First Community 10QSB 2006 Q2 Quarterly report (small business)

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

FORM 10-QSB

þ QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended:June 30, 2006

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number:0-25972

FIRST COMMUNITY CORPORATION

(Exact Name of Small Business Issuer as Specified in its Charter)

Tennessee	62-1562541
(State of Incorporation)	(I.R.S. Employer Identification No.)
809 West Main Street
Rogersville, Tennessee	37857
(Address of Principal Executive Offices)	(Zip Code)

(423) 272-5800

(Issuer’s Telephone Number, Including Area Code)

N/A

(Former Name, Address and Fiscal Year, if Changed Since Last Report)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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.

Yesþ Noo

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yeso Noþ

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date:

1,918,667

(Outstanding shares of the issuer’s no par value common stock as of August 11, 2006)

Transitional Small Business Disclosure Format (check one):

Yeso Noþ

FIRST COMMUNITY CORPORATION

INDEX

PART I.	FINANCIAL INFORMATION
Number		Page
Item 1.	Financial Statements
	Consolidated Balance Sheets June 30, 2006 (Unaudited) and December 31, 2005		3
	Consolidated Statements of Income and Comprehensive Income Six months ended June 30, 2006 and 2005 (Unaudited)		4
	Consolidated Statements of Income and Comprehensive Income Three months ended June 30, 2006 and 2005 (Unaudited)		5
	Consolidated Statements of Cash Flows Six months ended June 30, 2006 and 2005 (Unaudited)		6
	Notes to Consolidated Financial Statements (Unaudited)		7
Item 2.	Management’s Discussion and Analysis or Plan of Operation		9
Item 3.	Controls and Procedures		18
PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings		19
Item 2.	Unregistered Sales of Equity Securities and/Use of Proceeds		19
Item 3.	Default Upon Senior Securities		19
Item 4.	Submission of Matters to a Vote of Security Holders		19
Item 5.	Other Information		19
Item 6.	Exhibits		20
SIGNATURES			21
CERTIFICATIONS			22
Ex-31.1 Section 302 Certification of the CEO
Ex-31.2 Section 302 Certification of the CFO
Ex-32.1 Section 906 Certification of the CEO
Ex-32.2 Section 906 Certification of the CFO

2

FIRST COMMUNITY CORPORATION AND SUBSIDIARY

Consolidated Balance Sheets

	(Unaudited)
	June 30,			December 31,
($ amounts in thousands )	2006			2005
Assets
Cash and due from banks	$	7,825			5,602
Cash and cash equivalents		7,825			5,602
Investment securities		17,782			16,454
Total loans		186,113			183,217
Less loan loss allowance		(1,987	)		(1,917	)
Loans, net		184,126			181,300
Bank premises and equipment		6,979			7,193
Accrued income receivable		1,124			1,123
Restricted equity securities		1,776			1,729
Cash surrender value of life insurance		4,893			3,787
Computer software, net of amortization		372			405
Other assets		2,152			1,805
TOTAL ASSETS	$	227,029			219,398
Liabilities and Shareholders’ Equity
Liabilities:
Deposits:
Noninterest-bearing	$	20,443			19,145
Interest-bearing		161,502			159,360
Total deposits		181,945			178,505
Securities sold under agreements to repurchase		3,154			2,288
Fed funds purchased		175			—
Advances from FHLB		16,589			14,300
Subordinated debentures		7,217			7,217
Accrued interest payable		1,211			1,036
Dividend payable		134			134
Other liabilities		1,802			2,021
Total liabilities		212,227			205,501
Shareholders’ equity:
Common stock, no par value. Authorized 10,000,000 shares; issued and outstanding 1,918,667 in 2006 and 1,915,387 in 2005		7,456			7,431
Accumulated other comprehensive loss, net		(367	)		(256	)
Retained earnings		7,713			6,722
Total shareholders’ equity		14,802			13,897
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	227,029			219,398

3

FIRST COMMUNITY CORPORATION AND SUBSIDIARY

Consolidated Statements of Income and Comprehensive Income

(Unaudited)

	Six Months Ended June 30,
($ amounts in thousands except earnings per share)	2006			2005
Interest income:
Loans	$	6,505			5,542
Securities:
Taxable		250			232
Tax exempt		85			36
Federal funds sold and other securities		136			84
Total interest income		6,976			5,894
Interest expense:
Interest on deposits		2,712			1,937
Interest on other borrowed funds		682			523
Total interest expense		3,394			2,460
Net interest income		3,582			3,434
Provision for loan losses		81			97
Interest income after provision for loan losses		3,501			3,337
Other income:
Loan fees		494			317
Service charge on deposit accounts		501			533
Other operating income		371			282
Total other income		1,366			1,132
Other expenses:
Salaries, directors’ fees and employee benefits		1,494			1,400
Premises and equipment expense		517			495
Other operating expenses		981			947
Total other expenses		2,992			2,842
Income before income taxes		1,875			1,627
Income taxes		616			580
Net income	$	1,259			1,047
Other comprehensive income:
Unrealized gains/(losses) on securities, net		(111	)		(40	)
Comprehensive income	$	1,148			1,007
Basic earnings per share	$	0.66			0.55
Basic average shares outstanding		1,916,993			1,913,044
Diluted earnings per share	$	0.66			0.53
Diluted average shares outstanding		1,921,672			1,968,432

