FORM 10-QSBA U. S. SECURITIES AND EXCHANGE COMMISSION QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1996(A) Commission File No. 33-58832 FIRST CENTRAL BANCSHARES, INC. State of Incorporation-Tennessee IRS EIN 62-1482501 725 Highway 321 North P.O. Box 230 Lenoir City, Tn 37771-0230 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. Yes [x] No [ ] 466,755 Shares of Common Stock were outstanding as of March 31, 1996. FIRST CENTRAL BANCSHARES, INC. AND SUBSIDIARY Notes to Financial Statements (Unaudited) March 31, 1996 and 1995 BASIS OF PRESENTATION First Central Bancshares, Inc. is a one bank holding company which owns 100% of the outstanding stock of First Central Bank. The investment in First Central Bank represents virtually all of the assets of First Central Bancshares, Inc. The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for audited financial statements. In the opinion of management, the financial statements and results of operations herein fairly present the financial position of First Central Bancshares, Inc. and subsidiary. On March 18, 1993 the shareholders of First Central Bank approved a plan of reorganization and merger whereby First Central Bancshares, Inc. acquired 100% of First Central Bank. All of the outstanding stock of First Central Bank was acquired in exchange for 385,819 shares of First Central Bancshares, Inc., and was effective April 6, 1993. First Central Bancshares, Inc. was formed for the purpose of becoming a one bank holding company to own 100% of First Central Bank. In March 1994 the company distributed a ten percent dividend to its stockholders by issuing an additional 38,560 shares of common stock. The company used a fair value of $12.75 per share and credited common stock $5.00 per share or $192,800, additional paid in capital $7.75 per share or $298,840 and charged retained earnings a total of $491,640. In February 1996 the company distributed a ten percent (10%) dividend to its stockholders by issuing an additional 42,376 shares of common stock. The company used a fair market value of $25.00 per share and credited common stock $5.00 per share or $211,880, additional paid in capital $20.00 or $847,520, and charged retained earnings a total of $1,059,400. ITEM #2 - MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION FINANCIAL CONDITION Total assets have grown approximately $5.6 million or 8.4% in the first quarter and approximately $21.1 million or 41.1% from 3/31/95. During the same period deposits increased approximately $5.7 million or 9.4% in the first quarter and approximately $20.3 million or 44.4% over 3/31/95. Non- interest bearing accounts increased approximately $2.3 million or 28.5% for the quarter and increased approximately $3.4 million or 50.1% for the year. Interest bearing accounts increased $3.4 million or 6.5% for the quarter and $16.9 million or 43.3% from 3/31/95. The increase in deposits is due in large part to the new branch in Farragut. The initial growth for this office was primarily in interest bearing deposits. Loans increased approximately $2.7 million or 6.1% in the quarter and $8.2 million or 20.8% from 3-31-95. The results reflect a moderate loan growth for the quarter. The loan growth for the year is moderate in relation to deposit growth and prior years comparisons. This strong deposit growth coupled with moderate loan growth has allowed the bank to maintain a strong liquidity position. Fed funds sold decreased $400 thousand or 4.8% for the first quarter and increased $7.7 million or 4,414.3% over the prior year. Investment securities increased approximately $3.3 million or 39.4% for the quarter and $4.8 million or 67.6% from 3-31-95. There was an increase of