Page 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-QSB [x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 1999 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to _________ Commission file number: 33-58832 FIRST CENTRAL BANCSHARES, INC. (Exact name of small business issue as specified in its charter) Tennessee (State or other jurisdiction of incorporation or organization) 725 Highway 321 North, Lenoir City, Tennessee (Address of principal executive office) 62-1482501 (I.R.S. Employer Identification No.) 37771-0230 (Zip Code) Registrant's telephone number, including area code: (423) 986- 1300 Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Common Stock (par value $5.00 per share) Indicate by mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [x] No [ ] Indicate by mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13, or (15d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes [x] No [ ] The number of outstanding shares of the registrant's Common Stock, par value $5.00 per share, was 513,281 on October 26, 1999. FORM 10-QSB Index Page Number PART I. FINANCIAL INFORMATION Item 1. Financial Statements Condensed Consolidated Balance Sheets as of September 30, 1999 and December 31, 1998 3 Condensed Consolidated Statements of Income for the three months and nine months ended September 30, 1999 and 1998 4 Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 1999 and 1998 5 Condensed Consolidated Statements of Comprehensive Income (Loss) for the nine months ended September 30, 1999 and 1998 6 Notes to Condensed Consolidated Financial Statements 7-8 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 9-14 PART II. OTHER INFORMATION Item 1. Legal Proceedings 14 Item 2. Changes in Securities 14 Item 3. Defaults upon Senior Securities 14 Item 4. Submission of Matters to a Vote of Securities Holders 14 Item 5. Other Information 14 Item 6. Exhibits and Reports on Form 8-K 14 Signatures 15 PART 1 - FINANCIAL INFORMATION Item 1. Financial Statements FIRST CENTRAL BANCSHARES, INC. AND SUBSIDIARY Condensed Consolidated Balance Sheets (Unaudited) (In Thousands) September 30, December 31, 1999 1998 - -ASSETS- Cash and Due from Banks $ 3,689 $ 2,564 Federal Funds Sold 3,310 14,915 Total Cash and Cash Equivalents 6,999 17,479 Investment Securities Available for Sale 28,557 27,139 Loans, Net 69,329 60,944 Premises and Equipment (Net) 5,144 4,304 Accrued Interest Receivable 675 674 Other Assets 797 218 TOTAL ASSETS $111,501 $110,758 - -LIABILITIES AND STOCKHOLDERS' EQUITY- Liabilities: Deposits Non-Interest Bearing $ 16,163 $ 14,551 Interest Bearing 86,277 87,236 Total Deposits 102,440 101,787 Accrued Interest Payable 407 444 Other Liabilities 196 101 Total Liabilities 103,043 102,332 Stockholders' Equity: Common Stock - Par Value $5.00, Authorized 2,000,000 Shares; Issued and Outstanding 513,281 Shares 2,566 2,566 Additional Paid-In Capital 4,358 4,358 Retained Earnings 2,207 1,457 Accumulated Other Comprehensive Income (Loss) (673) 45 Total Stockholders' Equity 8,458 8,426 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $111,501 $110,758 See accompanying notes to financial statements. FIRST CENTRAL BANCSHARES, INC. AND SUBSIDIARY Condensed Consolidated Statements of Income (Unaudited) (In Thousands Except per Share Information) Three Months Ended Nine Months Ended September 30, September 30, 1999 1998 1999 1998 INTEREST INCOME: Loans $1,676 $1,522 $4,884 $4,508 Investment Securities 455 325 1,335 842 Federal Funds Sold 60 221 268 514 Total Interest Income 2,191 2,068 6,487 5,864 INTEREST EXPENSE 978 1,021 2,948 2,825 Net Interest Income 1,213 1,047 3,539 3,039 PROVISION FOR LOAN LOSSES 35 83 155 148 Net Interest Income After Provision for Loan Losses 1,178 964 3,384 2,891 OTHER INCOME 183 145 555 398 OPERATING EXPENSES 913 737 2,762 2,128 INCOME BEFORE INCOME TAX 448 372 1,177 1,161 INCOME TAXES 165 138 427 439 NET INCOME $ 283 $ 234 $ 750 $ 722 BASIC EARNINGS PER COMMON SHARE $ 0.55 $ 0.46 $ 1.46 $ 1.43 See accompanying notes to financial statements. FIRST CENTRAL BANCSHARES, INC. AND SUBSIDIARY Condensed Consolidated Statements of Cash Flows (Unaudited) (In Thousands) Nine