4

FIRST COMMUNITY CORPORATION AND SUBSIDIARY

Consolidated Statements of Income and Comprehensive Income

(Unaudited)

	Three Months Ended June 30,
($ amounts in thousands except earnings per share)	2006			2005
Interest income:
Loans	$	3,368			2,860
Securities:
Taxable		138			115
Tax exempt		43			20
Federal funds sold and other securities		44			56
Total interest income		3,593			3,051
Interest expense:
Interest on deposits		1,422			1,032
Interest on other borrowed funds		361			268
Total interest expense		1,783			1,300
Net interest income		1,810			1,751
Provision for loan losses		60			62
Interest income after provision for loan losses		1,750			1,689
Other income:
Loan fees		189			190
Service charge on deposit accounts		267			262
Other operating income		174			136
Total other income		630			588
Other expenses:
Salaries, directors’ fees and employee benefits		727			714
Premises and equipment expense		261			248
Other operating expenses		541			521
Total other expenses		1,529			1,483
Income before income taxes		851			794
Income taxes		256			296
Net income	$	595			498
Other comprehensive income:
Unrealized gains/(losses) on securities, net		(98	)		82
Comprehensive income	$	497			580
Basic earnings per share	$	0.31			0.26
Basic average shares outstanding		1,918,303			1,914,294
Diluted earnings per share	$	0.31			0.25
Diluted average shares outstanding		1,926,480			1,969,682

5

FIRST COMMUNITY CORPORATION AND SUBSIDIARY

Consolidated Statements of Cash Flows

(Unaudited)

	Six Months Ended June 30,
($ amounts in thousands except earnings per share)	2006			2005
Increase (decrease) in cash and due from banks
Cash flows from operating activities:
Net income	$	1,259			1,047
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		377			312
Provision for loan losses		81			97
Change in accrued income receivable		(231	)		47
Other, net		(416	)		95
Net cash from operating activities		1,070			1,598
Cash flows from investing activities:
Maturities and redemptions of securities available for sale		1,399			1,122
Purchases of securities available-for-sale		(2,764	)		(629	)
Purchase of bank owned life insurance		(1,064	)		—
Increase in loans		(2,896	)		(8,638	)
Purchases of premises and equipment		(50	)		(196	)
Net cash from investing activities		(5,375	)		(8,341	)
Cash flows from financing activities:
Cash dividends paid		(268	)		(268	)
Issuance of common stock		26			22
Proceeds of fed fund purchased		175			—
Proceeds of advances from FHLB		6,300			—
Repayments of borrowings from FHLB		(4,011	)		(7,010	)
Increase in securities sold under agreements to repurchase		866			918
Increase in deposits		3,440			15,970
Net cash from financing activities		6,528			9,632
Net increase (decrease) in cash		2,223			2,889
Cash and due from banks at beginning of period		5,602			5,163
Cash and due from banks at end of period	$	7,825			8,052
Cash payments for interest	$	3,219			2,236
Cash payments for income taxes	$	957			571

6

FIRST COMMUNITY CORPORATION AND SUBSIDIARY

Notes to Consolidated Financial Statements (Unaudited)

GENERAL

First Community Corporation (the “Company”), through its subsidiary, First Community Bank (the “Bank”), provides banking services to individuals and businesses from its six banking offices in Rogersville, Church Hill, and Kingsport, Tennessee. Its primary deposit products are demand, savings and certificates of deposit, and its primary lending products are commercial, real estate mortgage and installment loans. The significant policies are summarized as follows:

BASIS OF PRESENTATION

The accompanying unaudited consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three-month period ended June 30, 2006, are not necessarily indicative of the results that may be expected for the year ended December 31, 2006.

USE OF ESTIMATES

The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.

STATEMENTS OF CASH FLOWS

Cash and cash equivalents includes cash, deposits with other financial institutions with maturities under 90 days, and federal funds sold.

CASH AND DUE FROM BANKS

Included in cash and due from banks are legal reserve requirements which must be maintained on an average basis in the form of cash and balances due from the Federal Reserve and other banks.

SECURITIES

Securities are classified into three categories: held to maturity, available for sale, and trading. Securities classified as held to maturity, which are those the Company has the positive intent and ability to hold to maturity, are reported at amortized cost. Securities classified as available for sale may be sold in response to changes in interest rates, liquidity needs, and for other purposes. These securities are reported at fair value and include securities not classified as held to maturity or trading. Trading securities are those held principally for the purpose of selling in the near future and are carried at fair value. The Company currently has no held to maturity or trading securities.

Unrealized holding gains and losses for available for sale securities are reported in other comprehensive income. Realized gains (losses) on securities available for sale are included in other income (expense) and, when applicable, are reported as a reclassification adjustment, net of tax, in other comprehensive income. Gains and losses on sales of securities are determined on the specific-identification method.

LOANS

Loans which management has the intent and ability to hold for the foreseeable future are reported at their outstanding principal balance. Interest on loans is computed daily based on the principal amount outstanding.