approximately $22 thousand for the quarter in fixed assets and an increase of approximately $250 thousand or 8.7% over the prior year. The bank completed a branch office in May of 1995 which accounts for the fixed asset growth over the prior year. Other assets decreased nominally for the quarter and increased approximately $100 thousand or 24.8% over 3/31/95. CAPITAL Total regulatory capital at March 31, 1996 increased $81 thousand or 1.5% for the quarter and $520 thousand or 10.1% from 3/31/95. Risk based tier 1 capital ratio is approximately 11.7% and total risk based capital is 12.6%. The capital position is more than adequate to meet current regulatory guidelines and support company operations. RESULTS OF OPERATIONS The Company had an increase in consolidated net income of $7 thousand or 4.8% for the first quarter as compared to the same period last year. The increase over the fourth quarter was $85 thousand or 80.0% Net interest income for the quarter was an increase of approximately $61 thousand or 9.6% as opposed to the same period last year. (see attached schedule I and II). Interest income is composed of the following components: loan income which increased by $206 thousand or 22.2% for the first quarter as opposed to the first quarter of 1995 and $164 thousand or 16.9% as opposed to the fourth quarter of 1995. Investment income increased $36 thousand or 27.1% over the quarter ended 3/31/95. The increase over the fourth quarter was $22 thousand or 15.0%. Federal funds sold income was up $97 thousand or 1,616.7% for the three months ended 3/31/95 versus 3/31/95. The increase over the fourth quarter was $12 thousand or 13.2%. Interest expense increased $278 thousand or 64.1% for the first quarter ended 3/31/96 as opposed to the first quarter ended 3/31/95. The increase over the fourth quarter was $41 thousand or 6.1%. The components of interest expense include interest on now accounts which decreased $6 thousand or 24.0% for the first quarter ended 3/31/96 as opposed to 3/31/95. The interest on now accounts decreased by $2 thousand or 8.7% as opposed to the fourth quarter ended 12/31/95. Money market accounts increased $16 thousand or 32.6% for the quarter over the prior year quarter and decreased $1 thousand or 1.5% compared with the fourth quarter. Certificates of deposit interest expense increased $268 thousand or 80.5% for the quarter over the prior year quarter and $43 thousand or 7.7% over the fourth quarter. This significant increase in interest expense led to a net interest margin of 4.19% at 3/31/96 versus 5.38% at 3/31/95, with total interest income (annualized) decreasing to 8.59% versus 9.10% at 3/31/95. Total interest expense increased from 4.55% to 5.20% (annualized). Management has continued to increase the loan loss reserve prudently with the growth of loans. The adequacy of the reserve is evaluated monthly by management and quarterly by the board of directors. The reserve was increased by $43 thousand during the first quarter and remains approximately 1% of net loans outstanding. Nonperforming assets included past due loans of ninety (90) days or more of $1 thousand at 3/31/96 and $10 thousand at 3/31/95. This resulted in nonperforming ratios of .002% of total loans oustanding at 3/31/96 and .03% at 3/31/95. Coverage of loan loss reserve to nonperforming assets was 459x for 3/31/96 and 39x at 3/31/95. The ratios decreased at the quarter end and remain low with no material loss anticipated. The nonperforming ratios are expected to remain low for 1996. Past due loans of thirty (30) days or more total .89% and 2.72% respectively for the reporting periods. The bank has adopted Fasb 114 and 118 with no material impact (see