Months Ended September 30, 1999 1998 CASH FLOWS FROM OPERATING ACTIVITIES Net Income $ 750 $ 722 Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities: Provision for Loan Losses 155 148 Depreciation 229 228 Amortization -0- 1 (Increase) in Interest Receivable (1) (41) Increase (Decrease) in Interest Payable (37) 80 Amortization of Premiums on Investment Securities, Net 22 8 FHLB Stock Dividends (54) (14) (Increase) Decrease in Other Assets (139) 46 Increase (Decrease) in Other Liabilities 95 (295) Total Adjustments 270 161 Net Cash Provided by Operating Activities 1,020 883 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds From Maturities, Principal Paydowns and Redemption of Investment Securities Available for Sale 9,420 8,995 Purchase of Investment Securities Available for Sale (11,964) (22,770) (Increase) Decrease in Loans (8,540) 284 Purchase of Premises and Equipment (1,069) (125) Net Cash Used in Investing Activities (12,153) (13,616) NET CASH PROVIDED BY INVESTING ACTIVITIES Increase in Deposits 653 19,194 INCREASE (DECREASE)IN CASH AND CASH EQUIVALENTS (10,480) 6,461 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 17,479 8,682 CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 6,999 $15,143 Supplementary Disclosures of Cash Flow Information: Cash Paid During the Period For: Interest $ 2,911 $ 2,745 Income Taxes $ 392 $ 409 Supplementary Disclosures of Noncash Investing Activities: Change in Unrealized Loss on Investment Securities $ 1,158 $ 170 Change in Deferred Income Tax Benefit Associated with Unrealized Loss on Investment Securities $ 440 $ 65 Change in Net Unrealized Loss on Investment Securities $ 718 $ 105 Issuance of Common Stock Dividend: Par $ -0- $ 232 Additional Paid-in Capital $ -0- $ 931 Reduction in Retained Earnings Due to Issuance of Common Stock $ -0- $ 1,163 See accompanying notes to financial statements. FIRST CENTRAL BANCSHARES, INC. AND SUBSIDIARY Condensed Consolidated Statements of Comprehensive Income (Los s) (Unaudited) (In Thousands) Nine Months Ended September 30, 1999 1998 Net Income $ 750 $722 Other Comprehensive Income (Loss), Net of Tax: Unrealized Losses on Investment Securities (1,158) 170 Less Reclassification Adjustment for Gains Included in net Income -0- -0- Less Income Taxes Related to Unrealized Gains on Investment Securities 440 (65) Other Comprehensive Income (Loss), Net of Tax (718) 105 Comprehensive Income (Loss) $ (32) $827 See accompanying notes to financial statements. FIRST CENTRAL BANCSHARES, INC. AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) September 30, 1999 and 1998 NOTE 1 - ORGANIZATION AND BUSINESS First Central Bancshares, Inc. (the Company) was incorporated in 1993 for the purpose of becoming a one bank holding company. On April 3, 1993, the Company acquired 100% of First Central Bank (the Bank) through a share exchange agreement approved by the shareholders of the Bank. The investment in First Central Bank represents virtually all of the assets of First Central Bancshares, Inc. The consolidated financial statements include the accounts of First Central Bancshares, Inc. and its wholly owned subsidiary, First Central Bank. All significant intercompany transactions and balances have been eliminated. NOTE 2 - BASIS OF PRESENTATION The accompanying consolidated financial statements have been prepared by the Company. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. In the opinion of the Company's management, the disclosures made are adequate to make the information presented not misleading, and the consolidated financial statements contain all adjustments necessary to present fairly the financial position as of September 30, 1999, results of operations for the three months and nine months ended September 30, 1999 and 1998, and cash flows for the nine months ended September 30, 1999 and 1998. The results of operations for the three months and nine months ended September 30, 1999 are not necessarily indicative of the results to be expected for the full year. NOTE 3 - COMMON STOCK DIVIDEND In February 1998, the Company distributed a ten percent (10%) dividend to its stockholders by issuing