A loan is considered impaired when it is probable that the Company will be unable to collect the scheduled payments of principal and interest due under the contractual terms of the loan agreement. Impaired loans are measured at the present value of expected future cash flows discounted at the loan’s effective interest rate, at the loan’s observable market price, or at the fair value of the collateral if the loan is collateral dependent. If the measure of the impaired loan is less than the recorded investment in the loan, the Company recognizes an impairment by creating or adjusting a valuation allowance with a corresponding charge or credit to the provision for loan losses.

7

The Company considers all loans on non-accrual status to be impaired. Interest accrual on loans is discontinued when, in the opinion of management, it is not reasonable to expect that such interest will be collected, or generally, when collection of principal or interest becomes 90 days or more past due. Management may make exceptions to this policy when the estimated net realizable value of the collateral is sufficient to recover the principal and interest balance. When interest accrual is discontinued, all unpaid accrued interest is reversed. Interest income is subsequently recognized only to the extent cash payments are received.

ALLOWANCE FOR LOAN LOSSES

The allowance for loan losses is established by charges to operations based on management’s evaluation of the assets, economic conditions and other factors considered necessary to maintain the allowance at an adequate level. In evaluating the adequacy of the allowance, management makes certain estimates and assumptions that are susceptible to change in the near term. While management uses available information to recognize losses on loans, future additions to the allowance may be necessary based on changes in economic conditions. Uncollectible loans are charged to the allowance account in the period such determination is made. Recoveries on loans previously charged off are credited to the allowance account in the period received. Allowances for impaired loans are generally determined based on collateral values or the present value of estimated cash flows, as discussed above.

PREMISES AND EQUIPMENT

Premises and equipment are stated at cost, less accumulated depreciation and amortization. The provision for depreciation is computed principally on the straight-line method over the estimated useful lives of the assets, which range as follows: building- 40 years, equipment- 5 to 7 years.

OTHER REAL ESTATE

Other real estate, which consists of properties acquired through foreclosure, is recorded at the lower of the outstanding loan amount or fair value of collateral, determined by appraisal, at the date of foreclosure. Declines in value resulting from reappraisals, as well as losses resulting from disposition are charged to operations.

STOCK-BASED COMPENSATION

Prior to 2006, the Bank accounted for its stock option plan under the recognition and measurement principles of APB Opinion No. 25, Accounting for Stock Issued to Employees, and related interpretations. No stock-based employee compensation cost was reflected in net income, as all options granted under this plan had an exercise price equal to the market value of the underlying common stock on the date of grant. On January 1, 2006, the Company adopted SFAS No. 123(R), which requires the measurement of compensation cost for all stock-based awards based on the grant-date fair value and recognition of compensation cost over the service period of the stock-based awards, which is usually the same as the vesting period. The fair value of the stock options is determined using the Black-Scholes valuation model, which is consistent with the Company’s valuation methodology previously utilized for options in the footnote disclosures required under SFAS No. 123. The Company has adopted SFAS No. 123(R) using the modified prospective method, which provides for no retroactive application to prior periods and no cumulative adjustment to equity accounts. As amended, this applies to awards granted or modified beginning with the first quarter of 2006.

All stock options currently outstanding were fully vested prior to January 1, 2006, therefore no stock-based compensation has been recognized during the first six months of 2006. The following table illustrates the effect on net income and earnings per share for the six month periods ended June 30, 2005 and June 30, 2006, as if the Company had applied the fair value recognition provisions of SFAS No. 123 to stock-based employee compensation:

	For the six months ended June 30,
	2006		2005
Net Income as reported	$	1,259	$	1,047
Deduct: Stock-based compensation expense Determined under fair value based method, net of tax		n/a		0
Pro forma net income	$	1,259	$	1,047

8

	For the six months ended June 30,
	2006		2005
Basic Earnings per share as reported	$	.66	$	.55
Pro forma basic earnings per share	$	.66	$	.55
Diluted earnings per share as reported	$	.66	$	.53
Pro forma diluted earning per share	$	.66	$	.53

An analysis of the outstanding stock options is furnished in the following table for the period indicated:

	Period ended June 30, 2006
Balance at beginning of period		184,358
Add: Options granted 2006		—
Less: Options exercised 2006		(3,280	)
Balance at end of period		181,078

PER SHARE AMOUNTS

Earnings per share (EPS) is calculated in accordance with Statement of Financial Accounting Standards (SFAS) No. 128, issued in February 1997. The statement requires the dual presentation of basic and diluted EPS on the income statement. Basic EPS excludes dilution, and is computed by dividing income available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or contracts to issue common stock were exercised or converted into common stock that then shared in the earnings of the entity.

INCOME TAXES

The Company files a consolidated tax return with its subsidiary. Income taxes are allocated to members of the consolidated group on a separate return basis. Income taxes have been provided using the liability method as prescribed by SFAS No. 109, “Accounting for Income Taxes”.

EMPLOYEE BENEFITS

The Bank maintains a 401(k) profit-sharing plan, which covers substantially all employees.

IMPACT OF NEW ACCOUNTING STANDARDS

In December 2004, the Financial Accounting Standards Board issued SFAS No. 123(R),Accounting for Stock-Based Compensation(SFAS No. 123(R)). SFAS No. 123(R) establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for goods or services. This Statement focuses primarily on accounting for transactions in which an entity obtains employee services in share-based payment transactions. SFAS No. 123(R) requires that the fair value of such equity instruments be recognized as an expense in the historical financial statements as services are performed. Prior to SFAS No. 123(R), only certain pro forma disclosures of fair value were required. The provisions of this Statement were effective for the company January 1, 2006. Accordingly, we adopted SFAS No. 123(R) commencing with the quarter ending March 31, 2006.

