on-line, said vice president Christopher Morse.

Meanwhile, Mr. Adams has once again headed out on the acquisition trail. While insisting Citizens is not bulking up to entice a buyout, he said it could someday be a target.

"If we really can't grow earnings per share any more, someone else should have the opportunity," he said.

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