attached schedules III and IV for disclosures). Non-interest income increased $33 thousand or 40.2% for the first quarter compared to the same period last year and $74 thousand or a 2.5% increase over the fourth quarter. Service charge income, the largest component of non-interest income, increased $6 thousand or 9.2% from 3/31/95 and decreased $9 thousand or 11.3% from the fourth quarter as a result of continued growth in interest bearing deposits. Non-interest expense for the first quarter increased $85 thousand or 19.6% as compared to 3/31/95 and decreased $63 thousand or 10.8% compared with the fourth quarter ended 12/31/95. The significant increase in non-interest expense year to year is directly related to the building and staffing of the new branch office. The decrease over the previous quarter is related to payment of bonuses at year end. Fasb 121, 122, and 123 are not applicable to First Central Bancshares, Inc or First Central Bank and therefore have no impact on the operations of either. FIRST CENTRAL BANCSHARES, INC. AND SUBSIDIARY PART II. OTHER INFORMATION Not Applicable FORM 10-QSB(A) 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 CENTRAL BANCSHARES, INC. Ed F. Bell Date: 7/3/96 By: ________________________________ Ed F. Bell Chairman, President and Chief Executive Officer Willard D. Price Date: 7/3/96 By: ________________________________ Willard D. Price Executive Vice President and Chief Financial Officer The following interim financial statements reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. Item 1. Financial Statements FIRST CENTRAL BANCSHARES, INC. AND SUBSIDIARY Consolidated Balance Sheets (Unaudited) (In Thousands) _____________________________________ -ASSETS- March 31, 1996 March 31, 1995 _____________________________________ Cash and due from banks $2,395 $2,253 Federal Funds Sold 7,900 175 Total Cash and Cash Equivalents 10,295 2,428 Cert of Deposit in other banks 100 100 Investment Securities 11,816 7,048 Loans 47,890 39,641 Less:Unearned Interest (916) (823) Allowance for Loan Losses (459) (386) Net Loans 46,515 38,432 Premises and Equipment(net) 3,111 2,863 Other Assets 524 420 TOTAL ASSETS $72,361 $51,291 -LIABILITIES AND STOCKHOLDERS' EQUITY- Liabilities: Deposits Non-interest Bearing $10,307 $6,866 Interest Bearing 55,895 38,994 Total Deposits 66,202 45,860 Fed Funds Purchased 0 0 Other Liabilities 499 290 Total Liabilities 66,701 46,150 Stockholders' Equity Common Stock- Par Value $5.00 Authorized 2,000,000 Shares; 466,755 shares issued and outstanding 2,334 2,122 Additional Paid In Capital 3,427 2,579 Retained Earnings (Deficit) (18) 535 Unrealized gain(loss) on securities (83) -95 Total Stockholders Equity 5,660 5,141 TOTAL LIABILITIES AND STOCKHOLDERS' $72,361 $51,291 FIRST CENTRAL BANCSHARES, INC AND SUBSIDIARY Consolidated Statements of Income (Unaudited) (In Thousands except per share information) _____________________________________ Three Months EndedThree Months Ended March 31, 1996 March 31, 1995 _____________________________________ INTEREST INCOME: Loans 1,134 928 Investment Securities and C D'S 169 133 Federal Funds Sold 103 6 Total Interest Income 1,406 1,067 INTEREST EXPENSE 712 434 Net Interest Income 694 633 PROVISION FOR LOAN LOSSES 43 45 Net interest income after provision for Loan Losses 651 588 OTHER INCOME 115 82 OPERATING EXPENSES 519 434 INCOME BEFORE INCOME TAX 247 236 INCOME TAXES 97 90 Income before extraordinary items 150 146 Extraordinary items 0 0 Gains/Losses on Securities 3 0 NET INCOME 153 146 Earnings per share $0.36 $0.34 FIRST CENTRAL BANCSHARES, INC. AND SUBSIDIARY Consolidated Statements of Cash Flows (Unaudited) (In Thousands) --------------------- Three