In July 2006, the FASB issued FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes—an interpretation of FASB Statement No. 109 (FIN 48), which clarifies the accounting for uncertainty in tax positions. This Interpretation requires that the Company recognize in the financial statements, the impact of a tax position, if that position is more likely than not of being sustained on audit, based on the technical merits of the position. The provisions of FIN 48 are effective as of the beginning of our 2007 fiscal year, with the cumulative effect of the change in accounting principle recorded as an adjustment to opening retained earnings. The Company is currently evaluating the impact of adopting FIN 48 on its financial statements.

9

Item 2. Management Discussion and Analysis or Plan of Operation.

     The purpose of this discussion is to provide insight into the financial condition and results of operations of the Company. This discussion should be read in conjunction with the interim unaudited financial statements in this quarterly report, and you should also refer to our December 31, 2005 financial statements for a more complete discussion of factors that impact liquidity, capital and the results of our operations. These financial statements are in our Annual Report on Form 10-KSB, which is available at www.sec.gov. The purpose of the information included in this quarterly report (such as in Item 2, as well as other portions of this quarterly report) is to provide Form 10-QSB readers with information relevant to understanding and assessing the financial condition and results of operations of the Company, and not to predict the future or to guarantee results.

FORWARD LOOKING STATEMENTS

     Management’s discussion of the Company and management’s analysis of the Company’s operations and prospects, and other matters, may include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other provisions of federal and state securities laws. Although management believes that the assumptions underlying any forward-looking statements contained in this quarterly report are reasonable, any of our assumptions could be inaccurate and, accordingly, there is no assurance that the forward-looking statements in this quarterly report will prove to be accurate. The use of such words as expect, anticipate, forecast, and comparable terms should be understood by the reader to indicate that the statement is “forward-looking” and thus subject to change in a manner that can be unpredictable. Factors that could cause actual results to differ from the results anticipated, but not guaranteed, in this quarterly report, include (without limitation)

• economic and social conditions,

• competition for loans, mortgages, and other financial services and products,

• changes in interest rates,

• unforeseen changes in liquidity,

• results of operations, and

• financial conditions affecting the Company’s customers, as well as other risks that cannot be accurately quantified or completely identified.

     Many factors affecting the Company’s financial condition and profitability, including changes in economic conditions, the volatility of interest rates, political events and competition from other providers of financial services simply cannot be predicted. Because these factors are unpredictable and beyond the Company’s control, earnings may fluctuate from period to period. Management is unable to predict the types of circumstances, conditions, and factors that can cause anticipated results to change. The Company undertakes no obligation to publish revised forward-looking statements to reflect the occurrence of changes or unanticipated events, circumstances, or results.

CRITICAL ACCOUNTING POLICIES

The accounting principles we follow and our methods of applying these principles conform with accounting principles generally accepted in the United States and with general practices within the banking industry. In connection with the application of those principles, we have made judgments and estimates which, in the case of the determination of our allowance for loan losses (ALL), have been critical to the determination of our financial position, results of operations and cash flows.

Our management assesses the adequacy of the ALL prior to the end of each calendar month. This assessment includes procedures to estimate the allowance and test the adequacy and appropriateness of the resulting balance. The ALL consists of two portions: (1) an amount representative of specifically identified credit exposure and exposures; and (2) an amount representative of incurred loss which is based in part on the consideration of historic loss histories which management believes is representative of the probable loss. Even though the allowance for loan losses is composed of two components, the entire allowance is available to absorb any credit losses.

We establish the amount separately for two different risk groups: (1) unique loans (commercial loans, including those loans considered impaired); and (2) homogeneous loans (generally consumer loans). We base the amount for unique loans primarily on risk rating grades assigned to each of these loans as a result of our loan management and review processes. Large groups of smaller balance homogeneous loans, such as consumer and residential real estate loans, are

10

collectively evaluated for impairment, primarily based on past loan loss experience, the nature and volume of the portfolio, economic and other factors.

FINANCIAL CONDITION

First Community Corporation (the “Company”) is a registered bank holding company that was incorporated under Tennessee law in 1994. The Company’s activities are conducted through its wholly owned subsidiary, First Community Bank of East Tennessee (the “Bank”), which was acquired by the Company in 1994. The Bank, a state bank chartered under the laws of Tennessee, was organized in late 1992 shortly after the last locally owned bank in Hawkins County was acquired by a regional bank holding company. Since its opening in April 1993 through June 30, 2006, the Bank has grown to total assets of approximately $226 million.

Operating as a full service commercial bank, the Bank provides a range of financial services that include checking accounts, NOW accounts, money market and savings accounts, certificates of deposit, individual retirement accounts, money transfers, and safe deposit facilities. Lending services include loans for business, agriculture, real estate, personal use, home improvements, and automobiles. The Bank is not authorized to provide trust services.