an additional 46,526 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 $232,630, additional paid in capital $20.00 or $930,520, and charged retained earnings a total of $1,163,150. No stock dividends have been declared during 1999. NOTE 4 - EARNINGS PER SHARE Basic earnings per share is based on the weighted average number of shares outstanding during the period. For the nine months ended September 30, 1999 the weighted average number of shares was 513,281 (504,895 in 1998). During the period ended September 30, 1999 and 1998 the Company did not have any dilutive securities. NOTE 5 - ACCOUNTING POLICY CHANGES In June 1998, the FASB issued Statement of Financial Accounting Standards No. 133, Accounting for Derivative Instruments and Hedging Activities. SFAS No. 133 establishes accounting and reporting standards for derivative instruments, including derivative instruments embedded in other contracts, (collectively referred to as derivatives) and for hedging activities. It requires that an entity recognize all derivatives as either assets or liabilities in the consolidated statement of financial position and measure those instruments at fair value. This statement amends FASB Statement No. 52, Foreign Currency Translation, to permit a special accounting for a hedge of a foreign currency forecasted transaction with a derivative. It supersedes FASB Statements No. 80, Accounting for Future Contracts, No. 105, Disclosure of Information about Financial Instruments with Off-Balance Sheet Risk and Financial Instruments with Concentrations of Credit Risk, and No. 119, Disclosure about Derivative Financial Instruments and Fair Value of Financial Instruments. It amends FASB Statement No. 107, Disclosures about Fair Value of Financial Instruments to included in statement No. 107 the disclosure provisions about concentrations of credit risk from Statement No. 105. In June 1999, the FASB issued Statement of Financial Accounting Standards No. 137, Accounting for Derivative Instruments and Hedging Activities - Deferral of the Effective Date of FASB Statement No. 133. SFAS 137 amends SFAS 133 to defer the effective data until June 15, 2000. The Statement is required to be applied retroactively to consolidated financial statements of prior periods. The Bank is currently assessing the impact of this statement on its consolidated financial statements and will adopt the statement during 2000. In October 1998, the FASB issued Statement of Financial Accounting Standards No. 134, Accounting for Mortgage-Backed Securities after Securitization of Mortgage Loans Held for Sale by a Mortgage Banking Enterprise. SFAS No. 134 amends FASB Statement No. 65, Accounting for Certain Mortgage Banking Activities, which establishes accounting and reporting standards for certain activities of mortgage banking enterprises and other enterprises that conduct operations that are substantially similar to the primary operations of a mortgage banking enterprise. The Bank is not currently entering into any transactions related to securitization of mortgage loans, nor does the Bank anticipate entering into any transactions of this nature in the future. Therefore, SFAS No. 134 will not have any effect on our financial condition or results of operations. Year 2000 Compliance The Bank continued its plans to be ready in all respects for the new millennium. A Y2K committee including executive management has been in place for approximately twenty-one months. The board of directors is updated monthly of progress. A comprehensive evaluation and testing schedule was finalized in 1998 as well as a detailed contingency backup plan. All equipment that was not Y2K compliant was replaced and a new operating system was installed through our data processing server in 1998. Testing of all mission critical systems including the primary and backup operating system was implemented and completed during the second quarter. Testing for all mission critical systems and all other systems/software was completed in the second quarter of 1999. The contingency plans detail specific steps to be taken in the unlikely event of a disruption in our systems or other aspects of operations within our control as well as critical services outside our control such as power, water, and communications. We are on schedule to be compliant in all respects to Y2K. Management remains confident that there will be no interruptions in our ability to continue to provide efficient service to our customers and shareholders in the year 2000 and beyond. Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. BALANCE SHEET ANALYSIS - COMPARISON AT SEPTEMBER 30, 1999 TO DECEMBER 31, 1998 Assets totalled $111.5 million as of September 30, 1999, as compared to $110.8 million as of December 31, 1998, an increase of 0.63%. INVESTMENT SECURITIES Investment securities were $28.6 million or 25.6% of total assets, as of September 30, 1999 an increase of $1.5 million from $27.1 million as of December 31, 1998. During the nine month period there were $9.4 million in calls, maturities, and principal paydowns offset by the purchase of $12.0 million in agency securities. The investment portfolio is comprised of U.S. Government and federal agency obligations and mortgage-backed securities issued by various federal agencies. Mortgage-backed issues comprised 16.89% of the portfolio as of September 30, 1999 and 17.39% as of December 31, 1998. As of September 30, 1999 and December 31, 1998, the Bank's entire investment portfolio was classified as available for sale and reflected on the consolidated balance sheets at fair value with unrealized gains and losses reported in the consolidated statements of comprehensive income (loss), net of any deferred tax effect. The unrealized loss on securities available for sale, net of tax was approximately $673,000 as of September 30, 1999, a change of approximately $718,000 from December 31, 1998, a result of deterioration in the bond market. The fair value of securities fluctuates with the movement of interest rates. Generally, during periods of decreasing interest rates, the fair values increase whereas the opposite may hold true during a rising interest rate environment. LOANS During the first nine months of 1999, total gross loans outstanding increased by approximately $8.3 million to $70.8 million as of September 30, 1999 from $62.5 million as of December 31, 1998 attributable primarily to $20.9 million in originated loans offset by amortization and payoffs of approximately $12.6 million. As of September 30, 1999 and December 31, 1998, net loans outstanding represented 62% and 55% of total assets, respectively. Table 1 summarizes the Bank's loan portfolio by major category as of September 30, 1999 and December 31, 1998. Table 1 - Loan Portfolio by Category (In Thousands) September 30,December 31, 1999 1998 Loans secured by real estate: Commercial properties $ 5,465 $ 7,539 Construction and land development 7,634 8,280 Residential and other properties 19,552 23,553 Total loans secured by real estate 32,651 39,372 Commercial and industrial loans 8,754 5,490 Consumer loans 26,103 16,762 Other loans 3,296 928 70,804 62,552 Less: Allowance for loan losses (625) (594) Unearned interest (811) (977) Unearned loan fees (39) (37) Loans, Net $69,329 $60,944 As of September 30, 1999, there were outstanding commitments to advance construction funds and to originate loans in the amount of $9.8 million and commitments to advance existing home equity, letters of credit and other credit lines in the amount of $7.4 million. Loans are carried net of the allowance for loan losses. The allowance is maintained at a level to absorb possible losses within the loan portfolio. As of September 30, 1999 and December 31, 1998, the allowance had a balance of approximately $625,000 and $594,000, respectively. There were no loans on which the accrual of interest had been discontinued as of September 30, 1999 or at December 31, 1998, and there were approximately $45,000 in loans specifically classified as impaired as defined by SFAS No. 114. Table 2 summarizes the allocation of the loan loss reserve by major categories and Table 3 summarizes the activity in the loan loss reserve for the nine month period. Table 2 - Allocation of the Loan Loss Reserve (in Thousands) 9-30-99 % to 12-31-98 % to Balance applicable to: $ Amount Total $ Amount Total Commercial, financial, and agricultural $187 30.00% $ 56 9.00% Real Estate - Construction 76 12.00% 123 21.00% Real Estate - Mortgages 104 17.00% 111 19.00% Installment - Consumers 209 33.00% 158 27.00% Other 49 8.00% 0 0.00% Other Unallocated 0 0.00% 146 24.00% Total $625 100.00% $594 100.00% Table 3 - Analysis of Loan Loss Reserve (In Thousands) 9-30-99 9-30-98 Balance, at beginning of period $594 $587 Charge-offs: Commercial, financial, and agricultural -0- 23 Real estate - construction -0- -0- Real estate - mortgage -0- -0- Installment - Customers 173 171 Other -0- -0- Recoveries: Commercial, financial, and agricultural -0- 2 Real estate - construction -0- -0- Real estate - mortgages -0- -0- Installment - consumers 49 33 Other -0- -0- Net charge-offs 124 159 Additions to loan loss reserve 155 148 Balance at end of period $625 $576 Ratio of net charge-offs to average loans outstanding.18% .28% DEPOSITS Deposits increased by $0.6 million to $102.4 million as of September 30, 1999 from $101.8 million as of December 31, 1998, an increase of 0.59%. Demand deposits, which include regular, money market, NOW and demand deposits, were $47.4 million, or 46.3% of total deposits, at September 30, 1999. Core deposits were 30.4% of total deposits at September 30, 1999. During the nine month period, the Bank was successful in increasing the balances in the demand deposit category by $1.8 million to $47.4 million as of September 30, 1999. Certificate accounts were $55.0 million at September 30, 1999, a decrease of $1.2 million compared to $56.2 million as of December 31, 1998. Table 4 summarizes the Bank's deposits by major category as of September 30, 1999 and December 31, 1998. Table 4 - Deposits by Category (In Thousands) September 30,December 31, 1999 1998 Demand Deposits: Noninterest-bearing accounts $ 16,177 $ 14,551 NOW and MMDA accounts 26,078 27,170 Savings accounts 5,163 3,856 Total Demand Deposits 47,418 45,577 Term Deposits: Less than $100,000 41,160 41,301 $100,000 or more 13,862 14,909 55,022 56,210 Total Deposits $102,440 $101,787 CAPITAL During the nine month period ended September 30, 1999, stockholders' equity increased by $32,000 to $8.5 million, due to net income for the period of $750,000 offset by the decline in value of securities available for sale of $718,000. LIQUIDITY AND CAPITAL RESOURCES The Bank's primary sources of liquidity are deposit balances, available-for-sale securities, principal and interest payments on loans and investment securities and FHLB advances. As of September 30, 1999, the Bank held $28.6 million in available-for-sale securities and during the first nine months of 1999 the Bank received $9.4 million in proceeds from maturities, redemptions and principal payments on its investment portfolio. Deposits increased by $653,000 during the same nine month period. The Bank is a member of the Federal Home Loan Bank of Cincinnati (FHLB) and is eligible to obtain both short and long term credit advances. Borrowing capacity is limited to the Bank's available qualified collateral which consists primarily of certain 1-4 family residential mortgages and certain investment securities. The Bank had no advances outstanding from the FHLB at September 30, 1999. The Bank can also enter into repurchase agreement transactions should the need for additional liquidity arise. At September 30, 1999, the Bank had $1,721,000 of repurchase agreements outstanding. As of September 30, 1999, the Bank had capital of $8.5 million, or 7.6% of total assets, as compared to $8.4 million, or 7.6%, at December 31, 1998. Tennessee chartered banks that are insured by the FDIC are subject to minimum capital requirements. Regulatory guidelines define the minimum amount of qualifying capital an institution must maintain as a percentage of risk-weighted assets and total assets. Table 5 - Regulatory Capital (Dollars in Thousands) Minimum September 30, December 31, Regulatory 1999 1998 Ratios Tier 1 Capital as a Percentage of Risk-Weighted Assets 11.4% 11.2% 4.00% Total Capital as a Percentage of Risk-Weighted Assets 12.2% 12.0% 8.00% Leverage