Months Ended March 31, --------------------- 1996 1995 OPERATING ACTIVITIES Net Income 153 146 Adjustments to reconcile net cash provided by (used in) operating activities: Provision for Loan Losses 43 45 Depreciation 18 37 Amortization 1 1 Increase(dec)in unearned int/loan fees -5 53 Amortization of premiums (discounts) on Investment securities and C D's-net 2 11 FHLB/Ins stock dividends (7) (17) (Increase) decrease in other debt 2 0 (Increase) decrease in other assets (28) 235 Increase (decrease) in other liabilities (142) (7) NET CASH PROVIDED BY OPERATING ACTIVITIES 37 504 INVESTING ACTIVITIES: Net (inc) decrease in CD'S other banks 0 0 Proceeds from maturities and redemptions of investment securities 2,944 400 Purchases of investment securities (6,230) (250) Increase in Loans (2,735) (1,888) Purchases of Premises and Equipment (126) (636) NET CASH USED IN INVESTING ACTIVITIES (6,147) (2,374) FINANCING ACTIVITIES Increase(Decrease) in Federal Funds purchased 0 0 Increase in Deposits 5,679 111 NET CASH PROVIDED BY FINANCING ACTIVITIES 5,679 111 INCREASE IN CASH AND CASH EQUIVALENTS ($431) ($1,759) CASH AT BEGINNING OF PERIOD $10,726 $4,187 CASH AT END OF PERIOD $10,295 $2,428 Supplementary Disclosure of Cash Flow Information: Cash Paid During the Period for: Interest $2,232 $434 Income Tax $330 $90 Supplementary Disclosure of Noncash Investing Activities: Increase (Decrease) in Net Unrealized Loss on Investment Securities: $115 ($7) Increase (Decrease) in Deferred Income Tax Benefit Associated with Increase/Decrease in Net Unreal- ized Loss on Investment Securities: $71 $18 Schedule I- Average Balances, Interest and Average Rates 3/31/96 3/31/95 _________________________________________________________________________ ($ in thoAverage Average Average Average Assets Balance Interest Rate Balance Interest Rate _________________________________________________________________________ Federal F $7,973 $103 5.17% $521 $6 4.61% Investments Securiti 10,120 170 6.72% 7,156 133 7.43% Non-Taxa 0 0 N/A N/A Total Loans, Includi 46,592 1,116 9.58% 38,914 921 9.47% Total interest earning 64,685 1,389 8.59% 46,591 1,060 9.10% __________________ _______ ______ ________ ______ _____ Cash and 2,358 2,015 All other 3,564 3,122 Loan Loss Reserve/ Unearned (1,336) (1,101) __________________ ________ TOTAL ASS $69,271 $50,627 __________________ ________ ______________________________________________________________________ Liabilities and Stockholders Equity _______________________________________________________________________ Interest Bearing Deposits Time De $40,654 $601 5.91% $25,513 $333 5.22% Other 14,029 110 3.14% 12,313 99 3.22% FHLB Adva 47 1 8.51% 49 1 8.16% Federal F 0 0 ERR 171 2 4.68% ________ _______ ______ ______ ________ _______ _______ Total Interest-Bea Liabili 54,730 712 5.20% 38,046 433 4.55% ________ _______ ______ _____ ________ _______ _________ Non-Inter 8,289 7,246 Total Cost of Funds 4.52% 3.82% All other 576 209 Stockhold 5,663 5,209 Unrealize 5 -83 ________ _______ Total Liabilities and Stockho $69,271 $50,627 ________ ________ _________ Net interest Yield 3.39% 4.55% Net interest margi 4.19% 5.38% Schedule II-Interest Rate Sensitivity --------------------------------------------------------------------------------- (in thousands) 3/31/96 <1 year 1yr-5yrs >5 yrs Non-Int Total Bearing --------------------------------------------------------------------------------- Assets Federal Funds Sold 7,900 7900 Investments 219 6,170 5,427 11,816 Loans-Fixed Rate 7,492 24,437 787 32,716 Floating Rate 15,175 15,175 Non-Interest earning assets and unearned assets/loan loss reserve 4,754 4,754 -------------------------------------------------------------------------------- Total 