The Bank is subject to the regulatory authority of both the Department of Financial Institutions of the State of Tennessee and the Federal Deposit Insurance Corporation (the “FDIC”). The FDIC currently insures the depositors of each member bank to a maximum of $100,000 per depositor and $250,000 per IRA depositor as defined by the FDIC. For this protection, the Bank pays a quarterly statutory assessment and is subject to the rules and regulations of the FDIC.

The Bank considers its primary market for loans and deposits to be individuals, small-to-medium size businesses and professionals in Hawkins County and Sullivan County, Tennessee. The Bank is actively soliciting business in this target market and considers the potential growth opportunities to be favorable. No material portion of the Bank’s deposits has been obtained from any single person or group of persons, with the exception of a $13 million certificate of deposit and a checking account with an average outstanding balance of $ 6.4 million from a local government entity. In the event the Bank is not able to retain these deposits, management has various sources of liquidity available including cash and amounts due from depository institutions and investment securities, which are available for sale. In addition, the Bank has borrowing authority from the Federal Home Loan Bank of approximately $39.1 million of which $15.5 million is available and federal fund lines of credit of $14.7 million, of which $14.5 million is available.

The results of operation of the Bank and the Company are affected by credit policies of monetary authorities, particularly the Federal Reserve Board. The instruments of monetary policy employed by the Federal Reserve Board include open market operations in U.S. government securities, changes in the discount rate on bank borrowings and changes in reserve requirements against bank deposits. In view of changing conditions in the national economy and in the money markets, as well as the effects of actions by monetary and fiscal authorities, including the Federal Reserve Board, no prediction can be made as to possible future changes in interest rates, deposit levels, loan demand or the effect of such matters on the business and earnings of the Company.

Federal Funds Sold remained unchanged.

Loans have increased $2.9 million or 1.6% during the first six months of 2006. Since 1999, the mix of loans in the Bank’s portfolio has reflected an increasing level of commercial real estate loans with a flat or declining proportion of loans in the residential mortgage or consumer loan areas, respectively. The Bank competes with other financial institutions, credit unions and insurance companies that have expanded into the quasi-financial market. Some of these competitors are much larger than the Bank and have greater resources by which to offer lower rates on consumer lending.

The following table presents various categories of loans contained in the Bank’s loan portfolio as of June 30, 2006 and December 31, 2005:

	2006			2005
Domestic:	($in thousands)
Commercial, financial and agricultural	$	25,085		$	23,906
Real estate — construction		41,901			34,555
Real estate — 1 to 4 family residential		38,718			42,061
Real estate — commercial and multifamily		76,396			78,528
Consumer loans		4,013			4,167
Total loans	$	186,113		$	183,217
Allowance for loan losses		(1,987	)		(1,917	)
Total (net of allowance)	$	184,126		$	181,300

11

The Bank continually reviews its loan portfolio to determine deficiencies and the corrective actions to be taken. The review process is outsourced and is independent of internal loan origination responsibilities. A minimum of 30% of total loans is reviewed annually along with 100% of the Bank’s borrowers with aggregate indebtedness in excess of $500,000. Past due loans are reviewed by an internal loan officer committee, and a summary report of those loans is reviewed monthly by the Board of Directors. A report of loan review findings is presented quarterly to the Bank’s Board of Directors.

Deposits have increased $3.4 million or 1.9% as of June 30, 2006 from December 31, 2005. The additional increase was attributable to deposit promotions and sales efforts at all Bank locations.

NONPERFORMING ASSETS AND RISK ELEMENTS

Nonperforming assets consist of (1) nonaccrual loans for which the recognition of interest was discontinued, (2) loans which have been restructured to provide for a reduction or deferral of interest or principal because the borrower’s financial condition deteriorated, and (3) foreclosed and repossessed assets. Nonperforming assets at June 30, 2006 amounted to $170,000 or 0.09 % of total loans, a slight increase from $142,000 or 0.08 % of total loans at December 31, 2005.

Past due loans are loans contractually past due 90 days or more as to interest or principal payments, but have not yet been placed on nonaccrual status. These loans totaled $ 409,000 or .22% of total loans at June 30, 2006, as compared to $1,340,000 or .73% of total loans at December 31, 2005.

A substantial percentage of the Bank’s total loans is secured by commercial real estate, most of which property is located in Sullivan County, Tennessee. Accordingly, the Company has a significant concentration of credit that is dependent, under certain circumstances, on the continuing strength of the local real estate market.

LIQUIDITY AND CAPITAL RESOURCES

Liquidity is adequate with cash and due from banks of $7.8 million. In addition, loans and securities repricing or maturing within one year or less exceed $73.1 million at June 30, 2006. The Bank has approximately $35.3 million in loan commitments that are expected to be funded within the next twelve months and other commitments, primarily standby letters of credit, of approximately $2,444,000 at June 30, 2006. In addition to the Federal Home Loan Bank membership from which the Bank has unused borrowing capacity of $15.5 million, the Bank has established federal funds lines of credit with three correspondent banks totaling $14.7 million, of which $14.5 million is available to meet unexpected liquidity demands. With the exception of unfunded loan commitments, there are no known trends or any known commitments or uncertainties that will result in the Bank’s liquidity increasing or decreasing in a material way. In addition, the Company is not aware of any recommendations or requirements by any regulatory authorities that would have a material effect on the Company’s liquidity, capital resources or results of operations.