Ratio 8.71% 7.6% Up to 5.00% Total Risk-Weighted Assets $80,098 $74,658 As of September 30, 1999 and December 31, 1998, the Bank exceeded all of the minimum regulatory capital ratio requirements. RESULTS OF OPERATIONS FOR THE NINE MONTH PERIODS ENDED SEPTEMB ER 30, 1999 AND 1998 GENERAL The Bank reported net income of $750,000, or $1.46 per share for the nine month period ended September 30, 1999 as compared with $722,000 or $1.43 per share for the same period in 1998, an increase of 3.88%. NET INTEREST INCOME Net interest income increased by $500,000 to $3.5 million for the nine month period in 1999 from the comparable period in 1998. Contributing to this increase was an increase in average interest earning assets. Average interest earning assets, at a yield of 8.37% totalled $103.3 million as of September 30, 1999. In comparison in 1998, average interest earning assets, at a yield of 8.68%, totalled $90.0 million. Interest income increased by $623,000 for the nine month period in 1999 compared to the same period in 1998. This improvement is primarily attributable to an increase of approximately $13.3 million, or 14.8%, in the volume of average earning assets during the nine month period ended September 30, 1999 compared to the nine month period ended September 30, 1998. Interest income on loans increased by $376,000 over the same two periods primarily as a result of an increase of approximately $8.3 million in average loans outstanding. Over the same two periods, interest on investments increased by $493,000 due to an increase of approximately $10.5 million or 59.0% in the volume of investments during the nine month period. Interest income on Federal Funds Sold decreased by $246,000 due to a decrease in the average yield on Federal Funds Sold outstanding during the nine month period from 5.29% in 1998 to 4.79% in 1999, and also a decrease in the average balance outstanding of $5.5 million over the same period in 1998. Total interest expense increased $123,000 for the nine month period ended September 30, 1999 compared to the same period in 1998. Interest on deposits increased as a result of an increase of approximately $11.7 million in average deposits over the same period in 1998. The average rate on interest- bearing liabilities decreased to 4.52% for the nine month period in 1999 from 5.00% in the comparable period of 1998. Table 6 - Average Balances, Interest and Average Rates September 30, 1999 (in thousands) 1998 Average AverageAverage Average Balance Interest Rate Balance Interest Rate Assets: Federal Funds Sold $ 7,464 $ 268 4.79%$12,952 $ 514 5.29% Investments: Securities--Taxable 26,042 1,273 6.52% 16,611 806 6.47% Non-Taxable 2,206 62 3.75% 1,180 36 4.07% Total Loans, Including Fees 67,627 4,884 9.63% 59,299 4,508 10.14% Total Interest Earning Assets 103,339 6,487 8.37% 90,042 5,864 8.68% Cash and Due From Banks3,422 2,719 All Other Assets 5,893 4,747 Loan Loss Reserve/ Unearned Fees (1,529) (1,873) TOTAL ASSETS $111,125 $95,635 Liabilities and Stockholders Equity: Interest Bearing Deposits: Time Deposits $ 55,402 $2,224 5.35%$46,380 $1,978 5.69% Other 31,611 724 3.05% 28,937 843 3.88% FHLB Advances -0- -0- 0.00% 12 4 4.44% Total Interest-Bearing Liabilities 87,013 2,948 4.52% 75,329 2,825 5.00% Net Interest Income $3,539 $3,039 Non-Interest Bearing Deposits 15,276 11,992 Total Cost of Funds 3.84% 4.31% All Other Liabilities 382 478 Stockholders Equity 8,731 7,843 Unrealized Gain/Loss on Securities (277) (7) TOTAL LIABILITIES AND STOCKHOLDERS EQUITY $111,125 $95,635 Net Interest Yield 3.85% 3.68% Net Interest Margin 4.57% 4.50% Table 7 - Interest Rate Sensitivity (In Thousands) September 30, 1999 Less One Year Greater Non- Than Through Than Interest 1 Year 5 Years 5 Years Bearing Total Asset: Federal Funds Sold $3,310 $3,310 Investments 315 3,972 24,270 28,557 Loans 34,398 36,102 304 70,804 Non-Interest Earning Assets and Unearned Assets/Loan Loss Reserve 8,830 8,830 38,023 40,074 24,574 8,830 111,501 Liabilities and Stockholders' Equity: Interest-Bearing Deposits 59,269 27,008 -0- 86,277 Non-Interest Bearing Deposits 16,163 16,163 FHLB Advances -0- -0- Noninterest