30,786 30,607 6,214 4,754 72,361 --------------------------------------------------------------------------------- Liabilities and Stockholders Equity Interest Bearing Deposits 43,466 12,429 0 55,895 Non-interest bearing deposits 10,319 10,319 FHLB Advances 47 47 Noninterest bearing liabilities 0 and stockholders equity 6,100 6,100 --------------------------------------------------------------------------------- Total 43,466 12,429 47 16,419 72,361 --------------------------------------------------------------------------------- Interest Rate Sensitivity Gap ($12,680) $18,178 $6,167 ($11,665) $0 --------------------------------------------------------------------------------- Cumulative Interest Rate Sensitivity Gap ($12,680) $5,498 $11,665 $0 $0 --------------------------------------------------------------------------------- Schedule III-Analysis of Loan Loss Reserve --------------------------------------------------------------- ($ in thousands) 3/31/96 3/31/95 --------------------------------------------------------------- Balance at beginning of period $434 $369 Charge-offs: Commercial, financial, and agricultural 0 6 Real estate- construction 0 0 Real estate- mortgages 0 0 Installment-consumers 24 26 Other 0 0 Recoveries: Commercial, financial, and agricultural 0 0 Real estate- construction 0 0 Real estate- mortgages 0 0 Installment-consumers 6 4 Other 0 0 Net charge-offs 18 28 Additions to loan loss reserve 43 45 Balance at end of period $459 $386 Ratio of net charge-offs to average loans outs 0.04% 0.07% Schedule IV-Allocation of the Loan Loss Reserve --------------------------------------------------------------------------------- 3/31/96 % to 3/31/95 % to Balance applicable to: $ Amount total $ Amount total --------------------------------------------------------------------------------- Commercial, financial, and agricultural $50 10.82% $35 8.88% Real Estate-Construction 58 12.64% 39 9.82% Real Estate-Mortgages 134 58.28% 158 59.37% Installment-consumers 84 18.26% 87 21.93% Other Unallocated 133 N/A 67 N/A Total $459 100.00% $386 100.00% Schedule IV-A Loan Portfolio by category ---------------------------------------------------------------------------------- March 31, 1996 March 31, 1995 Loan Category: ---------------------------------------------------------------------------------- Commercial, financial, and agricultural $5,183 $3,645 Real Estate-Construction 6,054 3,813 Real Estate-Mortgages 27,911 23,510 Installment-consumers 7,671 7,597 All other 1,072 1,076 Total Loans $47,891 $39,641 SCHEDULE XXVII - FINANCIAL DATA SCHEDULE 3/31/96 MAIN AMOUNT (IN THOUSANDS) CASH 2,395 INTEREST-BEARING DEP 100 FED FUNDS SOLD 7,900 TRADING ASSETS 0 INVESTMENTS HFS 11,816 INVESTMENTS HTM 0 INVESTMENTS-MARKET 0 LOANS 47,890 ALLOWANCE FOR LOSSES 459 TOTAL ASSETS 72,361 DEPOSITS 66,202 SHORT-TERM BORROWINGS 0 OTHER LIABILITIES 499 LONG TERM DEBT 0 PREFERRED STOCK-MANDA 0 PREFERRED-NON MANDATO 0 COMMON STOCK 2,334 OTHER STOCKHOLDERS EQ 3,326 TOTAL LIAB- SH EQUITY 72,361 INTEREST ON LOANS 1,134 INT ON INVESTMENTS 169 OTHER INTEREST INCOME 103 TOTAL INT INCOME 1,406 INTEREST ON DEPOSITS 712 TOTAL INTEREST EXPENS 712 NET INTEREST INCOME 694 PROVISION- LOAN LOSS 43 SECURITIES-GAIN/LOSS 3 OTHER EXPENSES 519 INCOME BEFORE TAX 247 INCOME BEFORE EXTRAOR 150 EXTRAORD LESS TAX 0 CUM CHANGE ACCT PRIN 0 NET INCOME 153 EARNINGS PER SHARE-P 0.36 EARNINGS PER SHARE-D 0.36 NET INT YIELD-E A 3.39 LOANS-NON ACCRUAL 0 LOANS PAST DUE >90 1 TROUBLED DEBT RESTRUC 0 POTENTIAL PROBLEM LNS 15 ALLOWANCE-BEGINNING 434 TOTAL CHARGE-OFFS 24 TOTAL RECOVERIES 6 ALLOWANCE END PERIOD 459 LOAN LOSS-DOMESTIC 326 LOAN LOSS-FOREIGN 0 LOAN LOSS-UNALLOCATED 133