Total equity capital of the Bank at June 30, 2006, is $21.1 million or approximately 9.3% of total assets. The Bank’s capital position is adequate to meet the minimum capital requirements for all regulatory agencies. The Bank’s capital ratios as of June 30, 2006, are as follows:

Tier 1 leverage	9.61	%
Tier 1 risk-based	10.18	%
Total risk-based	11.13	%

Capital adequacy in the banking industry is evaluated primarily by the use of ratios measuring capital against assets that are weighted based on risk characteristics. The Bank was classified as “well capitalized” for regulatory purposes as of June 30, 2006.

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OFF-BALANCE SHEET ACTIVITIES

Some financial instruments, such as loan commitments, credit lines, letters of credit, and overdraft protection, are issued to meet customer financing needs. These are agreements to provide credit or to support the credit of others, as long as conditions established in the contract are met, and usually have expiration dates. Commitments may expire without being used. Off-balance-sheet risk to credit loss exists up to the face amount of these instruments, although material losses are not anticipated. The same credit policies are used to make such commitments as are used for loans, including obtaining collateral at exercise of the commitment.

The contractual amount of financial instruments with off-balance-sheet risk was as follows at quarter end.

	June 30, 2006				December 31, 2005
	Fixed		Variable		Fixed		Variable
	Rate		Rate		Rate		Rate
Commitments to make loans	$	5,677,000	$	29,656,000	$	4,726,000	$	17,876,000
Unused letters of credit		—		2,443,552		—		2,479,580

Our unfunded loan commitments have increased $12.7 million during the first half of the year. Commitments to make loans are generally made for periods of 1 year or less. The fixed rate loan commitments have interest rates ranging from 5.05% to 21.00% and maturities ranging from 1 year to 5 years.

PROPOSED COMMON STOCK SHARE RECLASSIFICATION

          On June 24, 2006, our Board of Directors voted to reclassify our common stock to reduce the number of record holders of common stock below 300 for the purpose of going private and deregistering our stock with the U.S. Securities and Exchange Commission. This proposal is a modification of the initial proposal adopted to facilitate the Company’s going private transaction.

          To facilitate this transaction, a proposal to amend our charter and to reclassify our common stock and issue two new classes of preferred stock will be presented to Company shareholders for a vote at a special meeting of shareholders to be announced at a later date. At the meeting, shareholders will vote on a proposal to reorganize the stock ownership of First Community Corporation (our bank holding company) as follows:

• Owners of 1,500 or more shares of the holding company’s common stock would continue to own the same number of shares as they currently own.

• Owners of 300 to 1,500 shares of the holding company’s common stock would have their shares reclassified as the same number of Series A preferred shares.

• Owners of fewer than 300 shares of the holding company’s common stock would have their shares reclassified as the same number of Series B preferred shares.

          The proposal is subject to shareholder and regulatory approval. The primary effect of this transaction will be to reduce the Company’s total number of record holders of common stock to below 300. As a result, the registration of our common stock under federal securities laws will be terminated, and we will no longer be considered a “public” company.

          We are proposing amendments to our charter because our Board of Directors has concluded, after careful consideration, that the costs and other disadvantages associated with being an SEC-reporting company outweigh the advantages. The reasons for reaching this conclusion are based on the following:

• Operating as a non-SEC reporting company will reduce the burden on our personnel to comply with increasingly stringent SEC reporting requirements and allow our entire team to focus more attention on our customers and our community;

• Management will have increased flexibility to consider and initiate strategies designed to produce long-term benefits and growth;

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• The one-time and recurring costs of being a public company that can either be saved or redeployed;

• The low trading volume of the Company’s common stock and the resulting lack of an active market for the Company’s shareholders, which eliminate the need to raise capital in the public market and leave little justification for remaining a public company; and

• The reclassification transaction allows the Company to discontinue reporting obligations with the SEC and retain capital in the Company, while still allowing all of our shareholders to retain an equity interest in the Company.

     The proposed benefits to the Company and our shareholders, as well as the risks to our shareholders of this transaction and of deregistration generally, are detailed in the amended Schedule 13E-3 filed on July 21, 2006, and the amended preliminary proxy statement for a special meeting of shareholders, also filed on July 21, 2006. Both documents can be accessed via the Internet at http://www.sec.gov. The Company is currently awaiting additional comments on these documents from the staff of the Securities and Exchange Commission, and proxy materials will be mailed to shareholders following the conclusion of the comment period with the Securities and Exchange Commission.

RESULTS OF OPERATIONS

YEAR TO DATE

The Company’s net income increased 20.0% to $1,259,000 for the six months ending June 30, 2006, compared to $1,047,000 for the same period last year.

Distribution, Rate and Yield Analysis of Net Income

The following table presents the Company’s average balances of earning assets and interest-bearing liabilities, the amount of interest income and interest expense, the average yield or rate for each category of interest-earning assets and interest-bearing liabilities, and the net interest income and the net interest margin for the periods indicated:

14

FIRST COMMUNITY CORPORATION
Consolidated Average Balance Sheets, Net Interest Revenue and
Changes in Interest Income and Interest Expense

The following table shows the consolidated average monthly balances of each principal category of assets,
liabilities and stockholders’ equity of the Company, and an analysis of net interest revenue, and the change
in interest income and interest expense segregated into amounts attributable to changes in volume and
changes in rates. The table is presented on a taxable equivalent basis .