Bearing Liabilities and Stockholders' Equity 9,061 9,061 Total 59,269 27,008 -0- 25,224 111,501 Interest Rate Sensitivity Gap (21,246) 13,066 24,574 (16,394) -0- Cumulative Interest Rate Sensitivity Gap $(21,246) $(8,180) $16,394 $ -0- $ -0- OTHER INCOME Total other income was $555,000 for the nine month period ended September 30, 1999 as compared to $398,000 for the same period in 1998, an increase of $157,000. Other income is comprised primarily of customer service fees and other items. OPERATING EXPENSES Total operating expenses were $2,762,000, or 2.48% of average total assets, for the nine month period ended September 30, 1999 as compared to $2,128,000, or 2.07%, for the same period in 1998. Both the salaries and employee benefits and occupancy and equipment categories of expenses increased when comparing the two periods. Salaries and employee benefits increased by $393,000 or 38% over the first nine months of 1999 due to normal salary increases and additional branch personnel. Occupancy and equipment expenses increased approximately $53,000 when compared to expenses at September 30, 1998, an increase of 12.41%. Contributing to the increase in occupancy and equipment expenses was the opening of the Alcoa branch during the fourth quarter of 1998 and the Sweetwater branch during the first quarter of 1999. INCOME TAXES The Bank recognizes income taxes using the Financial Accounting Standards Board Statement No. 109, Accounting for Income Taxes. Under this method, deferred tax assets and liabilities are established for the temporary differences between the accounting basis and the tax basis of the Bank's assets and liabilities at enacted tax rates expected to be in effect when the amounts related to such temporary differences are realized or settled. The Bank's deferred tax asset is reviewed quarterly and adjustments to such asset are recognized as deferred income tax expense or benefit based on management's judgment relating to the realizability of such asset. During the nine month period ending September 30, 1999, the Bank recorded $427,000 in tax expense which resulted in an approximate effective rate of 36.28%. Comparably, in 1998, the Bank recorded $439,000 in tax expense, resulting in an approximate effective rate of 37.8%. FIRST CENTRAL BANCSHARES, INC. AND SUBSIDIARY PART 1 - OTHER INFORMATION Item 1. Legal Proceedings None. Item 2. Changes in Securities None. Item 3. Defaults Upon Senior Securities None. Item 4. Submission of Matters to a Vote of Security Holders None. Item 5. Other Information None. Item 6. Exhibits and Reports on Form 8-K Exhibit 27 - Financial Data Schedule. FORM IO-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. Date: By:_______________________________ Ed. F. Bell, Chairman, President and Chief Executive Officer Date: By:_______________________________ Willard D. Price, Executive Vice President and Chief Operating Officer Exhibit 27 - Financial Data Schedule 9-30-99 Amount (In Thousands) Cash $ 3,689 Federal Funds Sold 3,310 Trading Assets -0- Investments AFS 28,557 Investments HTM -0- Investments-Market -0- Loans 69,954 Allowance for Losses 625 Total Assets 111,501 Deposits 102,440 Short-Term Borrowings -0- Other Liabilities 196 Long-Term Debt -0- Preferred Stock-Mandatory -0- Preferred-Non Mandatory -0- Common Stock 2,566 Other Stockholders Equity 5,892 Total Liab.-Stockh. Equity 111,501 Interest on Loans 4,884 Interest on Investments 1,335 Other Interest Income 268 Total interest Income 6,487 Interest on Deposits 2,948 Total Interest Expense 2,948 Net Interest Income 3,539 Provision-Loan Losses 155 Securities-Gain/Loss -0- Other Expenses 2,762 Income Before Tax 1,177 Income Before Extraordinary 1,177 Extraordinary Less Tax -0- Cumul. Change Acct. Principal -0- Net Income 750 Earnings Per Share-P 1.46 Earnings Per Share-D 1.46 Net Interest Yield-EA 3.85 Loans-Non Accrual 45 Loans Past Due > 90 Days -0- Troubled Debt Restructuring -0- Potential Problem Loans -0- Allowance-Beginning 594 Total Charge-Offs 173 Total Recoveries 49 Allowance End of Period 625 Loan Loss-Domestic 625 Loan Loss-Foreign -0- Loan Loss-Unallocated -0- (b) Reports on Form 8-K, None