	In Thousands of dollars
	June 30, 2006								June 30, 2005								2006/2005 Change
	Average			Interest			Revenue/		Average			Interest			Revenue/		Due to			Due to
	Balance			Rate			Expense		Balance			Rate			Expense		Volume			Rate			Total
Gross loans	$	181,344			7.17	%		6,505		172,697			6.42	%		5,542		278			685			963
Investment securities		17,232			3.89	%		335		15,325			3.50	%		268		34			33			67
Federal funds sold and other		5,584			4.87	%		136		4,745			3.54	%		84		15			37			52
Total interest-earning assets		204,160			6.83	%		6,976		192,767			6.12	%		5,894		327			755			1,082
Cash and due from banks		5,595								5,826
Other assets		16,236								14,937
Allowance for loan losses		(1,930	)							(1,912	)
Total assets	$	224,061								211,618
Deposits:
NOW and money market investments	$	36,179			2.02	%		366		31,852			1.30	%		207		28			131			159
Savings		14,638			0.97	%		71		16,189			0.99	%		80		(8	)		(1	)		(9	)
Time depositis $100,000 and over		51,621			4.34	%		1,120		46,052			3.14	%		724		88			308			396
Other time deposits		59,106			3.91	%		1,155		62,363			2.97	%		926		(49	)		278			229
Total interest-bearing deposits		161,544			3.36	%		2,712		156,456			2.48	%		1,937		59			716			775
Other borrowings		24,128			5.65	%		682		22,098			4.73	%		523		48			111			159
Total interest-bearing liabilities		185,672			3.66	%		3,394		178,554			2.76	%		2,460		107			827			934
Non interest-bearing liabilities		23,864			—			—		20,277			—			—		—			—			—
Total liabilities		209,536								198,831
Shareholders’ equity		14,525								12,787
Total liabilities and shareholders’ equity	$	224,061								211,618
Net interest income							$	3,582							$	3,434		220			(72	)		148
Net interest margin					3.51	%							3.56	%

Between June 30, 2005 and June 30, 2006, average earning assets grew approximately $11.4 million or 5.9% while the average yield on the assets increased from 6.12% at June 30, 2005 to 6.83% at June 30, 2006. During this same time period average interest bearing liabilities grew approximately $7.1 million or 4.0% while the cost of these funds increased from 2.76 % at June 30, 2005 to 3.66% at June 30, 2006. The volume of interest bearing assets increased more than the volume of interest bearing liabilities. In addition, the cost of funds increased by 90 basis points, while the yield on earning assets increased by only 71 basis points. Both of these factors combined to reduce the net interest margin from 3.56% at June 30, 2005 to 3.51% at June 30, 2006. Nonetheless, because the growth in deposits funded an expansion of the loan portfolio, total interest income still increased from $5,894,000 on June 30, 2005 to $6,976,000 on June 30, 2006,

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an increase of $1,082,000.

Noninterest income for the six months ending June 30, 2006 was $1,366,000 compared to $1,132,000 for the same period in 2005, reflecting an increase of $234,000 or 20.7%. Noninterest income consists mainly of loan fees, service charges on deposit accounts, credit life insurance commissions, bank owned life insurance income, commission income from the sale of financial services and secondary mortgage processing fees. Loan and late fee income during the first half of 2006 was $494,000, an increase of $177,000 or 56% over the first half of 2005 loan fees of $317,000. A portion of this increase was due to an accounting treatment change which enabled the bank to forego the deferral of loan fees in excess of origination costs at the date of origination, thus increasing loan fees taken into income during 2006 as compared to 2005. Service charges on deposit accounts for the six months ending June 30, 2006 were $501,000 compared with $533,000 for the same period in 2005, reflecting a decrease of $32,000 or 6.0%.

The provision for loan losses was $81,000 during the six months ending June 30, 2006 compared with $97,000 for the same period in 2005. Loans increased $2.9 million and increased $8.6 million during the six months ending June 30, 2006 and June 30, 2005, respectively. Management’s determination of the appropriate level of the provision for loan losses and the adequacy of the allowance for loan losses is based, in part, on an evaluation of specific loans, as well as the consideration of the Bank’s historical loss experience. Other factors considered by management include the composition of the loan portfolio, current and anticipated economic conditions, and the creditworthiness of the Bank’s borrowers and other related factors. The allowance for loan losses of $1,987,000 at June 30, 2006 (approximately 1.07% of loans) is considered by management to be adequate to cover losses inherent in the loan portfolio. Management evaluates the adequacy of the allowance for loan losses monthly and makes provisions for loan losses based on this evaluation.

An analysis of the Bank’s loan loss experience is furnished in the following table for the periods indicated:

	($ In Thousands)
	Periods ended
	June 30,			June 30,
	2006			2005
Balance at beginning of period	$	1,917		$	1,879
Charge-offs		(28	)		(8	)
Recoveries		17			5
Additions charged to operations		81			97
Balance at end of period	$	1,987		$	1,973

Non-interest expense for the six months ending June 30, 2006 was $2,992,000 compared to $2,842,000 for the same period in 2005, reflecting an increase of $ 150,000 or 5.3%. This change is primarily due to an increase in personnel , director, and employee related expenses during the period totaling $94,000.

The Company records a provision for income taxes currently payable and for taxes payable in the future because of differences in the timing of recognition of certain items for financial statement and income tax purposes. The major difference between the effective tax rate applied to the Company’s financial statement income and the federal statutory rate is caused by non-taxable interest and dividends. The Company’s effective tax rate is 32.9% for the three months ended June 30, 2006, compared to 35.6% for the same period in 2005.

QUARTER TO DATE

The Company had net income of $595,000 for the three months ending June 30, 2006, compared with $498,000 for the same period last year, resulting in an increase of 19.5% or $97,000.

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Net interest income for the three months ending June 30, 2006 was $1,810,000 compared to $1,751,000 for the same period in 2005, reflecting an increase of $59,000 or 3.4%. As previously discussed, this increase is primarily due to the increase in our loan volume.

Non-interest income for the three months ending June 30, 2006 was $630,000 compared to $588,000 for the same period in 2005, reflecting an increase of $42,000 or 7.1%. Non-interest income consists mainly of service charges on deposit accounts, credit life insurance commissions, bank owned life insurance income, commission income from the sale of financial services and secondary mortgage origination fees. Service charges on deposit accounts for the three months ending June 30, 2006 were $267,000 compared with $262,000 for the same period in 2005, reflecting an increase of $5,000 or 1.9%.

The provision for loan losses was $60,000 during the three months ending June 30, 2006 compared with $62,000 for the same period in 2005, reflecting a decrease of $2,000 or 3.2%. Management evaluates the adequacy of the allowance for loan losses monthly and makes provisions for loan losses based on this evaluation.

Non-interest expenses for the three months ending June 30, 2006 were $1,529,000 compared to $1,483,000 for the same period in 2005 reflecting an increase of $46,000 or 3.1%. This increase is primarily due to an increase in audit and professional fees totaling $ 39,000 associated with being a public company and our ongoing effort to de-register our stock with the SEC.

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Item 3. Controls And Procedures.

     An evaluation was performed under the supervision and with the participation of the Company’s management, including Mark A. Gamble, the principal executive officer, and Tyler K. Clinch, the principal financial officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, the Company’s management, including the principal executive officer and principal financial officer, concluded that the Company’s disclosure controls and procedures are effective as of the end of the period covered by this report. The Company has also evaluated its internal control over financial reporting (as defined in Rule 13a-15(e) under the Exchange Act), and there have been no changes in the Company’s internal control over financial reporting during the most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

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PART II
OTHER INFORMATION

Item 1. Legal Proceedings.

     From time to time the Company and the Bank is each a party to claims and legal proceedings arising from normal and ordinary business operations. After taking into consideration the factors underlying these claims and the information provided by legal counsel regarding the current status of such claims or proceedings, in the opinion of management, the ultimate aggregate liability represented thereby will not have a material adverse effect on the Bank’s or the Company’s financial condition or results of operations.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

     None

Item 3. Default Upon Senior Securities

     None

Item 4. Submission of Matters to a Vote of Security Holders

     At the 2006 Annual Meeting of Shareholders held on June 9, 2006, the shareholders elected the following directors to the Company’s board of directors to hold office for a period of one year and until their successors are elected and qualified. Mr. Gamble and Mr. Greene are employee-directors. All nine were directors prior to the meeting. The results of the voting were as follows:

		VOTES		BROKER
DIRECTOR	VOTES FOR	AGAINST	ABSTENTIONS	NON-VOTES
Leland A. Davis	1,066,135	5,080	-0-	-0-
Mark A. Gamble	1,061,415	9,800	-0-	-0-
Jerry C. Greene	1,066,135	5,080	-0-	-0-
Kenneth E. Jenkins	1,066,135	5,080	-0-	-0-
Dr. David R. Johnson	1,066,135	5,080	-0-	-0-
William J. Krickbaum	1,065,835	5,380	-0-	-0-
Sidney K. Lawson	1,065,435	5,780	-0-	-0-
A. Max Richardson	1,065,835	5,380	-0-	-0-
Tommy W. Young	1,057,685	13,530	-0-	-0-

     The Company’s shareholders also approved amendments to the Company’s 1994 Outside Director Stock Option Plan to increase the number of shares of Common Stock that may be issued pursuant to options granted under the plan from 150,000 shares to 225,000 shares, and to make certain administrative and technical changes. The results of the voting were as follows:

VOTES FOR	VOTES AGAINST	ABSTENTIONS	BROKER NON-VOTES
961,982	86,513	23,920	-0-

Item 5. Other Information

     None

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Item 6. Exhibits

     The following exhibits are filed herewith:

Exhibit Number	Description
31.1	Certification of Principal Executive Officer pursuant to Rule 13a-14(a)
31.2	Certification of Principal Financial Officer pursuant to Rule 13a-14(a)
32.1	Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

     There are no other matters required to be reported under this item.

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SIGNATURES

In accordance with the requirements of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

FIRST COMMUNITY CORPORATION
(Registrant)

August 14, 2006	/s/ Mark A. Gamble
(Date)	Mark A. Gamble, President & Principal Executive Officer
August 14, 2006	/s/ Tyler K. Clinch
(Date)	Tyler K. Clinch, Treasurer & Principal Financial Officer

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